Meeting planners are responsible for generating large sums of money for their organizations ? and they also often carry the responsibility for entering into agreements on behalf of their employers, which can expose their employers to significant legal liability. Clearly it is important for the meeting planner to know how to best use the association?s legal counsel.

It is well known that good legal advice costs money ? but the cost of the legal advice you obtain before you do something is almost always much less than the cost of the legal advice you will need to undo something. The fee for a 30-minute conversation about contract language needed to limit the liability of your association can?t compare with the cost of the hours of legal service that may be needed to negotiate your way out of bad contract language or defend yourself in the event of litigation.

Communication

Effective communication is important. Your lawyer needs adequate information in order to be able to provide proper advice. For example, if you send a hotel contract to your attorney for review and don?t speak to him or her about the details of the deal, you will not receive sufficient advice. The attorney can look at the agreement and make sure that those provisions, which contain highly technical language (like the indemnification clause), are in proper legal form. However, your attorney can't tell you if the contract language properly states your understanding of the arrangements you made with the hotel unless you share that information. The best procedure for contract review is as follows:

1. Send the contract to your attorney with a brief note highlighting any contract provisions that cause you concern or you don?t understand.

2. In your initial contact tell the lawyer the date when you need to have the legal review finished and arrange a time to have a phone conversation to discuss the contract language and your understanding of the deal.

3. I find that the best procedure in the phone conversation is to go through the entire contract with the meeting planner. This process usually takes somewhere between 30 to 40 minutes. It helps to ensure not only that the contract properly states the deal as understood by the meeting planner but that it is in accordance with the meeting sponsor?s needs.

How to Use Your Attorney In Contract Negotiations

There are some cases in which a meeting planner can effectively involve their attorney to obtain a positive result in contract negotiations. Here are some examples:

1. Drafting contract language. If the contract does not properly state the meeting planner's understanding of the deal, or if the language is not acceptable for legal reasons, a good negotiating tactic is to ask your attorney to draft language that states your position. The meeting planner can then go back to other side and present the new language to the hotel. This approach may give you a leg up as you have relieved the hotel from the responsibility of redrafting new language and have also presented your position in a forceful manner.

2. If you have a disagreement about the way that a legal concept is stated in the agreement, (for example in the indemnification clause), ask your attorney to set forth in writing proposed new language as well the legal reasons why the hotel's language does not work for you. Then present this legal opinion to the other side. This procedure takes you out of the legal discussion and may help in moving forward. Finally, do not hesitate to call your attorney if you are not sure of contract language or steps that you are going to take that may result in legal liability. The price of this advice will be cheap compared to the cost of getting out of a mistake.

James Anderson is PCMA's general counsel and a partner with Howe, Anderson & Steyer PC in Washington, D.C. He specializes in representing trade association and nonprofit groups in corporate, nonprofit tax, employment, and antitrust matters.