Meetings & Conventions: Planner's Portfolio November
The Law & the Planner
By Jonathan T. Howe,
A COURT LESSON IN CONTRACTS
An honored guest, Maya Angelou, is found liable for letting
a group down
Recently, a Texas appellate court, in the
course of addressing a procedural issue, gave an important review
of contract law basics under rather dramatic circumstances.
It all began when Maya Angelou, the former poet laureate of the
United States, was notified by phone that the Houston-based African
Overseas Union wanted to give her an award for her contributions to
African culture in the United States. Angelou asked about the
ceremony, to be held Dec. 5, 1998, and was told it would be similar
to the coronation of a Nigerian tribal chief Angelou would receive
special attire and a carved staff and it would last about three
hours. The AOU also wanted to hold a book signing, a luncheon and a
dinner before the ceremony.
Angelou noted that she would already be in Houston on the date
selected, for a fund-raiser hosted by Living Bank, a nonprofit
agency dedicated to organ donation. On July 1, 1998, a follow-up
letter was sent to Angelou requesting her written intent to attend
the AOU event.
After several exchanges, one of Angelou’s assistants finally
notified the AOU, in writing, “It brings me great pleasure to
inform you that Dr. Angelou would be honored to accept this award.”
The letter enclosed items for use in promoting the event.
Once Angelou’s letter was received, the AOU began its
preparations. In early September, the president of the Living Bank
called the director of the AOU, concerned that the two events might
conflict. As a concession, the AOU agreed to publicize the Living
Bank at the award ceremony.
On Dec. 1, a few days before the event, Angelou’s office faxed
the AOU that “due to conflicts with her contracted agreements,” she
would not appear. The award ceremony was never held, and the AOU
sued for breach of contract to recover its costs.
A DEAL IS A DEAL
Angelou contested the jurisdiction of the Texas court, but an
underpinning to that question was whether a contract ever existed
between Angelou and the AOU.
In order for there to be an enforceable contract, there had to
be an offer, acceptance within the terms of the offer, a
communication that each party had consented to the terms of the
agreement, and execution and delivery of the contract with an
intent that it become binding to both parties. The court found all
such factors to exist.
Angelou’s lawyers argued there had been no agreement by her to
attend, even though she had indicated she would accept the award.
The appellate court noted that the AOU offered to bestow the award
on a certain date in Houston and to provide her with gifts in
exchange for her attendance. Angelou’s written agreement to come to
Houston to accept the award was a response to that offer.
Angelou defended the cancellation of her appearance because of
an “unforeseen conflict” that the engagement conflicted with her
contract with Living Bank. The court found folly in this, since
Angelou consented to be at the award ceremony because it coincided
with her Living Bank appearance.
This case shows that even though there was no written and signed
contract per se, Angelou, by her actions and those of her agent,
gave the impression of having agreed to appear. Only after the
letter from her assistant arrived did the AOU start to plan the
award ceremony. Thus, a contract existed.
So beware: Contracts can exist based on a series of events and
not necessarily a signature on a document. Be careful when
negotiating. The discussions, coupled with events along the way,
could lead to the same conclusion: that a contract exists.Jonathan T. Howe, Esq.,
is a senior partner in the Chicago and Washington, D.C., law firm
of Howe & Hutton, Ltd., which specializes in meetings, travel
and hospitality law. Legal questions can be e-mailed to him at email@example.com.
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