Watertight!
How often are you vulnerable and feeling exposed in business when you know not everything is lined up as correctly as you believe it could be. This could be the insurance on your home boiler, the expiry date on your personal life cover or the terms and conditions on your latest contract. Is everything fit for purpose, ready to protect you should you need it?
Let me give you an example recently I landed a very positive and lucrative contract, one that had many serious upsides. It included exposure to nearly 5000 business men and women over a three month period across the UK, the finances were very good considering the volume of work and it was bang on for my skill set and expertise. In the world of speaking it was a monster and I was very happy to have secured it.
However after all the preparation was completed, the scripts re-written a hundred times, the slides doctored to reinforce the relevant message we were ready. The rehearsals began and compliments from all involved as to the balance, potency and messages being delivered were flowing. The event was going to be great.
Or so I thought and so did the directors involved – Sadly the CEO had not been involved in the creation of the events, had not fully understood from the descriptions given what was being included and developed so that when he saw the rehearsals he had a different opinion.
Cancelled – I was talking on the phone with my sponsor who helped me win the series of events and he asked me to pullover ‘I’d prefer it if you weren’t driving Mike’. This was the day after the final dress rehearsal, I was not aware of anything going on he simply told me my part of the series had been scrapped. Gutted, angry and frustrated were the adjectives I used to describe my feelings, and that was the cleaned up version. There was no recourse, no point of appeal or challenge, the CEO had spoken and that was that the segment of the show that I was running was out.
The client did offer a reasonable level of compensation for the cancellation which I was pleased to hear. However up my sleeve the client had signed my contract (albeit with some minor amendments) the crux of the contract included a 100% cancellation fee. I didn’t know how watertight the contract was as I had never had to enforce it before in this size of situation, while their offer was reasonable in real and financial terms I was going to be the loser here both financially and with exposure etc.
I took legal advice, as you should, and was very pleased to receive the following response – ‘your terms are water tight there is nothing to stop you asking for it all, and in the first instance that is what we would advise you to do.’ Great news a water tight signed contract confirmed with lawyers that I could enforce, my only decision now was what level should I go after, asking for the full amount may jeopardise any future potential work and burn bridges. Saying that do I want to work with a company that had treated me so poorly, there was nothing other than the optimistic wish for future work, no actual projects were on the table or being discussed. It was all down to my conscience and principles as to what I would ask for. As a company I am sure they would not have ‘waived’ much of a percentage had the situation been reversed.
How did it all end – well it was positive, my sponsor had always said they were a good company and a pleasure to work with and be a part of. I was sadly in the wrong place at the wrong time when they were experimenting without the full buy in of the CEO. I didn’t go for the 100% but I did get what I asked for and have also managed to do further additional work with the company in other areas since that date.
Lessons learnt are simple – the water tight contract reinforced by legal backing gave me the peace of mind and the confidence to ask politely but forcefully for an attractive negotiated settlement that would work for both parties. It would have been very easy to just take the first offer and run away with my tail between my legs. As it turns out technically one of my larger contracts this year has been for me to not speak, isn’t life curious!
Interesting perspective Mike. As you might imagine, as a contracts specialist, I don’t agree that there is such a thing as a “watertight contract”. By that, I mean a contract which (a) minimises any disputes and (b) cleanly resolves any disputes that do occur.
Your contract did nothing to stop cancellation by a disgruntled CEO. But your cancellation terms did provide a clean remedy to quickly resolve your claim for a breach of your contract.
As your post neatly highlights, just because you have a remedy does not mean you should enforce it. Sometimes it is the start of a new conversation. Sometimes you can come across as more trust-worthy and referable by not relying on the full extent of your remedy. Sometimes you know it is time to burn those bridges.
Contracts can’t tell you the right thing to do, but they can give you options when you need them most. The trick is to get someone who knows the law to give you a little prod in the right direction!