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July 12, 2023

News Story: Is an Emoji a Valid Way to Enter a Contract?

Emoji Case

A Canadian judge has ruled that using a thumbs-up emoji is valid as a signature and can be used to enter into binding legal contracts. The case heard by the King's Bench for Saskatchewan involved Kent Mickleborough, a grain buyer for South West Terminal, who sent a text message to Bob Achter about wanting to buy flax from several grain producers on March 26, 2021. After the text was sent, Mickleborough received a call from Bob Achter of Achter Land & Cattle Ltd, followed by a phone call with his son Chris Achter. Mickleborough then drafted a contract in which South West Terminal offered to buy 86 tonnes of flax, which he signed with ink, took a photo of, and sent to Chris Achter.

Chris Achter responded with a thumbs-up emoji, which Mickleborough interpreted as Achter entering into the contract. Still, Achter Land & Cattle Ltd did not deliver on the given date, by which time the price of flax had increased significantly. The company said the thumbs-up emoji only indicated that Achter had received the message, not that he had agreed to the contract, according to an affidavit.

However, in a cross-examination, Achter stated that he had never Googled the meaning of a thumbs-up emoji, and his lawyer said that his client is "not an expert in emojis." In the ruling, Justice Timothy Keene decided that while the thumbs-up emoji was "a non-traditional means to 'sign' a document, but under these circumstances, this was a valid way" to enter into a contract. The case is an example of the importance of understanding the potential legal implications of communication in all forms. We advise all our clients to be mindful in their responses and specific about what you agree to.

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