‘Thumbs up’ emoji seen as a legally binding contract

In a recent Canadian court, a judge has ordered a farmer to pay CAD$82,000 (AUD$92,000) after determining that a “thumbs up emoji” used in a text message exchange was as valid as a signature. The ruling sets a unique precedent for the “internet age” and highlights the need for courts to be prepared for digital challenges.

The unique case was heard in the Court of King’s Bench in Saskatchewan in June 2023 and has garnered international attention. Justice T.J Keene stated in the summary judgment that while the case is novel, the court cannot ignore the impact of technology and common usage on Canadian society.

According to court documents, Kent Mickleborough, a grant buyer for a crop inputs company called South West Terminal (SWT), took Achter Land and Cattle, a long-term client and farming corporation, to court for breaching a contract. In March 2021, Mickleborough sent a mass text message to his suppliers, including Chris Achter, seeking to purchase flax for delivery later that year.

Following the text message, Mickleborough had a phone call with Achter, which the judge later determined included a verbal agreement. Mickleborough then drafted a contract for Achter to sell SWT 86 metric tonnes of flax at a specified price and delivery period. Mickleborough signed the contract, took a photo, and sent it to Achter along with the message “Please confirm flax contract.” Achter responded with a “thumbs up” emoji.

However, according to the court’s summary judgment, Achter never delivered the flax in November, causing prices for the crop to rise. Court documents also showed that Mickleborough and Achter had entered into at least four other contracts via text, with Achter typically responding with one-word replies like “ok,” “yup,” or “looks good.”

In his affidavit, Achter claimed “The thumbs-up emoji simply confirmed that I received the Flax contract. It was not a confirmation that I agreed with the terms of the Flax Contract. The full terms and conditions of the Flax Contract were not sent to me, and I understood that the complete contract would follow by fax or email for me to review and sign,” Achter said. 

The judge concluded that “This court readily acknowledges that a thumbs up emoji is a non-traditional means to ‘sign’ a document but nevertheless under these circumstances this was a valid way to convey the two purposes of a ‘signature’.”   He ruled that Achter owed SWT CAD$82,000 plus interest and costs for failing to deliver the flax, and stated, “I am satisfied on the balance of probabilities that Chris okayed or approved the contract just like he had done before, except this time he used a thumbs up emoji.” While this decision was made overseas, it could be considered in an Australian court as a reference point in the future.  As Justice Keene mentioned during the case, changing technology and common use of emojis may create new challenges arising from the use of emojis.  Moving forward, we certainly need to be more aware of our use of emojis, and what could be seen to be an agreement via text message. 

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Article by Kate Allenby
Image by Photo by Shubham Dhage on Unsplash