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It's unfortunate that pretty much all decisions become precedent (given that Canada/Saskatchewan has Common Law). In a case like this where the farmer responded

It's unfortunate that pretty much all decisions become precedent (given that Canada/Saskatchewan has Common Law). In a case like this where the farmer responded with the thumbs up emoji, claims it was only to signal "ACK'd and will respond later", but didn't respond with "yes" or "no" afterwards, I suppose it's fine to assume that the thumbs up was a sign of legal/contractual assent and he's trying to retcon what actually happened. But do you want it to be codified as precedent that signing with a thumbs up is a valid legal signature? Also, the meanings of emoji change (see the sexual connotations that many emoji have picked up since their release - those connotations weren't present on day zero), so how do you protect against that?

huimang 3y ago
"those connotations weren't present on day zero), so how do you protect against that" The same way that you deal with any words - you evaluate them in context. A thumbs-up emoji can be reasonably interpreted in this case as a confirmation of the contract.
deleted 3y ago
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NoboruWataya 3y ago
Not a Canadian lawyer, so I stand to be corrected by someone who is. But in common law jurisdictions generally, there is no such thing as a "valid" or "invalid" signature for simple contracts. Certain types of contract like deeds etc do have formalities that need to be observed for them to be validly executed. But in general, a basic contract requires (a) an offer, (b) an acceptance, (c) consideration and (d) an intention to create legal relations. Whether these things are present is a question of fact, not of law. In theory you can communicate your acceptance of an offer by a text message that just says "k", or a handshake, or a nod, or a grunt. There is no reason why you couldn't do so by sending a thumbs up emoji. Of course, doing business this way introduces evidentiary difficulties that may make your (or your counterparty's) life hard later on. A lawyer would certainly never recommend you document a contract this way. But a court will nevertheless look at the evidence before it and do its best to determine whether the elements of a contract referred to above are present.
- bshipp 3y ago
  Precisely. The use of the emoji was tangential to the evidence that contracts between these two parties had previously been negotiated via text messages. > "The Court of King's Bench decision said a grain buyer with South West Terminal sent a text to farmers in March 2021 saying that the company was looking to buy 86 tonnes of flax for $17 per bushel to be delivered in the fall." > "The buyer, Kent Mickleborough, later spoke with Swift Current farmer Chris Achter on the phone and texted a picture of a contract to deliver the flax in November, adding 'please confirm flax contract.'" It's not like the court determined a thumbs-up emoji is now equivalent to a witnessed signature or anything.
- zajio1am 3y ago
  > But in common law jurisdictions generally, there is no such thing as a "valid" or "invalid" signature for simple contracts. Note that this is also true for many civil law systems.
autoexec 3y ago
> Also, the meanings of emoji change (see the sexual connotations that many emoji have picked up since their release - those connotations weren't present on day zero), so how do you protect against that? I'm not too worried about it. I think that even if in the future the thumbs up emoji unambiguously meant "I like butts" or something a judge would do exactly the same thing they did in this case and apply common sense. A thumbs up today signals agreement, so it meant the contract was agreed to. In the future, if someone goes to court because they didn't mean to sign the contract they could make the case "I was professing my love of butts!" and a judge would say "Yep, that's what the thumbs up emoji means to most people! The contract is unsigned" The precedent here is that intent matters more than a signature, not that the thumbs up sign is always going to be how contracts are signed.

huimang 3y ago

"those connotations weren't present on day zero), so how do you protect against that" The same way that you deal with any words - you evaluate them in context. A thumbs-up emoji can be reasonably interpreted in this case as a confirmation of the contract.

deleted 3y ago

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NoboruWataya 3y ago

Not a Canadian lawyer, so I stand to be corrected by someone who is. But in common law jurisdictions generally, there is no such thing as a "valid" or "invalid" signature for simple contracts. Certain types of contract like deeds etc do have formalities that need to be observed for them to be validly executed. But in general, a basic contract requires (a) an offer, (b) an acceptance, (c) consideration and (d) an intention to create legal relations. Whether these things are present is a question of fact, not of law. In theory you can communicate your acceptance of an offer by a text message that just says "k", or a handshake, or a nod, or a grunt. There is no reason why you couldn't do so by sending a thumbs up emoji. Of course, doing business this way introduces evidentiary difficulties that may make your (or your counterparty's) life hard later on. A lawyer would certainly never recommend you document a contract this way. But a court will nevertheless look at the evidence before it and do its best to determine whether the elements of a contract referred to above are present.

bshipp 3y ago
Precisely. The use of the emoji was tangential to the evidence that contracts between these two parties had previously been negotiated via text messages. > "The Court of King's Bench decision said a grain buyer with South West Terminal sent a text to farmers in March 2021 saying that the company was looking to buy 86 tonnes of flax for $17 per bushel to be delivered in the fall." > "The buyer, Kent Mickleborough, later spoke with Swift Current farmer Chris Achter on the phone and texted a picture of a contract to deliver the flax in November, adding 'please confirm flax contract.'" It's not like the court determined a thumbs-up emoji is now equivalent to a witnessed signature or anything.
zajio1am 3y ago
> But in common law jurisdictions generally, there is no such thing as a "valid" or "invalid" signature for simple contracts. Note that this is also true for many civil law systems.

autoexec 3y ago

> Also, the meanings of emoji change (see the sexual connotations that many emoji have picked up since their release - those connotations weren't present on day zero), so how do you protect against that? I'm not too worried about it. I think that even if in the future the thumbs up emoji unambiguously meant "I like butts" or something a judge would do exactly the same thing they did in this case and apply common sense. A thumbs up today signals agreement, so it meant the contract was agreed to. In the future, if someone goes to court because they didn't mean to sign the contract they could make the case "I was professing my love of butts!" and a judge would say "Yep, that's what the thumbs up emoji means to most people! The contract is unsigned" The precedent here is that intent matters more than a signature, not that the thumbs up sign is always going to be how contracts are signed.