Binding by Text: Are WhatsApp Messages Legally Enforceable Contracts?

Darcy MacMillan, Solicitor

Is a Thumbs-Up Emoji as Good as a Signature?

In today’s fast-paced digital world, a simple message could mean more than just a conversation – it could mean a contract. The recent case of Jaevee Homes v Fincham [2025] EWHC 942 concluded that messages exchanged via the messaging platform WhatsApp constituted a legally enforceable contract. The Judge held that the key elements of offer, acceptance, and consideration were present, even without a formal written contract, raising the question of whether other parties are inadvertently entering into legally enforceable contracts.

Similarly, the Canadian case of Achter Land & Cattle Ltd v South West Terminal Ltd concluded that a “thumbs up” emoji constituted acceptance, therefore creating a legally binding agreement. While it is a Canadian case and not binding in the UK, with the growing trend of digital shorthand and emojis, the UK courts could face similar considerations in deciding whether informal communications can amount to legally binding agreements.

Emojis, abbreviations or quick responses such as “OK” are second nature but the problem: what they mean can vary. To one person, a “thumbs up” might just be a casual acknowledgement of receipt (as argued in Achter Land & Cattle Ltd v South West Terminal Ltd). To another, it could signal agreement, and under certain legal circumstances, that can be enough to form a legally binding contract. The risk? Ambiguity. These types of informal messages often lack the clarity and detail needed to fully reflect the parties’ intentions. They don’t typically capture the important terms you’d expect in a formal agreement such as pricing, timelines, deliverables, term and termination and liability.

While messaging apps and emojis make communication easier, they also open the door to unintended legal obligations and as digital communication continues to evolve, so does the law. The cases referred to above may be the first of many to come and therefore, to avoid misunderstandings or unintended agreements, businesses should make sure its intentions are clearly reflected in a formal written agreement. Formal written agreements can be simple and short-form whilst still protecting a party’s interests.