Force majeure and clauses to keep in your next contract

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Contracts are the life blood of the meeting industry. The sticky details and specific wording make for important safeguards for planners as well as suppliers in ensuring everyone gets what they want out of the partnership.

Smart Meetings sat down with Darryl B. Cohen, a partner at Cohen, Cooper, Estep & Allen LLC, who specializes in entertainment, criminal defense and hospitality law, to chat about what planners should consider adding to their contracts in 2024.

Keep Relationships in the Details

One key aspect that is sometimes overlooked in the contract process is relationships. Cohen believes having good contract clauses will make for good professional relationships. Developing a solid relationship with everyone involved in the contract process means planners will have a wider net of people to contact if an issue were to arise.

“If there’s a problem you need to know who you can go to on the property, not just your initial contact,” says Cohen.

If things go sideways Cohen emphasizes that neither side wants bad press. “You can do great things for them, and they can do great things for you,” he says. “It’s a marriage, it’s not a fight….If we’re both right, we can make it happen. We can make it right.”

Read More: The New Bottom Line

Contract Must-Haves

Cohen offered a list of important aspects planners should consider including in their hospitality contracts, such as:

  • Make sure the deposit, final payment and payment schedule with dollar amounts are mentioned Allow yourself flexibility.
  • How many comp rooms are available?
  • Cost for meeting rooms.
  • Resort fees.
  • Gratuities
  • Minimums for food and beverage.
  • Are amenities and AV included in the cost?
  • Outside vendors or exclusive vendors?
  • Noise restrictions?
  • ADA compliance—do you need accommodations?
  • Damage provisions—are you liable for your guests?

Read More: Top Legal Issues Meeting Profs Should Be Aware of in 2023

What To Leave Out

Cohen has a suggestion for the things you leave on the negotiation room floor of your contract:

  • Your own personal liability for any issues caused by a guest, such as room damage and noise complaints.

Service Charges

When getting into the service charge aspect of the contract, make sure you get into the specifics.

“Make sure [the service charges are] written into the contract. Is a $2 a day for maid service? Is it $20 a day for maid service or is it part of the room charge? That is not written in stone. It depends on your ability to negotiate and how much leverage you have, how much you want the property and how much the property wants you.”

 Force Majeure

Predicting the future of what can go wrong isn’t necessarily something a planner wants to think about. But when crafting your contract, a force majeure clause is an important piece of the puzzle that may save you a lot of time and future agony. Fine tuning your force majeure can help in the chance you or the venue need to cancel or reschedule.

“You need to be able to say, ‘We can re-book at the same rate.’ But if it’s going to be higher make sure you lock that rate in,” Cohen says.

For those who think the likelihood of their event being cancelled is slim, Cohen offered this simple thought, “If it can happen, it will. When it does happen, it’s never good.” He pointed to Covid-19 as an example, “Expect the unexpected and be prepared for it.”

Read More: Strategic Planning for Meetings and Events

 Force Majeure Post-Covid

Following the events of Covid, the issue of force majeure comes with a few specific qualifiers: Is the issue something unrelated to Covid or something that happened before Covid that one would consider an ‘Act of God,’ such as war, riots, floods, earthquakes, volcanic eruptions, hurricanes, blizzards, avalanches or tsunamis.

Make sure to include post-Covid clauses that would touch on the issue of an epidemic, pandemic, disease outbreak and public-health issues.

Clauses should also include catch-all language that describes any cause that is well beyond your control.

Data Privacy

If there are data privacy concerns around your event, Cohen offers a few suggestions:

  • Never broadcast what needs to be private.
  • If it can get out—it will.
  • Use a VPN.
  • Don’t charge your phones with random USB ports.
  • Protect your privacy at all costs.
  • There is no such thing as too much protection.