Emojis in Contracts: Thumbs Up for Emojis as a Clear Affirmation?

👍 or 👎? A Saskatchewan judge Weighs in, so does Alexi.

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Emojis are everywhere, in our text messages, advertisements, feedback surveys, even in the dictionary. Does that mean that if someone asks whether you agree to a contract and you respond with a thumbs up emoji, you’re now responsible for the terms?

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The Role of Emojis in Contract Acceptance

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A notable case in Saskatchewan brought forward the question of whether an emoji can signify acceptance of a contract. The court ruled that a reasonable observer, familiar with the parties' prior dealings, would interpret a thumbs-up emoji (👍) as an affirmative response to the contract's terms. This leads us to inquire if a similar interpretation would hold true in other jurisdictions. We ran the query through Alexi in Georgia, USA.

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Exploring Contract Formation in Other Jurisdictions

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The question posed to Alexi’s AI was as follows:

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Can wordless communication, such as an emoji, gesture, or symbol, constitute acceptance of a contract?

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For background, Alexi begins by examining the general principles of contract formation. Typically, a contract requires a "meeting of the minds" or consensus ad item, where all parties involved reach a mutual understanding and acceptance of the contract's terms. Traditionally, this acceptance is conveyed through written or oral communication.

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The context in which emojis are used is crucial to their interpretation. In the Saskatchewan case, the court emphasized that a 👍 was not a mere acknowledgment but a clear affirmation of the contract's terms, comparable to previous instances of acceptance. Georgia courts would likely examine the context surrounding the emoji's use, the relationship between the parties, and whether a reasonable person would view it as a genuine acceptance.

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In Georgia, we should consider the relevance of The Electronic Information and Documents Act (EIDA). According to Section 18(1) of the EIDA, an offer, acceptance, or any other material matter in a contract can be expressed through an "action in electronic form." This encompasses actions like touching or clicking on designated icons or places on a computer screen, as well as any other electronic communication intended to express the offer, acceptance, or relevant matter.

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Although the EIDA does not explicitly mention emojis, Section 18(2) clarifies that contracts formed using electronic information or documents should not be denied legal effect or enforceability solely due to their electronic nature. While emojis may not have been explicitly contemplated when the law was drafted, their classification as electronic actions could potentially fall within the scope of the EIDA.

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Not All 👍 Are Equal

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While the Saskatchewan ruling establishes a precedent for the inclusion of emojis in contracts, caution should be exercised when relying solely on these pictorial expressions to solidify agreements. The broader context, the intent of the parties, and the expectations surrounding their interactions remain crucial considerations.

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Our legal system is grounded in enduring traditions and substantial legal principles. Emojis inject a touch of modernity, and it will be intriguing to witness how courts navigate their use in the ever-evolving digital landscape.

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