Contracts in the digital world - legally binding declarations via SMS, WhatsApp & Co?

And is there a legally binding declaration in an emoji? A new courts´ ruling in Germany results in the urgent recommendation to act with caution and care in the digital age with regard to the general possibility of legally binding declarations via smartphone and the possible legal validity of declaration via emojis.

The initial situation is simple and easy to understand. A car is ordered, a delay in delivery is communicated by the car dealer via WhatsApp and also acknowledged by the car buyer. But did he also agree to this delivery deadline extension via WhatsApp? If so, the extension of the delivery period would preclude withdrawal from the purchase contract, and the parties were now arguing about this.

The OLG Munich had to decide (NJW 2025, 589). It stated the following:

In principle, communication via WhatsApp can satisfy an agreed requirement of written form, as a text is received and can be permanently stored/printed (other opinions on this already existed in German case law, see OLG Frankfurt, judgment of 21.12.2023).

Did the text of the WhatsApp contain a declaration with the intention to be legally bound? The car buyer's answer was an emoji that makes a grimace and which, according to the emoji dictionaries Emojipedia and Emojiterra, is intended to express discomfort/embarrassment/nervousness. Consequently, overall rather negative emotions and rather no approval of a delivery deadline extension.

Basically, the courts´ ruling results in the urgent recommendation to act with caution and care in the digital age with regard to the general possibility of legally binding declarations via smartphone. With regard to the possible legal validity of emojis, it should also be noted that the meaning of emojis can vary depending on nationality and the interpretation is not always clear.

Among our lawyers you will find a number of experts in contract law who will be happy to assist you with drafting the contracts you need or check out and adapt any existing contracts. Please note that good contracts precisely reflect the intentions of the parties involved and leave no room for conflicting interpretations and subsequent disputes. A good contract thus protects long-standing, good relationships with your business partners and saves you costly legal disputes later on. Feel free to contact us!