Be careful with emoji, because they are legally binding in Canada

Posted:
in General Discussion edited July 2023

Be careful how you emoji in the future, after a Canadian judge ruled that sending someone a "thumbs-up" symbol in a message can potentially enter you into a legally binding contract.

[Pixabay]
[Pixabay]



The King's Bench for Saskatchewan issued a summary judgment on June 8 that could have serious implications for users of messaging services. While they may not necessarily be seen as serious communications, it's possible for responses to be taken as agreeing to the terms of a contract.

In the lawsuit between South West Terminal and Achter Land & Cattle, reports the Guardian, a grain buyer in South West Terminal sent a mass text message to clients in March 2021, saying the company was willing to buy 86 tonnes of flax for C$17 ($12.73) per bushel.

Farmer Chris Achter spoke to the buyer over the phone about the request. The buyer then sent an image of a contract to Achter about the delivery of flax in November of that year, asking the farmer to "please confirm flax contract" in the message.

Achter responded with a thumbs-up emoji, and that's where the confusion lies. The farmer claimed in the lawsuit that the symbol was intended to mean he had received the contract in the message, while the buyer believed it was Achter agreeing to the contract.

"I deny that he accepted the thumbs-up emoji as a digital signature of the incomplete contract," Achter told the court. "I did not have time to review the Flax Contract and merely wanted to indicate that I did receive his text message."

South West Terminal offered that there had been previous instances where contracts were handled and agreed upon with the emoji.

Ultimately, because of the confusion, the farmer failed to make the delivery to South West.

Justice Timothy Keene mentions in the ruling that the disagreement on what the emoji meant led to a "far flung search for the equivalent of the Rosetta Stone in cases from Israel, New York State, and some tribunals in Canada, etc. to unearth what [the emoji] means."

The court eventually determined that the 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."

While the affair gives one emoji a legally-definable meaning in one court in Canada at least, the judge doesn't believe it would "open up the flood gates" to other emojis being interpreted in such legal means. However, he also said the court cannot and shouldn't "attempt to stem the tide of technology and common usage" of emojis.

Due to the ruling by Justice Keene, Achter has been ordered to pay C$82,000 ($61,442) to South West Terminal for failing to fulfill the contract.

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Comments

  • Reply 1 of 26
    rob53rob53 Posts: 3,268member
    This judge needs to have his head examined. Unless the document or an existing law states a digital signature or any emoji can be used as a replacement for a hand written signature an emoji doesn’t constitute legal signing. Judges can’t make this stuff up. Judges only interpret laws then can’t make them, at least not in the US. 
    gregoriusmOfer9secondkox2watto_cobraFileMakerFellerjony0byronl
  • Reply 2 of 26
    DoodpantsDoodpants Posts: 51member
    Rob53, this was in Canada.
    watto_cobrajony0
  • Reply 3 of 26
    I would definitely be appealing this ruling if I were the farmer. His own definition of what the thumbs up emoji could mean as a response is perfectly reasonable. 
    gregoriusmOfer9secondkox2watto_cobrajony0
  • Reply 4 of 26
    mikethemartianmikethemartian Posts: 1,428member
    rob53 said:
    This judge needs to have his head examined. Unless the document or an existing law states a digital signature or any emoji can be used as a replacement for a hand written signature an emoji doesn’t constitute legal signing. Judges can’t make this stuff up. Judges only interpret laws then can’t make them, at least not in the US. 
    An “X” counts as a legal signature. From the Uniform Commercial Code (UCC):

    “A signature may be made (i) manually or by means of a device or machine, and (ii) by the use of any name, including a trade or assumed name, or by a word, mark, or symbol executed or adopted by a person with present intention to authenticate a writing.”

    Also the idea that judges only interpret laws in the US and do not make law is incorrect as any student who has taken Business Law 101 should be able to tell you. In fact judges create more law than legislatures and it is called the “common law”. The only difference with a law passed by a legislature is that where there is conflict the law passed by the legislature will override the common law, but the common law fills all the gaps and details that the legislated law doesn’t explicitly address. Also there are no common law crimes in the US.
    baconstanggatorguy9secondkox2watto_cobrajony0
  • Reply 5 of 26
    cambercamber Posts: 24member
    My question about this is: Was there a meeting of the minds? It does not appear so.
    watto_cobra
  • Reply 6 of 26
    eriamjheriamjh Posts: 1,686member
    Dumbest ruling I’ve heard in a while and particularly dumb for Canada.  
    That judge is clearly an 🍑🕳️.

    Since when is a vague symbol a signature or indicating acceptance of any contract?   
    What if he sent a smiley?  A poo?   An eggplant?    

    Legalese exists for a reason.  This should be reversed  on appeal.  

    Ofer9secondkox2watto_cobraFileMakerFeller
  • Reply 7 of 26
    baconstangbaconstang Posts: 1,125member
    I wonder what the legal ramifications of the clown face are?
    sdw2001watto_cobracornchip
  • Reply 8 of 26
    anonymouseanonymouse Posts: 6,922member
    eriamjh said:
    Dumbest ruling I’ve heard in a while and particularly dumb for Canada.  
    That judge is clearly an 🍑🕳️.

    Since when is a vague symbol a signature or indicating acceptance of any contract?   
    What if he sent a smiley?  A poo?   An eggplant?    

    Legalese exists for a reason.  This should be reversed  on appeal.  

    Well, it's not US law involved, but Canadian, but an appeal does seem in order. A thumbs up emoji is used just as often to indicate simply "thanks" or "you're welcome" as for "like", and probably has several other usages as well. The ruling seems based on the judge's ignorance of emoji usage as much as anything else. 
    Ofer9secondkox2watto_cobrajony0
  • Reply 9 of 26
    AppleZuluAppleZulu Posts: 2,091member
    This is not only legally asinine, but logically so. You can make a legally binding verbal agreement with an ok and a handshake, but you’d be hard pressed to get a judge to rule that handing someone a written contract and then only getting an ok and a handshake in response would be binding at all. 

    This situation is the text message equivalent. If you’ve gone to the trouble to create a written contract, there is no way a handshake or thumbs up emoji is sufficient to bind that agreement. 
    Ofer9secondkox2watto_cobraFileMakerFellerjony0
  • Reply 10 of 26
    coolfactorcoolfactor Posts: 2,293member
    I would definitely be upset if a thumbs-up was interpreted as agreeing to a high-value contract. The judge is wacked.
    Ofer9secondkox2watto_cobrajony0
  • Reply 11 of 26
    "Be careful how you emoji in the future, after a Canadian judge ruled that sending someone a "thumbs-up" symbol in a message can potentially enter you into a legally binding contract".

    Eh? 
    👎
    edited July 2023 watto_cobra
  • Reply 12 of 26
    "Be careful how you emoji in the future, after a Canadian judge ruled that sending someone a "thumbs-up" symbol in a message can potentially enter you into a legally binding contract".

    Eh?
    watto_cobra
  • Reply 13 of 26
    jdwjdw Posts: 1,387member
    Very bad ruling, as intentions behind emoji are vague.  Any legal expert worth his or her salt should know that.  Lawyers type contracts in great detail for a reason.  A simply emoji cannot be a confirmation of anything legally binding as a result, even when used in the context of a length conversation, especially because most of us use thumbs up to indicate "I have read and noted what you just said."

    Makes me think the judge must be a younger person who didn't live a long life before emoji existed.

    Definitely a ruling that needs to be overturned.

    But this is Canada we're talking about, so I guess it comes as no huge surprise.
    williamlondon9secondkox2watto_cobra
  • Reply 14 of 26
    None of us have remotely enough information on the case to be weighing in on it like this. For what it’s worth, reportedly, the guy had a pattern of using various emoji to confirm other transactions with that company. Is that enough to go on? I don’t know, because I have no specifics on those previous transactions, on the full body of evidence presented, on Canadian case law, on pertinent precedent, etc. I DO know that, as another commenter noted above, under the right circumstances, any mark, symbol, scribble, etc., can legally stand in for a legible or illegible signature, I’m not prepared to assume that either of the parties, or the judge, are wrong in what they’re saying.
    williamlondon9secondkox2watto_cobraFileMakerFeller
  • Reply 15 of 26
    williamlondonwilliamlondon Posts: 1,379member
    jdw said:
    [...]
    But this is Canada we're talking about, so I guess it comes as no huge surprise.
    Damn, man, you're on a roll today, any other groups you want to offend while you're at it?
    jdw said:

    Makes me think the judge must be a younger person who didn't live a long life before emoji existed.
    Wild, you're on a roll today running around just this forum offending groups for the crime of being not like you.
    Graeme0009secondkox2watto_cobrabaconstangjony0
  • Reply 16 of 26
    9secondkox29secondkox2 Posts: 2,904member
    Saw this yesterday. Utterly ridiculous. 

    There’s a reason you must SIGN - as in utilize your signature in legal contracts it’s so you know exactly what you’re committing to. A casual thumbs up emoji is a simpl acknowledgement. Doesn’t mean anything  Canada has been getting crazy lately. Feel bad for Canadians subject to this. 
    edited July 2023 watto_cobra
  • Reply 17 of 26
    9secondkox29secondkox2 Posts: 2,904member
    DarkMouze said:
    None of us have remotely enough information on the case to be weighing in on it like this. For what it’s worth, reportedly, the guy had a pattern of using various emoji to confirm other transactions with that company. Is that enough to go on? I don’t know, because I have no specifics on those previous transactions, on the full body of evidence presented, on Canadian case law, on pertinent precedent, etc. I DO know that, as another commenter noted above, under the right circumstances, any mark, symbol, scribble, etc., can legally stand in for a legible or illegible signature, I’m not prepared to assume that either of the parties, or the judge, are wrong in what they’re saying.
    We have all the info we need. Some weirdo with power abused his power in a terrible ruling that equates an emoji not only to a legal signature, but the casual text he replied to as a legal and binding contract. This is every bit as bad as it appears. Incompetent judge is best case scenario. Agenda is more likely. 
    watto_cobra
  • Reply 18 of 26
    9secondkox29secondkox2 Posts: 2,904member
    jdw said:
    [...]
    But this is Canada we're talking about, so I guess it comes as no huge surprise.
    Damn, man, you're on a roll today, any other groups you want to offend while you're at it?
    jdw said:

    Makes me think the judge must be a younger person who didn't live a long life before emoji existed.
    Wild, you're on a roll today running around just this forum offending groups for the crime of being not like you.
    He’s not wrong. 

    And if the goal of life was never to offend, nothing would ever be said or done. Canadians are fed up with the junk they’re subject to. Freedom convoy anyone? And this… this judge just set a horrible precedent. Should be overturned ASAP and the judge disciplined. 

    Soon every young Canadian man will be forced to marry every girl he lies to in a text because his text will be considered a legal and binding response to her text based “contract.” LOL
    muthuk_vanalingamwatto_cobrajdw
  • Reply 19 of 26
    jdwjdw Posts: 1,387member
    jdw said:
    [...]
    But this is Canada we're talking about, so I guess it comes as no huge surprise.
    Damn, man, you're on a roll today...
    Thank you!  :smile: 

    While I am not from Canada, I have a very good friend who lives there.  He is constantly telling me surprising things that go on there.  Not merely surprising to me, but to him as well.  Perhaps he has more disappointment than surprise, but he nonetheless has to live with a lot of insanity that I do not.  Hence, my prior remarks regarding the next door neighbor to my country of birth was rooted firmly in that knowledge.  If that offends you, I would say you are a bit too sensitive.  Life is hard.  We need be less sensitive and toughen up.  When you're less offended, you're happier.

    As to my remarks about the judge, I stand firmly behind them.  The length of our life and our life experiences shape us in good and bad ways.  The ruling is clearly flawed, so we must take some guesses as to what that judge was thinking.  Something obviously skewed the judge's thinking to rule in such a ridiculous manner, it seems only logical that judge is placing an unusually high significance on emoji, something a much older person would likely not do, despite knowing emojis are in wide use today.  As such, my comments were not out of place at all, even if they are speculation.

    I do wish to thank you because you made me reflect on what I wrote, and that helped me to see I do not need to second guess myself at all. I stand firmly behind the content of my previous post.
    williamlondonexceptionhandlerFileMakerFeller
  • Reply 20 of 26
    victorpvictorp Posts: 4member
    Here is the article from CNN which gives you more context to this case:
    https://edition.cnn.com/2023/07/07/business/farmer-contract-thumbs-up-emoji/index.html

    “…in March 2021, grain purchasers with South West Terminal, Ltd., sent a text message to grain suppliers wanting to buy flax for $17 per bushel for delivery in October, November, or December of that year. After phone calls with farmers Bob and Chris Achter, SWT drafted a contract for Chris Achter to sell SWT 86 metric tons of flax for $17 a bushel and deliver the flax in November…”

    “…Achter never delivered the flax in November 2021, according to the documents. By November, the price of flax was $41 per bushel...”

    “…
    The SWT representative said in court documents he had done at least four other contracts with Achter via text. He said the only difference this time was Achter responded with a “thumbs-up” emoji instead of “ok”, “yup” or “looks good.”…”
    edited July 2023 FileMakerFellerjony0
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