Target Grade : Distinction
Length: 2500 Words (~10 pages)
Delivery Time : 4 Days
Time for requesting changes : Standard 7 days
Paper instructions : Please use the Assessment Guidance as template to structure the answer. I have provided a solution example document named: “Solution Example Assessment Guidance” and have also provided you with the template to structure the answer.
I have sent you the examplinable question instructions. The answer will need a Biography to show the work.
When counting your words, you should exclude:
1. Words used in the completed
Assessment Submission Sheet.
2. Words that form part of the ‘Assessment Guidance’ document if used as a
template (424 words in total).
3. Words used for footnotes or references in the main body of your document.
4. Words used in your Bibliography
Negotiation and Case Analysis – This is the scenario which the assessment is based on.
Assessment Guidance Hub – is the template which can be used for the assessment.
Solution Example – is a solution for a different scenario and how the essay will need to be structured.
Workbook – if unsure can be used as guidance for what they are looking for.
Assessment Criteria – criteria against which the assessment will be marked.
Assessment Instructions – against which
ATTACHED : https://we.tl/t-LkuffaPmRy
Requirements: 2500
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 1 This Negotiation and Case Analysis Assessment file comprises: – Assessment Information; – Case Study Facts; – Legal Note / Industry Information; and – Sketch Plan. To complete the assessment, you should: 1. Access, read and follow the directions in the Assessment Instructions document which can be found on the VLE/Hub in Negotiation and Case Analysis under the ‘Assessment’ tile. 2. Complete your assessment submission using the Case Study Facts, Legal Note / Industry Information and Sketch Plan provided below. You should follow the template set out in the Assessment Guidance document available on the VLE/Hub in Negotiation and Case Analysis under the ‘Assessment’ tile and complete all sections of the Assessment Guidance document. 3. You should complete the assessment from the perspective of (i.e., on the basis that you are acting for) Anita Chopra. 4. Complete the ‘Assessment Submission Sheet’ which can be found on the VLE/Hub in Negotiation and Case Analysis under the ‘Assessment’ tile and attach it to the front of your completed assessment. 5. Following the directions in the Assessment Instructions document, submit your assessment document by the submission deadline of 4.00pm on the date set out in the Assessment Dates information available on the VLE/Hub. Your Assessment Document should be ONE document, in Microsoft Word for Windows format or PDF, containing: i) the completed Assessment Submission Sheet (which you should not sign in order to protect your anonymity); and ii) your fully completed assessment. Negotiation and Case Analysis Assessment August 2023 Assessment Information
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 2 The Parties: Party Name Location Client Anita Chopra Manchester Lawyer representing the client You, solicitor at Price Prior Manchester Powell Logistics Limited Sarah Merry, Managing Director Bristol Lawyer representing Powell Logistics Limited Tunde Idowu, solicitor at Harris Eaton LLP Bristol The matter to be negotiated: Dispute between your client, Anita Chopra (‘Anita’) and Power Logistics Limited (‘PLL’), relating to a nearby property owned by PLL and operated as a warehouse, storage and distribution site. The Facts: You are the lawyer acting for Anita Chopra and will lead the negotiations with PLL on her behalf. Today’s date is 1 August 2023. Anita is 38 years old. Two years ago she purchased the house at 5 Dovedale Close, Eccles, Manchester M17 6BX (the ‘Property’). Dovedale Close is a small road comprising five detached houses, located just off Walnut Street. The Property is a 3 bedroom detached house with a garden. The Property was built around 15 years ago as part of a small residential development. This part of Manchester is the usual suburban mix of residential, retail and business use. Aside from PLL, other businesses within a 2-mile radius of the Property include various shops and offices, but there are no other industrial premises. There are also a number of residential roads and a local park is nearby. The area is serviced by the nearby Metrolink (tram) stop and a network of local roads. Anita has provided you with a plan of the area which she has sketched (the ‘Sketch Plan’). The Sketch Plan is attached to these case study facts. The Property backs onto land owned and occupied by PLL (the ‘Site’). The Site is large and comprises an upper and lower yard. It has been used as a warehouse, storage and distribution site for around 20 years, although PLL purchased the Site around 5 years ago. PLL’s business is to provide a storage and distribution service for a variety of different companies. It receives the goods from around the country, stores them in its warehouses and delivers them to the desired location. PLL has seen an increase in demand for its services over the past 10-12 months as a result of an increase in demand in online shopping. Negotiation and Case Analysis Assessment Case Study Facts
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 3 Anita decided to buy the Property after two inspections, both of which were during the day. She was aware that the storage and distribution site was nearby but she does not remember it being particularly noisy at the times that she visited. You check back on the Property purchase file and there was no mention of any dispute in the information provided by the seller (your firm acted on the Property purchase). In fact, for much of the time that she has been living at the Property, there has not been a huge amount of disturbance. There have always been two access routes to the Site. Until recently, the main access route to the Site was from the front of the Site (the upper yard) which was a good distance away from the Property. The problems arose three months ago when PLL started to use the access route to the rear of the Site (the lower yard). This has now become the main way in which delivery trucks access the Site both to deliver and collect the goods. This has resulted in a large number of delivery trucks and heavy goods vehicles driving along Walnut Street, parking and frequently blocking the road for other road users. Drivers often leave the engine on whilst they are waiting to enter the yard or whilst they are taking delivery of the goods. This adds to the general noise in the area. Anita is also very frustrated that it has become increasingly difficult for her or any visitors to her home to park their car near the Property. Frequently the access route and roadway are blocked by delivery trucks, leading to traffic jams along Walnut Street. As well as changing the access route, PLL appears to have changed the configuration of the Site and the location of different operations carried out at the Site. The main storage warehouses have been moved to the upper yard, and fork-lift trucks transport the goods from the storage area to the delivery vehicles in the lower yard. PLL uses fork-lift trucks that are fitted with audible reversing alarms as a safety measure to warn employees and visitors that the trucks are being used. The high pitched beeping noise emitted by the fork-lift trucks is almost constant throughout the day. Most of the disturbance that Anita has already mentioned takes place during day-time working hours (7am-8pm). At night-time there are no deliveries, although Anita has noticed that PLL is now using guard dogs to protect the Site. The guard dogs are particularly patrolling the lower yard area and the barking of the dogs often disturbs her sleep. She does not think that there is an intruder alarm system and does not understand why PLL will not install such a system rather than using the guard dogs. She assumes that it is a cost-saving measure. A few of Anita’s neighbours have mentioned to her that they are not happy with the parking and traffic situation. Only Anita’s direct neighbour at number 4 Dovedale Close has mentioned the noise. However, most of the neighbours’ houses do not back onto the Site, so she suspects that they are more sheltered from the noise. Last month, Anita arranged to meet with the supervisor for the Site, Jerry Taylor. She listed the problems that she has been experiencing in the hope that Jerry might be able to take some action to reduce the noise. He was very dismissive and slightly aggressive, telling her that business had increased and so the Site needed to be reconfigured to cope with the additional demand for storage and delivery. Jerry said that she would just have to put up with it. PLL was not going to spend more money on the Site and with regards to the fork-lift truck alarms, “his employees’ safety was far more important than a bit of noise”. Anita asked one of the drivers why they were now using the rear entrance to the lower yard for most deliveries and he told her that it did not have anything to do with additional demand and was simply to avoid the one-way system. It is a shorter
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 4 and quicker route for the drivers to use the lower yard entrance because it cuts at least 10 minutes off the delivery times. Anita also spoke to the local authority, which has responded to her to say that they have investigated and will not be taking any action. The local authority has not given any reason for its decision. Anita is particularly concerned because she uses a room in her house for work as she runs a physiotherapy treatment business from the Property. She works two days a week from an NHS practice and a further two days a week she receives private clients at the Property. Since the changes have been made at the Site she has noticed a drop-off in repeat appointments from her private clients. Her private clients have not given her any reason but she knows that they have had problems parking outside the Property. She strongly suspects that it is these parking problems as well as the noise from the Site that has impacted on her client base and her income. Until two months ago she was earning approximately £400 per week (net of tax) from her private practice and this income has since almost halved to around £250 per week. She wants to resolve this situation as soon as possible so that she can try to recover her business. If necessary, she will find a treatment room elsewhere from where she can operate her private practice, although this will cost her money and be less convenient to her. Anita has also spoken to a local estate agent who has told her that it will probably devalue the Property by around £10,000 if no changes are made to remedy the situation, and that it will take longer for her to find a purchaser. You carry out a company search of PLL and see that Sarah Merry is the managing director. PLL has warehouse and storage facilities in eight other locations around the country, and its registered office is in Bristol. You have viewed the last submitted company accounts and can see that despite Jerry Taylor’s assertion that demand has increased, the financial situation of PLL is not healthy and it is making only a small profit. Anita also tells you that she has looked up the company and found some industry sources indicating that PLL is in financial trouble and is seeking buyers for some of its sites. You also look at the terms of the planning permission for use of the Site, but it does not appear that there has been any breach of the planning permission. Anita asked you to send a preliminary letter to PLL to ask it to revert to using the upper yard for deliveries and/or adopt some noise control measures particularly in relation to the delivery vehicles, fork-lift trucks and guard dogs. She also wants compensation for the damage that she has suffered and the loss of value of the Property. You have sent a letter of claim to PLL detailing Anita’s complaints and setting out the claim for private nuisance. Your letter asks PLL to desist from carrying out any of the activities causing the nuisance, and also sets out Anita’s claim for damages to compensate her for her loss of income and the loss of value of the Property. You received a response from Harris Eaton LLP. In summary, the letter of response denies liability, in particular it makes the following points: • PLL is not liable in nuisance. • PLL has planning permission to conduct its activities and is not in breach of the planning permission. • Anita knew about the existence of the yard when she purchased the house. • Anita is particularly sensitive.
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 5 • The cost of adapting any machinery and/or installing any acoustic screening would be prohibitive and would effectively put PLL out of business. • PLL provides employment to 12 people and therefore is useful for the community as a whole. You have explained to Anita the likely legal costs of bringing an action in private nuisance. You estimate that legal costs to trial would be in the region of £20,000 and that even if she were to win the claim there will be an element of costs that she will not be able to recover from PLL (likely to be around £7,000). You have explained that if Anita loses her claim at trial, she would still have to pay your costs and is also likely to have to pay most of PLL’s legal costs. Anita has decided that she would like to approach PLL to attempt to resolve the dispute amicably. Ideally she would like to sell the Property and move to a quieter location and receive compensation for her losses. She understands that it will be more difficult for her to find a buyer whilst she is still in dispute with PLL. In order to sell the Property (and even if she remains in the Property) she will need the noise to stop and to be able to park her car outside her Property. This is more important to her than the compensation claim, particularly if those changes can be made quickly to minimise the damage to her business. If a settlement meeting is arranged, she would like to attend but let you lead the negotiation. She has not met or spoken to Sarah Merry, but given the reaction that she received from Jerry Taylor when she discussed the issues with him, she suspects that PLL will not be too willing to make compromises. She asks you to consider where and how the negotiation should take place, and how best to approach the negotiation. She is generally available and would like to move forward as soon as possible. The Sketch Plan can be found on page 8.
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 6 Negotiation and Case Analysis Assessment Legal Note / Industry Information Legal Note / Industry Information LEGAL NOTE: The tort of private nuisance Private nuisance is usually caused by a person doing something on their own land, which they are lawfully entitled to do, but which becomes a nuisance when the consequences of their act extend to the land of their neighbour. The damage can be physical damage or interference with the quiet enjoyment of land, for example loss of enjoyment due to noise, dust, smells or vibrations. A person may sue in nuisance only if he has an interest in the land affected. The claimant must prove that the defendant’s conduct was unreasonable, thereby making it unlawful. The court undertakes a balancing exercise, weighing up the factors and circumstances of each case in deciding what is unreasonable. The Court will take the following factors into account when assessing the reasonableness or otherwise of the defendant’s use of land: • The locality The character of the neighbourhood/locality will be relevant in determining what is reasonable. In Sturges v Bridgman (1879) 11 CH D 852 it was said “what would be reasonable in Belgravia Square would not necessarily be so in Bermondsey.” • Frequency, duration and time of occurrence Night-time noise is likely to be considered more intrusive than daytime noise. The court will also consider whether the activity is frequent and how long it lasts. Generally, the more isolated and the shorter the duration the activity is, the less likely it is to amount to a nuisance. • Sensitivity of the claimant The standard of tolerance is that of the “normal” neighbour. Abnormally sensitive claimants are unlikely to succeed. • The utility of the defendant’s conduct An activity is unlikely to amount to a nuisance if it is useful for the community as a whole. This is a matter of fact. • Malice It is not necessary to establish malicious behaviour on the part of the defendant but it may be regarded as evidence of unreasonableness.
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 7 The fact that a defendant may have planning permission or other permit for the activity causing the nuisance is not in itself a defence to a nuisance claim. The claimant must prove damage which prevents the enjoyment or use of their land. The case of Bliss v Hall (1838) 4 Bing NC 183, where the claimant moved next door to a candle-making factory which had been operating for 3 years established that it was not a defence that the claimant has “come to the nuisance” by acquiring or moving into their property after the nuisance had started. Remedies Appropriate remedies will be a claim for an injunction and/or a claim for damages. The principal remedy is generally an injunction. This could either be a mandatory injunction (ordering the defendant to do something) or a prohibitory injunction (to restrain the defendant from doing something). An injunction is a discretionary remedy, therefore an injunction will not be granted if: • the injury caused by the nuisance is trivial or not serious, is one which is capable of being estimated in money and can be adequately compensated by a small money payment; and • it would be oppressive to the Defendant to grant an injunction. The object of damages is to place the claimant in the position they would have been had the nuisance not occurred. The measure of damages for interference with a proprietary interest is generally the diminution in value of the claimant’s property as a result of the nuisance. It is not usually appropriate to make a separate award for personal distress or loss of amenity. Loss of profits or other expenses consequential on the nuisance may also be recoverable, subject to the usual rules of reasonable foreseeability and mitigation. Disclosing disputes A property seller is usually asked to disclose to the potential purchaser any disputes or complaints regarding the property or a property nearby. Failure to disclose a dispute or complaint could lead to a potential claim by the purchaser in misrepresentation. A company seeking to raise money, either through borrowing or attracting equity investment, is usually required to disclose any ongoing or potential disputes against the company to the lender or investor. Failure to disclose could lead to a claim for misrepresentation or breach of contract. Industry Information: Noise reducing options commonly adopted at industrial sites include fitting low noise or white noise reverse alarms for fork-lift trucks and installing acoustic fencing. These options can be expensive. An acoustic expert can advise on acceptable noise levels and appropriate measures to be taken to reduce noise where necessary.
LLM LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT _____________________________________________________________________________________ LAW SCHOOL 8 End of Assessment
SESSION 9 ACTIVITY 2 SUGGESTED ANSWER BRITEHAMPTON UNITED/KTG MOTORS SPONSORSHIP AGREEMENT How to use the Assessment Guidance Throughout the module you have been referred to the Case Analysis and Negotiation Plan in the form of the template set out in Part G of the Workbook. The Case Analysis and Negotiation Plan is the planning document that should assist with your completion of your final written assessment. Your final written assessment should not be in the form of the template set out in Part G. Instead we recommend that you follow the structure of the Assessment Guidance. This document is intended to demonstrate how the Plan can be used to create your final written assessment, and provide an example as to how you might use the Assessment Guidance to structure your final written assessment. Note that this is intended as guidance only; your written assessment should also include an element of research on an aspect of the negotiation strategy. Examples of areas that you can research further are included within this suggested answer. Should you wish to use the structure of the Assessment Guidance, as set out below for your final written assessment, a soft copy template is available on the VLE in the Negotiation and Case Analysis Module under the Assessment tile. The final written assessment must be no longer than 3000 words. You should include a word count at the end of the assessment.
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 1 of 7 Section A: Case Analysis In this section you should address the following matters: – What the relevant issues to be negotiated are; – What evidence you have / need in order to fully evaluate the issues; – With reference to the applicable law and commercial / industry information, the strengths and weaknesses of the matter; and – The effect this analysis has on each parties’ power and leverage, and any other factors affecting power and leverage. We act for Britehampton United (‘Britehampton’) in a commercial negotiation with KTG Motors (‘KTG’). KTG wishes to sponsor Britehampton as part of its marketing strategy for a new car launch. The sponsorship would involve using its logo on Britehampton’s football kit and other advertising opportunities. The issues to be negotiated are all commercial issues. 1. Scope of sponsorship. The parties need to agree the exact scope of the sponsorship. Strengths: Britehampton has three kits available for sponsorship (home, away and training kits). If KTG wants to sponsor all the kits, Britehampton can increase the fee. It has other parties potentially interested in sponsoring the training kit and the shirt sleeves of the home kit. Britehampton also has other advertising opportunities that it can offer and that KTG wants, in particular using 25% of advertising space in the stadium. Weaknesses: Agreeing to KTG sponsoring all the available kits would remove opportunities to find additional revenue streams, and perhaps lead to over-reliance on one main sponsor. Evidence: information about other potential sponsors, what is the total advertising space available at the stadium, detailed plans for the stadium improvements. 2. Exclusivity. KTG wants to be the sole shirt sponsor. It also wants a clean stadium clause for franchise and advertising rights so as to minimise the risk of ambush marketing. Strengths: Britehampton could offer a clean stadium clause, and in particular could collaborate with the local authority to restrict advertising on the hoardings immediately outside the stadium. It could justify a higher sponsorship fee for offering exclusivity. Britehampton is about to enter into a contract with a British car manufacturer to sponsor its match programme and advertise a motorbike in prominent pages in the programme. This relates to a promotion for motorbikes, therefore KTG may still allow this sponsorship. That contract does not contain any exclusivity clause. Weaknesses: the local authority may not agree these restrictions without some type of additional payment or contribution. The contract with the British car manufacturer has not yet been agreed, but withdrawing from that negotiation would remove another potential income stream (albeit not as lucrative as the KTG contract). Evidence: expert/factual evidence relating to the possibility of the local authority agreeing a clean stadium clause, copies of proposed advertisements and competition wording in the match programme, information about other potential sponsors. 3. Term of sponsorship and termination rights. The parties can agree the term of the contract, termination rights and options to renew.
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 2 of 7 Strengths: Britehampton wants a longer term contract and will resist any early termination rights. It has had a good start to the season and its place in the Premiership seems secure at least for this season. Weaknesses: KTG wants a 3 year term with an option to extend and termination rights in the event that Britehampton is relegated. Early termination on relegation would have a huge impact on Britehampton’s predicted revenue and therefore its budget. It might also lead to negative publicity if KTG withdraws sponsorship at the same time as the club is relegated. Evidence: expert evidence on likely impact of relegation and/or withdrawal of sponsorship on revenue, evidence on average length of term for other similar sponsorship deals in the market. 4. Sponsorship fee. Strengths: Agreeing a higher initial payment would help Britehampton carry out the works sooner, and therefore also benefit KTG. Britehampton seeks an increase in the sponsorship fee if it qualifies for European football. Playing European football would give KTG even more profile and a wider marketing platform. Britehampton has put forward its initial proposal for a minimum annual fee of £5.5 million. Weaknesses: KTG may not want to pay a higher up-front fee. A deduction in the sponsorship fee in the event that Britehampton is relegated would severely affect Britehampton’s revenue stream. Evidence: information about sponsorship deals with other clubs at a similar level. 5. KTG Motors’ Cup Competition: KTG wants Britehampton’s first team to play in this competition in Japan in June each year. Strengths: Playing in the competition would benefit Britehampton – it would potentially generate more revenue through merchandising, and would give its players (particularly its more junior players) experience of playing at a high level against top international teams. Weaknesses: Britehampton cannot agree to guarantee the presence of particular players, as this would be subject to injuries and any other commitments. Britehampton would want flexibility to choose which players participate. Evidence: details about the competition, e.g. which other teams are participating, dates. 6. Other marketing events: KTG wants players (of its own choosing) to attend 5 other advertising and marketing events each year. It also wants use of five corporate hospitality boxes. Strengths: Britehampton has corporate hospitality boxes available and can therefore include these as part of the overall package. The boxes will be refurbished and extended as part of the stadium improvement plan. Weaknesses: Britehampton would not be able to sell these boxes to other interested parties. Evidence: average cost of an annual debenture for a box, player contracts to check for any conflicting endorsements, plans for refurbished hospitality suite. Factors that increase power and leverage for Britehampton: • KTG needs advertising space for its new car launch and to support its strategy of targeting the European market. • KTG has chosen Britehampton because it sees there is a good ‘fit’ – Britehampton’s mission to eliminate single use plastics fits with KTG’s eco-friendly credentials. • KTG also wants to partner with Britehampton because of the popularity of its key player, Kaito, both here and in Japan.
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 3 of 7 • Britehampton has other companies interested in sponsoring the training kit and shirt sleeves. • KTG wants to finalise the contract before April so as to make arrangements to secure Britehampton’s presence at the June cup competition in Japan. Factors that increase the power and leverage for KTG: • Britehampton needs to find a strong revenue stream through sponsorship in order to fund necessary stadium improvements. • KTG is also negotiating with an actor as an alternative marketing strategy, although these negotiations are proceeding very slowly. • Britehampton does not have a particular deadline, but we assume that the sooner it can secure the sponsorship, the sooner it can start the works. The parties are fairly evenly balanced in terms of leverage and power. Section B: Negotiation Strategy In this section you should address the following matters: – The logistics of the negotiation including an evaluation of the appropriate negotiation environment detailing any contributing factors such as number of parties, timeframe and cultural / language issues; – With reference to the issues listed in answer to Section A above, the parties’ intended objectives, positions and interests; – The possible alternatives to a negotiated agreement; – Your client’s possible concessions to reach a negotiated outcome; – Your client’s opening position including your preferred agenda for the negotiation if deemed appropriate; – Consideration of the most appropriate method for closure of the negotiation, assuming a successful resolution to the matter is negotiated. Logistics Karen Lloyd will lead the negotiations on the part of Britehampton, and she is based on the south coast of England. I am based in Central London. Max Carson will be leading the negotiations for KTG, together with KTG’s in-house lawyer. They are both based in Swindon. Haru Sato is based in Japan but will be visiting England in February. I will want to check that either Max Carson or Haru Sato has authority to agree terms at any meeting. The legal issues are not complex but there are a number of inter-related commercial issues and this is a high value transaction. Therefore, it would seem more appropriate for the negotiations to be conducted face-to-face. Preliminary information exchange is important give the deadline mentioned below and can be managed by email or phone before the meeting in order to save time and costs. All parties will be present in England in the last 2 weeks of February, including Haru Sato. We should therefore arrange a face to face negotiation at that time. We could ask Karen if Britehampton has the facilities to hold any negotiation meetings at the stadium. It would be a good opportunity to show KTG the current stadium and the ground improvement plans, and to build relationships by introducing some of the key players to Max Carson and Haru Sato (particularly if they are also football fans). I would need to check that the stadium has break-out rooms and IT facilities, both of which will be needed. Alternatively, we could host the meetings at our offices or, if KTG insists, a neutral venue. KTG might prefer that the
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 4 of 7 face to face meetings take place at their offices in Swindon as they may see that this will give them an advantage. I would resist this suggestion. I could look for a neutral venue – although this would add to the costs, this would be insignificant in the context of the value of this transaction. [You could also discuss an online meeting along with any pros and cons] I anticipate a full day face to face meeting. The deadline to conclude the negotiation is April 2023. This is to allow sufficient time to arrange Britehampton’s participation in the June cup competition. If a meeting can be arranged in late February this will give ample time to finalise the contracts before the deadline. [You could consider adding some commentary and research on the impact of setting deadlines/ time-limits for negotiations]. If Haru Sato is attending the meeting I will check if any interpreter is needed and also be aware of any cultural differences in negotiations with Japanese parties. [You could consider adding some commentary and research on cultural differences in negotiations]. Negotiation objectives, positions and interests The overall objective for Britehampton is to achieve the highest sponsorship fee possible and secure a long-term revenue stream to fund its ground improvement plan. KTG’s objective is to give a strong marketing platform for its products, in particular the new car launch in Autumn 2023. Britehampton position Britehampton interest KTG position KTG interest Sponsorship of home and away kit only and up to 25% of stadium advertising space, with minimum exclusivity requirements. To maximise revenue from all possible sponsorship opportunities, particularly while it is performing well. It needs to raise £25million to fund stadium improvement plans. It has already secured potential interest for a sportswear company to sponsor the shirt sleeves and a car manufacturer to sponsor its matchday programme to promote a motorbike. It is possible, but will be difficult to restrict advertising outside the stadium. Sponsorship of home, away and training kit. Exclusive sponsorship of shirts and a clean stadium clause. Maximum coverage for its products, in particular the Vree car when it is launched in Autumn. KTG wants to prevent any competitor advertising its products at or near the stadium. Long term sponsorship (up to 10 years) with no early termination rights. To have a secure long term revenue stream and minimise the financial impact of relegation. A 3 year term with an option to extend, and early termination rights in the event of relegation. KTG is anxious about the effectiveness of sponsorship and so does not want to commit to a long term deal. It wants to protect its position in
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 5 of 7 the event of relegation as this would lead to reduced TV coverage. A minimum annual fee of £5million, structured with a higher up-front fee. Increased fees if it performs well – 20% for finishing top 10 and a further 30% for finishing top 4 and qualifying for European football. Minimise any fee deductions in the event of relegation. A higher up-front fee will fund the stadium improvements. Qualification for European football would help KTG reach a wider audience. As above, it wishes to minimise the financial impact of relegation. Proposal for annual fee not yet known. KTG wants deductions of 60% if Britehampton is relegated to the Championship, and 80% if it is relegated to a lower division. Relegation would lead to reduced TV coverage and a smaller audience; this should be reflected in the agreed fee. Britehampton to control which players can attend the KTG cup competition and other marketing events, and also control the timings of any such events. It wants to use the cup competition to give experience to more junior players, and to give injured or tired players a break. Other events must tie in with training schedules. It also needs to ensure that the events do not conflict with individual players’ personal endorsement contracts. KTG wants first team players and to choose which players attend both the cup competition and the other five marketing events. KTG particularly wants Kaito to participate. Using first team players, in particular Kaito, will maximise the audience and therefore coverage for its advertising. Kaito is very popular in Japan and would therefore be a big boost to its marketing campaign. Britehampton to choose which and how many hospitality boxes to allocate to KTG. To maximise revenue by selling debentures to boxes. Use of five refurbished hospitality boxes. It wants space for corporate hospitality for family and clients. Alternatives to negotiated agreement Britehampton: • Extend the current sponsorship by 1 year and consider options at a later date. • Pursue discussions with alternative sponsors. I would need to take further instructions on other possible sponsorship deals, but this is likely to be the best alternative (BATNA). More detail is needed. • Sell players or borrow money to fund the ground improvements. • No sponsorship and delay the ground improvement plans. This is the worst alternative (WATNA). KTG: • Pursue discussions with the actor. It seems likely that this is the BATNA for KTG. • Find another club to sponsor (I do not have any instructions on this). • No sponsorship or endorsement contracts. This is the WATNA for KTG as it will not meet its marketing strategy for the car launch. Both parties have alternatives. We would need more detail, but it appears that Britehampton’s BATNA is better than the BATNA for KTG, but also its WATNA is worse than that of KTG. This will give KTG some additional leverage in the negotiations. I would advise Britehampton to consider what it can do to boost its BATNA or make it more secure. However, if KTG becomes aware that it
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 6 of 7 is engaging in parallel discussions with alternative sponsors this may affect the relationship between them. Concessions and opening position This is a granular (rather than a linear) negotiation. Many of the issues are interlinked and it would be difficult to negotiate individual points in a vacuum. Britehampton could concede on the exclusivity requirements if this was reflected in a higher sponsorship fee and a longer term contract. My instructions are that it will not concede early termination rights, but it would concede on agreed deductions to the fee in the event of relegation. I would seek to tie this into agreed fee increases in the event that Britehampton finishes in a top 10 position, or qualifies for European football. I could also offer a concession on the length of the contract, linked with a demand for a higher fee or a higher up-front payment. [You could consider adding some research and commentary on how to link concessions to demands]. The scope of the sponsorship, exclusivity, termination rights and fee are likely to be the most contentious points. Even though these points will be the most difficult to agree, I would tackle them early on in the negotiation as they are so fundamental to the parties. Participation in marketing events will be easier to agree as it is not so fundamental and sensible compromises can be suggested on both parts. [Set out what you think would be an appropriate opening offer given your client’s instructions]. Planning the negotiation process It would be useful to agree an agenda in advance of the negotiation meeting to help focus the parties on the issues that need to be covered. This will help the negotiation run more smoothly. Before meeting with KTG I would ensure that I have full instructions on the extent of concessions that I can agree. As this will be a team negotiation, I would also agree with Karen which of us will lead on each part of the face to face negotiation. [You could consider adding some research and commentary on conducting a team negotiation and different roles that can be taken by different members of the negotiation team]. At the end of the negotiation, parties should sign a heads of terms documenting the terms of agreement. I would subsequently use the heads of terms to draft and agree the contractual documentation. The more detailed the heads of terms, the less likely it is that we will have protracted negotiations over the detailed contractual terms. Section C: Approach to the negotiation – Style and Techniques In this section you should address the following matters: – The most appropriate style that you would suggest is adopted for the negotiation; and – The techniques that you would use during the negotiation that would support and further the adopted style, with reasons. It will be important to maintain a good relationship with KTG as both parties want to enter into a long term commercial relationship with each other. The underlying objectives of the parties point towards a venture that it is mutually beneficial. In these circumstances, a collaborative approach would be most appropriate. This is also supported by the fact that
LLM: LEGAL PRACTICE: NEGOTIATION AND CASE ANALYSIS ASSESSMENT GUIDANCE LAW SCHOOL Page 7 of 7 the parties have relatively equal power and leverage in the negotiation and there is not currently an imminent deadline to complete the negotiations. [Include here an example of how you would approach one element of the negotiation to demonstrate a collaborative approach. You could, for example, discuss and give a detailed explanation of at least one technique. For example: • Using questioning (consider what type) and/or persuasive techniques to ascertain KTG’s objections to a separate sponsor for the shirt sleeves; • The circumstances in which it might be appropriate to switch to a competitive style and what techniques you might use to do this; • How you would open the negotiation in a manner that will build trust. Note that these are examples only, you may decide to focus on a different aspect of the negotiation.] Section D: Presentation of Output Throughout the Assessment you should endeavour to ensure that: – Your writing and intentions are clear and appropriate for the audience to which the plan is directed; – You reference any sources of research you have quoted or ideas that you have adopted; and – You comply with the OSCOLA referencing system.