7 Tips How to Improve Live Contract Negotiation (&Examples)
Introduction
Long, drawn-out live contract negotiations where you don’t reach a result can drain your time, energy and patience. Whether you’re finalizing terms with a new SaaS vendor or ironing out details with a new customer, the process often feels slow and frustrating. But it doesn’t have to be this way.
By applying a few straightforward communication and contract negotiation strategies, you can streamline your live (online or in-person) negotiations, keep everyone focused and reach fair agreements faster. In this article ‘7 Tips How to Improve Live Contract Negotiation (& Examples)’, we will cover:
- seven tips to help you run more efficient live negotiations,
- then, answer five common questions that many small and medium-sized businesses (SMEs) have asked us; and
- finally, we’ll walk through a brief scenario showing how these tactics work in a real-world SaaS context.
7 Tips for More Effective, Streamlined Live Negotiations
1. Prepare in Advance
Preparation might sound obvious, but it’s often overlooked. Before you jump on a call, know exactly what you want—and what you can live without. Gather all the details that matter: pricing tiers, subscription lengths, service-level agreements (SLAs), data security requirements, and any key terms unique to your business model.
For instance, if you’re negotiating a SaaS contract, determine your must-have SLA features (like 99.9% uptime or a dedicated support channel) and understand how much you’re willing to pay for them. Knowing these details ensures you’re not scrambling during the call. You’ll respond faster to counteroffers and will not waste time on irrelevant points. The clearer your objectives, the quicker you can confirm or reject proposals on the spot.
To prepare effectively for our live negotiations, prepare thoroughly. Review your internal needs, compare the vendor’s standard terms to industry benchmarks and decide where you can compromise. Also, anticipate common sticking points – like automatic renewal clauses or extra fees for additional users – so you’re ready to address them. Thorough preparation reduces confusion and sets the stage for a focused, productive negotiation.
Be ready for the tough questions. See the Harvard Law School Negotiation preparation checklist here.
2. Set an Agenda and Stick to It
Without a clear roadmap, negotiations can meander and waste time. A simple agenda shared in advance keeps everyone aligned. List the key issues—such as pricing structure, onboarding timeline, renewal conditions and data protection terms – and let all parties know these are the topics to be covered.
When the call starts, refer to the agenda right away. If someone drifts off-topic (“Let’s also discuss a potential partnership feature for next year…”), you can steer them back: “That’s interesting, but let’s finalize the current subscription terms first as per our agenda.”
An agenda not only saves time but also keeps the atmosphere professional and respectful. Everyone knows what to expect, which reduces unnecessary back-and-forth. With a clear roadmap, you’re less likely to get bogged down in small details that don’t affect the final outcome.
3. Use Clear, Concise Language
Complex legal or business jargon and vague language can slow negotiations down. Stick to plain, direct language whenever possible. If you encounter a technical or legal term, clarify it right away. For example, if the vendor refers to a “Indemnification Clause” or “SLA” ask them to explain: “Can you clarify what this clause means in practical terms for our liability and what exactly the SLA will entail?”
By simplifying terms, you ensure both sides understand each other. Misunderstandings often lead to follow-up calls or extra email chains to fix what could have been settled earlier. Keep it simple: “We need a 48-hour response time for support tickets” is clearer than “We request timely fulfillment in accordance with standard SLA metrics.” Clear language reduces confusion, makes it easier to achieve agreement and speeds up the entire process.
Also, don’t just refer to a contract clause, memo or whitepaper that was shared, but explain in your own words.
4. Assign Roles and Responsibilities Within Your Team
If you have several team members on your side, assign clear roles before the call. One person should lead the conversation – this is the voice who guides the agenda and addresses the main points. Another can handle real-time edits to the contract (if you’re screen-sharing or using a collaborative doc), ensuring that agreed-upon changes are captured immediately. A third team member might be a specialist in a particular subject, etc.
This division of labor prevents people from talking over one another and ensures nothing falls through the cracks. For example, while the lead negotiator discusses the price tiers with the vendor, the notetaker can record the agreed terms, and the editor can update the master document in real-time. When everyone knows their role, the conversation flows smoothly. By the end, you’ll have a clear record of what happened and fewer reasons to schedule a second call.
When you know a particular point could be sticky, ensure that you have a specialist that joins the call to show your willingness to explain and to try yo reach agreement on the spot. Before the meeting, also ask the counterparty if their specialist is able to join so they can discuss the specific subject.
5. Actively Listen, Ask Great Questions and Validate the Other Side’s Points
Negotiations aren’t just about what you say; they’re also about how well you listen. When the other side speaks, give them your full attention. Summarize their points to show you’ve understood: “Great to hear that if we agree to sign a two-year contract, we will receive a 10% discount.”
By validating their input, you build trust and minimize friction. The other side feels heard and respected, making them more open to meet you halfway. If a vendor says they can’t offer more storage at the basic tier, acknowledging their position – “I hear you. Additional storage is challenging at this price point” – can calm tensions and open the door to creative solutions.
Don’t for get the tip to say “That’s Right” when your counterpart makes a great point. Read our article about this here.
Active listening also helps you avoid going in circles. When everyone feels understood, fewer clarifications are needed later. It’s a subtle step that speeds up the process by preventing repeated explanations or misunderstandings. Also see our article ’30 of the Best Questions to Ask in Any Negotiation’ here.
6. Leverage the Right Technology
The right tools can save a lot of time in negotiations. For example screen-sharing allows both sides to view and edit the contract simultaneously. Collaborative documents or contract management platforms let you highlight text, propose changes, and record agreements as they happen. Real-time chat tools can clarify small points without derailing the conversation flow.
Let’s say you are discussing a SaaS license agreement, you can highlight the pricing clause live, increase the user count and watch the other side’s response in real-time. This eliminates the need for lengthy email follow-ups after the call. Technology also helps ensure everyone is literally “on the same page,” reducing miscommunication and speeding up finalization.
Just remember to test your tools beforehand. Technical glitches waste time and damage the negotiation’s momentum. Ensuring everything runs smoothly keeps the process moving and makes it easier to reach an agreement.
7. Know When to Take a Break
Sometimes you hit an impasse. Maybe the vendor won’t budge on a crucial data security or liability clause or you can’t agree on cancellation terms. Instead of pushing on and raising tensions, suggest a short break: “Let’s take five minutes to review these points individually. We’ll come back with fresh perspectives.”
Stepping away from the screen allows everyone to rethink their positions. When you return, both sides might be more willing to compromise. A brief pause can save you from hours of drawn-out debate. Instead of forcing a decision amid rising frustration, you come back calmer and more solution-oriented, ultimately reaching an agreement faster.
5 Common Questions (and Answers) About Live Negotiations
1. How do I handle a party that dominates the conversation?
Use your agenda to maintain structure. Politely interrupt if they wander off: “I appreciate your input. To stay on track, let’s confirm the billing cycle terms first.” If dominance persists, consider switching negotiation formats, like proposing a written redline exchange before the next call. This allows for more balanced input and prevents one-sided monologues.
2. What if I don’t understand a technical or legal term they mention?
Ask for clarification immediately: “Could you clarify what this ‘auto-renewal clause’ entails?” A moment of asking now saves you from bigger problems later. Being upfront about what you don’t know shows professionalism and ensures no hidden surprises remain after signing.
3. How do I keep everyone engaged and focused?
Start by setting a time target: “We have one hour to finalize the user limits and support terms.” Recap progress after each point: “Great, we agreed on a 12-month term at $X per month. Next, let’s finalize the onboarding schedule.” Timeboxing and summarizing key decisions keep the conversation efficient and participants engaged.
4. What if I feel pressured to accept unfavorable terms just to end the call?
Acknowledge the urgency without conceding too quickly: “I know we’re close to wrapping up, but I need a moment to confirm these terms align with our internal policies.” Suggest a brief pause or a follow-up call if needed. It’s better to take a bit more time now than sign a bad deal you’ll regret later.
5. How can I ensure the terms agreed upon are actually implemented afterward?
End the meeting by summarizing important agreed terms, who is responsible for what and the next steps. Then send a written summary email or updated contract draft immediately after. Having a document both sides can refer to prevents “he said, she said” disputes and keeps everyone accountable for their promises.
A Quick Scenario: Negotiating a SaaS Contract in Live Negotiations
Imagine you run a growing marketing agency, and you’re negotiating a SaaS contract for a new project management platform. You’ve done your homework: you know your budget, the required user count, must-have integrations (like linking to your CRM), and the level of customer support you need.
Preparation:
Before the call, you decide that you need a minimum of 30 seats at a certain monthly rate. You also need a guaranteed response time for support tickets, integration with your CRM, and a flexible cancellation clause.
Agenda:
You send the SaaS vendor a short agenda:
- Pricing and number of seats
- Support response times and escalation policies
- Integration with CRM tools
- Cancellation and renewal terms
Clear Language:
On the call, you say, “We need at least 30 seats at $X per user per month, with a guaranteed 24-hour support response time. Can you confirm that’s possible?” This straightforward request helps the vendor respond faster. They might say, “We can offer 30 seats at that rate, but our standard support time is 48 hours.”
Assigning Roles:
In your team, you’re the lead negotiator. Your colleague is ready to update the shared Google Doc with any changes. Another teammate listens and takes notes on agreed points. While you talk pricing, your colleague highlights the relevant clauses in the contract so everyone can see what’s changing.
Active Listening:
The vendor expresses concern about meeting the 24-hour support response. You summarize: “You’re saying 24 hours might be tight. How about 36 hours as a compromise?” This shows you listened and are open to meeting them halfway.
Leveraging Technology:
As you discuss these terms, you screen-share the contract. Your teammate edits the pricing clause and support terms in real-time. Everyone sees the new wording instantly. No follow-up emails are required later to confirm what was changed. Additionally, if you have shared the document in your organization (Google Docs or Onedrive for example), you can ask questions to other team members by adding a comment and tagging them.
AI use: while negotiating certain, open legal AI tool (Harvey, Legora, GCAI) to amend or add clauses or definitions. This will greatly speed up reaction time regarding the amendment or addition of certain clauses
Taking a Break:
If you reach a deadlock. For example, I asked for a short break when the vendor wanted a strict auto-renewal clause where we preferred a more flexible cancellation policy. Another option can be to take a break when a derogatory remark was made during a call. “Let’s take five minutes so we can consider some options.” After the break, you might propose a partial compromise: a 30-day cancellation notice instead of 60 days. The vendor, now calmer, might agree.
By the end of the call, you summarize: “We’ve agreed on 30 seats at $X per month, a 36-hour support response, full CRM integration within 30 days of signing, and a 30-day cancellation notice. I’ll send an updated contract draft today, and you’ll review it by Friday.” Sending that draft immediately seals the verbal agreement in a written form, reducing any risk of confusion.
Building Confidence Over Time in Live Negotiations:
These tactics become easier the more you use them. After a few live negotiation sessions, you’ll know when to push back, when to pause, and how to keep the conversation clear and constructive. Over time, refine your agenda templates, prepare standard clauses, and train your team to handle their roles seamlessly.
Improving your negotiation approach doesn’t just save time. It also helps maintain positive relationships with vendors and clients, who appreciate smooth, respectful interactions. Everyone wins when deals close faster and with less friction.
Also, don’t forget to check out our list of negotiation Books to read to become a better negotiator.
Conclusion:
Long live negotiations where you reach no results don’t have to be your standard. By preparing in advance, setting a clear agenda, speaking plainly, delegating tasks within your team, listening closely, using the right tools, and knowing when to step back, you can drastically shorten negotiation times and reduce stress.
This structured approach leads to fairer deals struck in less time. Instead of hours or days spent ironing out small details, you’ll wrap up contracts more efficiently. You’ll protect your interests and keep your partners happy, setting the stage for productive, long-term relationships.
Need help?
For help with your contract negotiations and related processes, reach out to us via info@amstlegal.com or book an appointment with Robby Reggers here.
9 Actions to End the Year Strong in Contract Negotiations
Introduction
As the end of Q4 2024 approaches, legal and commercial teams face pressure to finalize contracts before the holiday break. The final weeks of the year present unique challenges, with tight deadlines, competing priorities and holiday disruptions. Success depends on aligning your team and prioritizing the most critical contracts with a focus on maintaining clear communication throughout the process.
With 20 December 2024 as the (most likely) last day to finalize contracts, prioritizing deals that directly impact your company’s goals is essential. At the same time, addressing dormant deals and preparing for next year when time allows will ensure a smooth transition into 2025.
What We Will Cover in This Article
To finish the year strong and enter 2025 with momentum (while feeling rested), you need to focus on the following now:
- Bring your teams together to align on priorities and processes.
- Devote your full attention on clear communication, both internally and with customers.
- Prioritize Q4 2024 deals, address dormant contracts and prepare Q1 2025 deals if time permits.
In this article, we will outline 9 actionable tips to help you organize your efforts, streamline workflows, and avoid a year-end scramble.
9 Actions to Close Out the Year Successfully
1. Align Priorities Across Teams
The first and most crucial step is to bring all relevant teams together—Legal, Sales, Procurement, and Operations. Without alignment, resources can be wasted, and critical deals may slip through the cracks.
- Host Priority Meetings: Convene key stakeholders to discuss active contracts and set clear priorities.
- Set Realistic Timelines: Share anticipated closing dates and deadlines, taking into account holiday schedules.
- Address Bottlenecks Early: Identify potential obstacles, such as approvals or customer feedback, and plan to resolve them.
- Document Priorities: Create a shared list of deals and communicate expectations to all involved.
Why This Matters: A lack of alignment leads to confusion and delays. Clear communication ensures everyone is working toward the same goals.
2. Finalize Q4 Deals That Matter
After aligning priorities, focus your efforts on closing Q4 2024 deals that are most important to your company’s financial and strategic objectives. These contracts often involve high-value agreements or partnerships where delays could have serious consequences.
- Assign dedicated resources to critical deals.
- Regularly update internal and external stakeholders on progress.
- Use the tools and processes your company has designated for tracking and approvals.
Key Question: Which deals are tied to year-end financials or essential company objectives?
3. Prioritize High-Value Deals
Within the Q4 pipeline, high-value deals deserve special attention. These agreements often require more complex negotiations, multiple approvals, or input from senior decision-makers.
- Set weekly check-ins with deal teams to track progress.
- Identify potential risks or delays early and create contingency plans.
- Ensure executive stakeholders are available for final approvals.
Why This Matters: High-value deals typically have the greatest impact on your company’s year-end performance and strategic goals.
4. Push Small Deals to Close Quickly
While high-value contracts demand attention, small deals should not be overlooked. These agreements are often easier to finalize and can contribute to year-end results with minimal effort.
- Set a goal to close smaller contracts early in December.
- Automate workflows where possible to speed up execution.
Why This Works: Small deals are low-hanging fruit that boost momentum and free up resources for larger negotiations.
5. Address Dormant Deals Immediately
Dormant contracts – those that you have chased but have not heard back from or are unresolved – should be reviewed and addressed now.
- Discuss and determine if these deals can be realistically closed before year-end.
- For contracts that cannot be finalized, communicate plans to defer them to 2025.
Key Tip: Don’t let dormant deals distract from critical Q4 priorities. Clear them out to create focus and clarity.
6. Communicate Proactively with Customers
Proactive communication is essential for keeping deals on track. Schedule touchpoints with high-priority customers to confirm timelines and address any outstanding issues.
- Share clear expectations for closing terms and deadlines.
- Follow up consistently to maintain momentum.
- Ask if certain specific closing requirements are important for the customer – for example signing protocols & timing.
Why This Works: Clear communication reduces uncertainty, builds trust, and helps avoid last-minute surprises.
7. Enable Your Team with Clear Instructions and Tools
Ensure your team has access to the right tools and a clear understanding of how to use them. This includes contract management systems, signing tools, and repositories.
- Save contracts in designated locations for compliance and easy access.
- Track progress on negotiations, approvals, and signatures using your company’s approved tools.
- Refresh your team on contract thresholds, policies, and escalation processes.
Why This Matters: Standardized workflows minimize confusion and ensure contracts are executed efficiently.
8. Review Processes, Not Just Contracts
A successful year-end close depends on streamlined workflows, not just finalizing agreements. Take time to review and address any gaps in your processes.
- Are all approvals aligned and documented?
- Have compliance requirements been met?
- Are decision-makers available for final signatures?
Why This Matters: Process inefficiencies can derail even the most well-negotiated deals.
9. Review Q1 2025 Deals Only If Time Permits
Finally, if your team has capacity, begin preparing for Q1 2025. Use this time to lay the groundwork for contracts that will need early attention next year.
- Draft templates and standard terms.
- Schedule initial meetings with stakeholders for early January.
- Address any known issues that could cause delays.
Key Tip: Keep your focus on 2024 until all critical contracts are on track to close.
Conclusion: Focus on What Matters Most
As the year draws to a close, success hinges on prioritization and clear communication. Focus your efforts on:
- Bringing your teams together to align priorities and streamline processes.
- Closing critical Q4 2024 deals that directly impact financial and strategic goals.
- Resolving dormant deals or deferring them to 2025 with a clear plan.
- Preparing for Q1 2025 only after year-end priorities have been addressed.
By following these steps and equipping your team with the right tools and processes, you can ensure a smooth year-end close and start 2025 with confidence.
We can also recommend a great article on this subject by Bari Williams, Head of Legal & Legal Content at LegalOn Technologies, see link on contractnerds.
For help with your contract negotiations and related processes, reach out to us via lowa@amstlegal.com or book an appointment with Robby Reggers here.
Why Saying “That’s Right” Is a Great Negotiation Strategy
Introduction – Starting With The Basics
When negotiation, the ability to build trust and rapport with your counterpart is of huge importance. It should be part of any successful negotiation strategy. Negotiations are about connections between people, so do not loose sight of this when negotiating prices or a contract. See this article for more tips on live negotiations.
Do not forget is it even one of the basic principles of the Harvard Negotiation Principles. When building this connection with your counterpart, it is one of your best strategies to achieve a “that’s right” reaction from the other party. This simple yet powerful affirmation can significantly shift the dynamics of a negotiation in your favor as your counterparty will feel heard and understood, which will in turn lead to a better negotiation.
Getting to the “That’s Right” Moment
As we have seen in daily practice, and as highlighted by Chris Voss in his book “Never Split the Difference, one of the most effective strategies to building rapport is the art of eliciting a “that’s right” moment from the other party.
To be successful in receiving or giving this reaction, you will need to actively listen, empathize, and demonstrate a deep understanding of their position. By using techniques like mirroring, labelling or paraphrasing, you can set out the foundation to make the counterpart more receptive. This acknowledgment can break down barriers and invite a more honest and cooperative dialogue. It shows the other party that you value their perspective, resulting to a more collaborative negotiation process.
Building Trust and Understanding
In negotiations, achieving a “that’s right” moment means that the other party feels heard and understood. This feeling of being understood is a fundamental human need and, when met, can transform the negotiation landscape. When the other party says, “that’s right,” it indicates that you have accurately captured their concerns, desires, and motivations. This not only builds trust but also encourages them to be more open and flexible in finding a mutually beneficial solution.
The Power of Admitting Mistakes
At AMST Legal we even go further: you should also actively work towards saying ‘that’s right’ to your counterparty. Admitting that the counterparty made a good point or that she found an error in one of your documents is a powerful message.
Gaining Respect and Trust
Admitting mistakes and acknowledging the validity of the other party’s points is a powerful tool in negotiations. When you say “that’s right”, you show that you are not just in it to win but are also willing to concede and find common ground. As I have seen in a number of negotiations, this approach can disarm even the toughest negotiators and build a foundation of mutual respect and trust.
Don’t be hesitant admitting that your counterparty made a good point. At AMST Legal we say: works towards it!
Why admitting great point is a great negotiation Strategy
This vulnerability can humanize you in the eyes of the other party, making them more likely to trust and respect you. This, in turn, can lead to smoother negotiations and better outcomes for both sides.
Practical Strategies for Implementing “That’s Right”
To effectively use the “that’s right” negotiation strategy, consider the following practical steps:
- Active Listening: Truly listen to the other party without preparing your counterarguments in your head. Show that you understand by summarizing their points accurately. This involves not just hearing their words but also understanding their underlying concerns and motivations.
- Empathy Statements: Use phrases like “I understand how you feel” or “It sounds like…” to convey empathy and acknowledgment. These statements can help the other party feel validated and understood, which can reduce tension and foster a more collaborative atmosphere.
- Reflect and Validate: Reflect on what the other party has said and validate their feelings and perspectives. This does not mean you agree, but that you understand. Validation can be a powerful tool in building rapport and trust, as it shows that you are paying attention and taking their concerns seriously.
- Admit Your Mistakes: If you realize you’ve made an error or there’s a valid point from the other side, acknowledge it openly. Saying “I was wrong” can be powerful when building trust. Admitting mistakes can also show that you are confident and secure enough to own up to your errors, which can enhance your credibility and respectability.
- Seek Win-Win Solutions: Frame your negotiations around finding mutually beneficial outcomes. Show that you’re willing to make concessions for the greater good of both parties. This approach can create a more positive and productive negotiation environment, where both sides feel like they are working towards a common goal.
Other Experts confirming this Strategy
In addition to Chris Voss in his book Never Split the Difference, other experts have emphasized the importance of trust and understanding in negotiations. Please see below a list of three other leading Negotiation Experts confirming this approach.
The 7 Habits of Highly Effective People
Stephen Covey discusses in his book the principle of “Seek First to Understand, Then to Be Understood” as a fundamental habit for effective interpersonal communication. This aligns perfectly with the concept of achieving “that’s right” moments by demonstrating genuine understanding and empathy.
“When you show deep empathy toward others, their defensive energy goes down, and positive energy replaces it. That’s when you can get more creative in solving problems.” – Stephen R. Covey. Read more about Covey’s principles at FranklinCovey.
Getting to Yes: Negotiating Agreement Without Giving In
Roger Fisher and William Ury highlight in their book that changed the world of negotiation the importance of separating people from the problem and focusing on interests rather than positions. Understanding the other party’s interests can lead to more effective and amicable negotiations.
“Understanding the interests behind the positions helps negotiators find common ground and create win-win solutions.” – Roger Fisher and William Ury. Learn more from the Harvard Negotiation Project.
How to Win Friends and Influence People
Dale Carnegie’s timeless advice on building relationships and influencing people underscores the power of making the other party feel valued and understood.
“The deepest principle in human nature is the craving to be appreciated.” – Dale Carnegie. Explore Carnegie’s teachings at Dale Carnegie Training.
Conclusion
At AMST Legal, we have witnessed firsthand how these strategies transform negotiations. By striving for “that’s right” moments and being willing to admit our own mistakes, we foster an environment of trust and respect. This approach not only smooths the negotiation process but often leads to more sustainable and satisfactory agreements for all parties involved.
Incorporating the “that’s right” strategy into your negotiation toolkit can significantly enhance your ability to build trust, foster cooperation, and achieve successful outcomes. It emphasizes the importance of understanding, empathy, and humility in negotiations, which are key components in building long-lasting and mutually beneficial relationships.
How to Finish the Quarter Strong in Contract Negotiations – 6 Tips
The key to improve contract negotiations at the quarter-end isn’t reactive measures but proactive planning. Let us explain you which steps to take.
Contract Negotiations: How to Avoid Negative Reactions in Redlines and Mark-ups
𝗤𝘂𝗶𝗰𝗸 𝗖𝗼𝗻𝘁𝗿𝗮𝗰𝘁 𝗡𝗲𝗴𝗼𝘁𝗶𝗮𝘁𝗶𝗼𝗻 𝗧𝗶𝗽 𝗼𝗳 𝘁𝗵𝗲 𝗗𝗮𝘆: When reacting to a comment or suggested wording by a counterparty that is commenting on your contract, 𝘢𝘷𝘰𝘪𝘥 using negative language like:
“Adding this wording in the Article is incorrect because it has already been covered in Art. 12.”
Instead, try saying:
“Thank you for your comment. I agree with your addition. Please note that we have already covered this in Art. 12.”
Additionally, for important subjects, you can add:
“If you do not agree with this wording, please let me know”; and/or
“Please let me know if you would like to discuss this topic during our next meeting”.
As we know, during contract negotiations, it’s important to maintain a cooperative relationship with the other party. Remember, the counterparty is also just doing their job and you are working together to reach a mutually advantageous outcome.
By using positive language in your reactions to comments, you can help keep negotiations running smoothly and maintain a good relationship with the counterparty.
For a bit more background on The Importance of a Relationship in Negotiations, please see the following article on the Harvard website.
See our original post on this subject on LinkedIn
#ContractNegotiations #HowtoNegotiateBetter #ContractLaw #AMSTLegal #contracts #negotiation #negotiationskills #relationshipbuilding
Canadian Court Recognizes👍as a Contract Agreement
As far as we are aware, a Canadian Court has made a first of its kind ruling relating to the acceptance of an emoji as a contract agreement. This is an interesting judgment to illustrate the developments relating to the acceptance of digital ways to approve contracts. It is a great simple ruling explaining how accepting offers digitally can be seen as a valid contract.
What was the court ruling about?
Parties were involved in court because one party (the seller) claimed that the other party (the Buyer) said yes to an agreement. The Buyer did not say ” yes” or ” I agree” and did not sign any contract, but did send a 👍 Emoji to the Seller. The question in court was whether the sending of this emoji can be treated as an agreement. Is this a valid contract?
Even though no contract was signed, the question was if the emoji could be seen as a ” signature” or a ” yes” to the proposed contract. A very unusual request, but on the other hand also a very normal question as the Seller did act on the Emoji as understood it as being a ” Yes”.
In contract negotiations, please agree on the ways the contract will be signed to avoid these issues.
What was the verdict?
The Canadian Court Ruled that a 👍 Emoji Counts as a Contract Agreement. For details, please see https://lnkd.in/gyBrSAdn
The judge stated, amongst others, the following: “This court readily acknowledges that a 👍 emoji is a non-traditional means to ‘sign’ a document but nevertheless under these circumstances this was a valid way to convey the two purposes of a ‘signature’,” he wrote.
Correct decision?
What seems like an unusual verdict, actually makes a lot of sense looking at the facts in this specific case. After talking to each other on the phone, Kent (the Buyer) sends a copy of a contract as an offer to deliver the goods to him via text to Chris. Chris responds with a thumbs up.
Without knowing the full background, this indeed looks like an agreement to enter into a contract (and agreeing to the contents of the contract). At least under Dutch law, depending on the circumstances of the case, this could reasonably be seen as entering into an agreement.
Trend for the future
This is in line with other verdicts in the past years. Valid contracts are formed all the time in digital form. It can be seen as a binding contract if an offer and acceptance are sent in digital form by e-mail, SMS, WhatsApp and other tech solutions like DocuSign etc. It is an important realization for everyone that the digital world is evolving and we need to adapt!
Lesson Learned
Next time you respond with (for example) 🚀 ✅ ✔️👍🏾🙏🏼 to a question or request to agree to an offer, be very mindful of your intentions.