August 1, 2023 | Other

Think Before You Click

Exercise caution when employing emojis in text-based communications related to contractual matters. A recent ruling by a judge in Saskatchewan serves as a poignant example that the seemingly innocuous “thumbs-up” emoji holds weight as a legitimate means of expressing acceptance. This case was a contentious farming contract dispute.

In South West Terminal Ltd. v. Achter Land & Cattle Ltd., 2023 SKKB 116, the King’s Bench for Saskatchewan ordered a Canadian farmer to pay more than $ 82,000 in damages for failing to deliver flax seeds. It is important to consider the background of the case, as the parties had a long-standing relationship, with the Plaintiff purchasing grain from the Defendant since 2012. Due to the Covid pandemic, the Plaintiff resorted to sending contracts via text messages instead of conducting in-person exchanges. The Defendant responded to the text of the contract with the well-known thumbs-up emoji. However, in November 2021, the Defendant did not fulfill their obligation to deliver the flax seeds, prompting the Plaintiff to file a lawsuit for breach of contract and seek damages of $ 82,200.21, along with legal interest and costs.

The parties had differing opinions on the existence of shared understanding (consensus ad idem), which is crucial for a binding agreement. The Plaintiff contended that a thumbs up emoji conveys “I accept”. Conversely, the Defendant argued that the thumbs up emoji merely acknowledges receipt of the contract by his team, without indicating approval of its terms. Justice T.J. Keene disagreed with that view and ruled in favor of the Plaintiff by granting a summary judgment, stating, “there was a valid contract between the parties that the defendant breached by failing to deliver the flax.”

The context and historical background of the parties played a crucial role in the outcome of this case, emphasizing that a similar emoji used in a different situation might not yield the same ruling. However, it is worth noting that this decision could potentially pave the way for the interpretation of other emojis or even technological messaging, such as GIFs. In the South West Terminal Ltd. v. Achter Land & Cattle Ltd. case, the court acknowledged that “this appears to be the new reality in Canadian society and courts will have to be ready to meet the new challenges that arise from emojis and the like”.

The key takeaway from this case is the importance of refraining from using emojis or similar actions when engaging in discussions involving legal obligations. In some cases, the good old-fashioned telephone is the better method of communication as you can discuss the nuances and make sure that both parties understand each other. Also, when texting, we tend to respond very quickly. Refrain from that reflex and ensure that you have thought the situation through before potentially binding yourself.

It is preferable to rely on conventional methods of communication, particularly because individuals may attribute varying interpretations to emojis, leaving room for ambiguity and subjective understanding. To ensure clarity and avoid potential misinterpretation, it is prudent to adhere to traditional modes of communication in matters pertaining to legal obligations.