Securingagreements should be a routine part of the meeting planning process, whether the speakers are paid professionals or volunteers. These agreements can establish the sponsoring organization's rights, limit its liability, and minimize the risk that the speaker will cancel. Keep these checklist items in mind.
Always get the agreement signed before the presentation. Not only are speakers more likely to grant the necessary rights up front, but getting an agreement in advance avoids the burden of tracking down speakers later.
It is important that the agreement is in writing because there may be questions as to what was agreed upon and if there ever was an agreement.
Get permissions. A speaker or presenter owns the copyright of his or her presentation the moment it is created in a tangible form. Accordingly, an organization must get the speaker's permission to use his or her material in order to protect itself from copyright infringement claims.
An important function of the speaker agreement is to either transfer copyright of the speaker's materials or, more commonly, to secure explicit permission — a “license” — to use the handouts and other materials. A transfer or license can be exclusive or nonexclusive.
Seek broad rights. Try to get as broad rights as possible, including the rights to reproduce, excerpt, distribute, and sell the materials, and the rights to video and audiotape the presentation and rebroadcast it in any media.
This gives an organization flexibility, even if it isn't certain how the materials may be used.
Specify the compensation. If the speaker will be paid, the agreement should outline the compensation terms, including the expenses for which the speaker will be reimbursed. If the speaker is a, it may be wise to include a provision that says the speaker will receive no compensation other than recognition in the program or in connection with use of the materials.
Spell out representations regarding the program content. Speakers should state that their materials are original, or that they have obtained permission to use the materials; that the materials are accurate; and that the presentation does not defame or disparage any person, product, or service.
It may also be wise to require presenters to clearly state that their programs will be educational in nature, rather than promotional. To make the statements meaningful, the presenter should agree to indemnify the organization from any damages resulting from a breach of the representations. Indemnification is important because it allows an organization to seek reimbursement from a speaker if a third party should sue it for violation of copyright or other rights by the speaker.
Minimize cancellations. While you cannot guarantee against cancellations, a speaker agreement can include provisions designed to minimize the chance of a last-minute cancellation. While “personal services” agreements cannot force a speaker to present, language in the agreement can require the speaker to pay a predetermined cancellation fee or provide a substitute if he or she is unable to attend.
In some cases, adding language that says the speaker will use his or her best efforts to attend, or to notify the organization immediately if he or she must cancel, may be enough. It also would be wise to state in the agreement that the organization has the right to cancel the speaker's presentation, or the event, without payment of any fees, expenses, or other liabilities.
Each situation is different. Therefore, it is important to determine what terms are necessary to protect the organization's interests — now and in the future — and to make certain that the agreement with the speaker includes those terms.
Jed Mandel is a partner in the Chicago-based law firm of Neal, Gerber & Eisenberg, where he heads the trade and professional association practice.