Contracts and
Memorandum of
Understanding (MOU)
Vita Feuerstein
Manager
Conference Contracting
Part I - Contracts
2
What is a Contract?
A contract is a legal exchange of
promises between two or more
parties, which is codified in writing
and enforceable in a court of law.
3
Types of Conference Related
Contracts:
Audio Visual
Conference Centers
Convention Centers
Exhibition Decorator
Food and Beverage
Hotel
Meeting Management Companies
Miscellaneous Venues (Aquarium, Museum, etc.)
Printers (Proceeding, CD, Programs, etc.)
Registration Management Companies
Security
Transportation
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IEEE Contract Policy
Contracts with a value of
$25,000USD or greater must be
submitted to IEEE for review by a
Subject Matter Expert (SME)prior to
final approval and execution by IEEE
Procurement Department.
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How do you determine if a
contracts’ value is $25,000USD
or greater?
Add the total cost of services + the total
cost of exposure/risk (if applicable)
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What Determines Value?
Hotel Contracts
Total number of sleeping rooms blocked, less guaranteed attrition,
PLUS meeting room rental and food and beverage commitment (if
any)
Registration Management Contracts
Cost of service including estimated T&L and ancillary charges PLUS
estimated registration revenue of conference if funds ARE NOT
deposited directly into conference account
Meeting Management Contracts
Cost of service including estimated T&L and ancillary charges PLUS
estimated revenue of conference (registration and exhibits) if funds
ARE NOT deposited directly into conference account
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What is the Benefit of a SME
Review?



Eliminates Ambiguity
Ensures Contract is mutual
Minimizes Financial Liability
Essential for good business practices and reduces financial
risks
Keeps volunteers and staff on top of new trends, clauses
and other “gotcha’s”
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Be aware!
CONTRACTS ARE WRITTEN IN FAVOR OF THE
VENDOR – The vendor is an expert at writing contacts
KNOW YOUR HISTORY - KNOWLEDGE IS POWER
DON’T ASSUME ANYTHING - The person that you are
contracting with is not the person that will be
implementing the contract.
GET EVERYTHING IN WRITING
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Be Aware! - Hotel
Hotels will analyze the property’s history – seasonal
demand, local and group meeting space rental,
fluctuation of food and beverage sales, amount other
factors – allow the management team to come up with
a pricing strategy that maximizes the hotels’ RevPAR
(revenue per available room)
Hotels look at size of the group, rate they want, how
much food and beverage they require, arrival/departure
patterns, rooms to meeting space ratios, season, the
groups history and contract terms, lead time and risk
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Be Aware! Meeting Management
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
Mgmt. Services are not clearly defined and, in most
cases, no cap on billable hours

Credit Card Fees are additional and are not spelled out
in contract

Hotel Commissions are not defined in contracts, but in
most cases, are taken by Mgmt. Company on top of
Mgmt. Fee

Additional costs are Billed outside of Mgmt. Fee (phone
calls, faxes, postage, copy changes, badge design and
printing, badge holders, ribbons, use of 800#)

Discounts offered for Vendor Contracts, but a markup is
applied for financial gain to Mgmt. Company
Be Aware! Registration
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
E-commerce sparks new legal issues

Online registration and security of credit card numbers

Not all companies are bonded

Credit Card Fees are not clearly spelled out

Additional costs are billed outside of registration fee

Ensure there are no “Pass thru fees”
Templates Available on IEEE
Website

Hotel Contract
IEEE, Starwood, Hyatt, Hilton, Fairmont, Disney, Marriott, Wyndham

Meeting Management Contract
Available 4th Quarter 2009


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Registration Management Contract
Exhibit Space Application
http://www.ieee.org/web/conferences/organizers/contracts.html
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2009 Policy Change:
Competitive Bidding
Competitive bidding is required for contracts and
commodity orders valued at or above $250K.
Conference hotel, caterer and convention center
contracts are exempt from this requirement; however,
it is “best business practice” to follow a competitive
bidding process for all contracts/orders.
Support documentation is required with submission of
contact
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Part II – Memorandum of
Understanding (MOU)
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What is a MOU?
An MOU is used as a confirmation of agreed upon terms.
It is a written document describing the roles and a
general description of the responsibilities of two (or
more) parties which sets forth the basic principles and
guidelines under which the parties will work together to
accomplish their goals.
An MOU is less formal than a contract, but is signed by
the parties involved to indicate their agreement to the
principles contained in the MOU.
AN MOU IS A PARTNERSHIP
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Types of MOUs
(Policy10.1.2)
Financial Co-Sponsorship

Co-Sponsorship indicates a shared involvement among several organizations, one of which is
an IEEE organizational unit. Other co-sponsoring organizations could be IEEE organizational
units or other “Not-for-Profit” non-IEEE organizations.

Co-Sponsorship indicates a shared and significant involvement in the technical, financial,
publicity and administrative areas of the conference.
Technical Co-Sponsorship



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Technical Co-Sponsorship indicates direct and substantial involvement by the IEEE
organizational unit solely in the
organization of the technical program. The IEEE organizational unit has no financial
involvement in the conference.
Technical co-sponsorship does not guarantee that the papers accepted for presentation at the
conference will be eligible for inclusion in the IEEE Conference Publications Program (CPP),
which handles post-conference distribution of conference papers in all media.
IEEE Policy (10.1.5)
A Memorandum of Understanding
(MOU), sets forth the relationship and
obligations of the involved parties.
A MOU is required when two or more
organizational units agree to provide
financial or technical co-sponsorship to
a conference.
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Relationship and Obligations of
the Involved Parties
Financial Co-Sponsorship :
“Shared and Significant Involvement”
Technical Co-Sponsorship:
“Direct and Substantial Involvement in
the Technical Program”
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All MOUs Should Describe:
The Parties Involved
The Name Of The Event
The Duration Of The MOU
The Role Of Each Party
How The MOU Can Be Terminated
Contact Information Of Signing Parties
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Technical MOUs
“Direct and substantial involvement”
Add the following:
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
In detail, describe your “direct and substantial
involvement”

Who owns the copyright to the intellectual property
developed under the MOU

Will the conference proceedings be included in IEEE
Conference Publications Program (CPP)

Who is the financial owner of the event
Financial MOUs
“Shared and significant involvement”
Add the following:
 What is the financial split between sponsoring
parties; how is the profit/loss shared?
 Where are the conference funds being held; who has
access to the conference funds?
 Who defines the role of the conference organizing
committee?
 Who has oversight for the conference?
 When applicable, who is responsible for VAT
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Templates
Templates have been created for use when preparing
Financial and Technical MOUs.
They can be used as written or as a guide in preparing
conference-specific MOUs.
If there are multiple sponsors, one MOU may be used
provided it identifies the relationships of each sponsors.
If an MOU is currently in place that defines the
relationship of the co-sponsoring parties, it is not
necessary to rewrite the MOU, however, it is
recommended that the MOU is reviewed and when
possible, template clauses are incorporated.
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http://www.ieee.org/web/conferences/organizes/MOU.html
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MOUs are due
with the submission of
the Information Schedule
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2009 Policy Change
Policy 10.1.4
All co-sponsored conferences shall submit a Memorandum of
Understanding (MoU) to IEEE Conference Services for review, final
approval, and execution. Following IEEE Conference Services review
and changes, if applicable, authorized representatives of each of the
sponsoring organizational units shall sign the MoU and return it to
IEEE Conference Services for execution.
Once submitted to IEEE Conference Services, the MoU review process
shall take no more than 60 days from the time of receipt to execution.
If the compliance recommendations of IEEEE Conference Services are
challenged by the OU, then appeals shall be forwarded to the IEEE
Conferences Committee Chair for final ruling.
Co-sponsored conferences shall not use the IEEE name or Master
Brand in its web site, publications, or promotions before the MoU is
executed
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2009 Policy Change
Policy 10.1.5
The IEEE organizational unit’s direct and substantial
involvement in the technical program.
The technical paper review process, including a clear
identification of the level of paper review, if the
conference proceedings will be included in the IEEE
Conference Publications Program (CPP)
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Contracts and MOUs to be
reviewed should be sent to:
Conference-contracts@ieee.org
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