High Risk Contract Terms Training
Course/Seminar Descriptions:
- A full day in depth training course on the high risks involved with the construction contract commercial terms of indemnity, anti-indemnity legislation, choice of law/venue; the obligation to provide additional insured status and contractual liability insurance.
- A half day overview seminar on the high risks involved with the construction contract commercial terms of indemnity, anti-indemnity legislation, choice of law/venue; the obligation to provide additional insured status and contractual liability insurance.
Outline of Commercial Terms and Issues Covered in the Course/Seminar
Indemnity: Broad form and intermediate form indemnities make your company contractually responsible for the financial liability arising out of claims for personal injury, including death, and property damage caused by the negligence of your client. These types of indemnities can also make your company contractually responsible for paying the costs of your client’s legal defense of these claims. Learn how to understand, analyze and evaluate these dangerous commercial terms and how to negotiate changes that will lower, limit, or eliminate your company’s risk that may arise out of these terms.
Anti-Indemnity Legislation: 41 States presently have some form of so called anti-indemnity legislation (statutes) in place. Is any of this legislation a benefit to your company when faced with a broad or intermediate form indemnity in your client’s contract? Not all these various state statutes are created equal, and a lot of this legislation provides little if any actual “anti-indemnity” protection to your company. There are actually only a very few effective state anti-indemnity statutes. Much or this legislation is a “wolf in sheep’s clothing”. Learn where to find the state by state legislation and how to read example anti-indemnity statutes to determine if they have any legal protection at all for your company from broad and/or intermediate form indemnities in construction contracts, the requirement to provide additional insured status and venue and choice of law. Learn about the so called “insurance loophole” in anti-indemnity legislation.
Additional Insured Status: Granting your client additional insured status (typically as a contractual obligation) gives your client the full benefit of your insurance (typically your General Liability policy) for free. Your client may be able to make a claim against your company’s insurance for personal injury, including death, and property damage that arises out of his direct negligence, or his vicarious liability. Your company’s insurance carrier will pay the claim. Your company will pay the deductible (it’s your company’s policy) and the loss history will likely go against your company and may result in increased future premiums or in the extreme, cancellation. No insurance, no work. Learn how to understand, evaluate and analyze the risk associated with granting additional insured status and how to negotiate alternatives that will lower, limit or eliminate your company’s risk that may arise out of accepting this contractual obligation.
Contractual Liability Insurance: Contractual liability insurance is typically a component part of, or separate endorsement to, your company’s general liability insurance policy. It is designed to provide some degree of coverage for your company’s exposure under a broad or intermediate form indemnity that your company has agreed to accept in a construction contract. Do you know if your company’s general liability insurance policy has this coverage? Do you know what the coverage allows, or disallows, in the way of indemnity coverage? Learn how understand what contractual liability insurance covers, how it works, or doesn’t work, and why your clients really want your company to have this coverage along with granting them additional insured status. Learn how a misunderstanding of the extent of this coverage could possibly place your company in a breach of contract situation.
Choice of Law/Venue: Working on a project in one state, but contractually subject to the laws of another state? Why? Your client may have good and valid reasons, but then there may also be a hidden agenda. The hidden agenda may be to circumvent the protection afforded by a state’s effective anti-indemnity legislation. This is called “contractual rendition” and could expose your company to the risk of a broad or intermediate form indemnity where you thought you had protection from these dangerous terms. Learn how to understand the risks that may arise by agreeing to work in one state but be subject to the laws of another state.
Benefits of taking this course/seminar: Learn how to better understand and evaluate the high risk associated with the commercial terms and conditions typically found in and issues associated with all construction contracts. Learn how to protect the assets of your company by lessening or eliminating commercial risk through successful negotiation of a contract’s commercial terms and conditions. Insist on and negotiate a fair and balanced construction contract.
Method: The course is taught using a power point slide presentation along with numerous examples and handouts of typical commercial language found in construction contracts. Copies of all slides and handouts are included in a three ring binder for all attendees. Constant dialogue between the instructor and each of the attendees is encouraged. The dialogue process helps attendees to better understand and evaluate the risk in the commercial terms presented, and how to lessen the associated risk by negotiating improved commercial terms. The course can be taught off-site or at your company offices.
Typical Course/Seminar Attendees: Contractors, subcontractors, suppliers of materials to construction projects, procurement managers, sales personnel and sales managers, risk managers, insurance managers, project managers, accounting managers, and all corporate managers and executives interested in better understanding and managing their company’s commercial risk exposure assumed in a construction contract. A fair and balanced construction contract benefits all companies involved in a construction project.
Time: The full day course typically begins at 8:00am and concludes at 4:00pm with a one hour lunch break and two fifteen minute breaks per day. The half day seminar (good for corporate business meetings) begins at 8:00am and concludes at Noon, with a fifteen minute break midway through the seminar.
Class Size: Ten to fifteen attendees is a good class size. Larger or smaller class sizes can be arranged.
Instructor: Mr. Kit Werremeyer, Owner and President, Southernstar Consultants LLC. Over 30 years of US and international construction contract negotiation experience. See web page on this site: “About the Owner”.
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Contact Us Today For More Info - 813-653-3090
email: southernconsult@aol.com