Emojis in Contract Law: Proceed with Caution!
September 19, 2023
In a recent groundbreaking ruling, a Canadian Superior Court has introduced a modern twist to contract law by confirming that a simple thumbs-up emoji (👍) can indeed constitute a valid acceptance of contractual terms. This significant case, known as South West Terminal Ltd v Achter Land & Cattle  SKKB 116, has unlocked new possibilities in the formation and acceptance of contracts in the digital age.
In essence, the dispute centred around a contract for the purchase of flax, with South West Terminal (SWT) alleging breach of contract by Achter Land & Cattle (Achter) due to the non-delivery of the agreed-upon goods. The crucial moment transpired when SWT’s representative forwarded a photo of the contract to Achter along with the message, ‘please confirm flax contract.’ In response, Achter replied with a thumbs-up emoji (👍). However, they subsequently failed to deliver the flax, sparking a legal battle over whether the emoji constituted acceptance of the contract. The Canadian court ultimately sided with SWT, affirming that the thumbs-up emoji was indeed an effective means of conveying acceptance of the contractual terms.
Implications Beyond Canadian Borders
You might be wondering, “Why does this matter if I’m not in Canada?” However, it’s worth noting that this Canadian ruling, while not legally binding in other jurisdictions, raises intriguing questions for international contract law, including Australia. Given that Australia operates under a common law system similar to Canada, this decision could potentially have implications there as well. Australian courts may consider this Canadian precedent when faced with similar cases involving emoji-based contract acceptances. Therefore, the Canadian court’s recognition of emoji acceptance could serve as persuasive precedent in Australian contract law.
While entering into contracts with emojis may not be standard practice, this case underscores the significance of thoughtful communication in contractual discussions. As the legal landscape adapts to modern technology, businesses should be mindful that even a seemingly innocuous 👍 can carry substantial legal weight.
Please note that this brief note does not constitute legal, financial, or accounting advice and should not be relied upon as such. For legal advice, please contact us at 02 8014 5818.