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UC Goering Center news

A forced learning experience: What the pandemic has taught us

 

By Christopher A. Kuhnhein Esq. and R. David Weber Esq., Cors & Bassett LLC

 

The COVID-19 pandemic has altered nearly every aspect of our personal and business lives and has done so with a speed and severity that has challenged us all. As attorneys, a core part of our professional skills involves using our collective wisdom and experience to tackle novel problems and challenges. Our profession, like nearly all others, has seen these skills pressed to the limit over the past several weeks, but as this crisis plays out, we are learning important lessons about our changed business and legal landscape. Following are five lessons learned during COVID-19.

Boilerplate contract terms matter

In a legal context, the term “boilerplate” refers to standard contract terms that are included without significant variation regardless of the dynamics surrounding the contract. The pandemic has drawn many boilerplate provisions out of the shadows, proving that these contract terms, which include subjects such as force majeure (acts of God), casualty, and contract modification, can make all the difference when the world turns upside down. Over the past several weeks, we have seen heavy negotiation of some of these clauses, particularly those that address severe, negative contingencies. As we emerge from the current crisis and enter a new normal, what is considered “boilerplate” and how we negotiate these clauses will likely change forever.

Am I covered? Understanding insurance is vital

One of the key outside advisors for any business is its insurance agent. It is vital for business owners to understand, in detail, that their insurance coverage matches both the unique risks of their business and the risks that are common across all businesses. As government shutdown orders became widespread, many business owners, even those who had made successful business interruption claims in their past, were dismayed to learn that “business interruption” policies generally do not cover losses caused by pandemics or government actions. While any savvy business owner knows that insurance policies are often about the “fine print,” common sense seemed to dictate that “business interruption” is exactly what we are experiencing on a widespread scale at the moment. The reality is that each insurance claim is different, and slight variations in underlying facts or policy language can mean the difference between payment and denial of a claim. A trusted insurance agent can help business owners understand these differences and mitigate risks during and after these shutdowns.

A close relationship with your bank is indispensable

The pandemic has underscored the importance of establishing a substantive relationship with a financial institution. As the economic fallout became clear and governments stepped in to offer loan and grant assistance to businesses, it was often those with established banking relationships that were able to act quickly and decisively to take advantage of finite sources of government funds. Businesses that had only intermittent or transactional relationships with their banks often found themselves scrambling to ingratiate themselves to overwhelmed banks, resulting in ultimately being placed at the back of the line for these programs. A trusted banker, even if your inclination is to avoid debt at all costs, can nevertheless assist business owners in answering questions and compiling financial information, navigating and sometimes sidestepping government bureaucracy, and manually submitting loan and grant applications when public avenues are bogged down.

Robust technology and communications systems are key

Work from home mandates have tested technology and communication capabilities of businesses around the world. Cloud systems, network access, and mobile computing capabilities have become vital to continued employee productivity when it is not possible to work from regular facilities. Prior to the pandemic, these technologies were important and convenient. The pandemic has shown them to be utterly essential. Effective communication through conference calls, video calls, and phone forwarding have proven vital to business continuity during this time. While many of these trends were already emerging, the pandemic has accelerated them for many industries in a manner that very well may prove to be permanent.

The mark of good management is navigating change

Prior to the pandemic’s arrival, few could have foreseen the degree of change it has precipitated and the speed with which it occurred. Almost overnight, decision-makers were forced to drastically alter business models, methods of performing work, safety precautions, and, in many cases, staffing. The changes were sudden, jarring and in many cases, heart-wrenching. However, it is has become apparent that organizations with nimble and flexible management structures were often the most effective in successfully positioning themselves to weather this storm. Put another way, quickly identifying and decisively confronting unpredictable problems will be a prized business skill in our anxious future.

Chris Kuhnhein and Dave Weber are attorneys with Cors & Bassett specializing in business, corporate and transactional matters. Chris can be reached at cak2@corsbassett.com (e-mail) or 513-852-8227 (phone). Dave can be reached at rdw@corsbassett.com (email) or 513-852-8218 (phone). Find Cors & Bassett online at corsbassett.com.

This article is for general informational purposes only, is not for the purpose of providing legal advice, and does not establish an attorney-client relationship. You should consult with an attorney to obtain advice as to your particular issue or circumstances.

Featured image at top: David Weber; provided by Cors & Bassett

About the Goering Center for Family & Private Business
Established in 1989, the Goering Center serves more than 400 member companies, making it North America’s largest university-based educational non-profit center for family and private businesses. The Center’s mission is to nurture and educate family and private businesses to drive a vibrant economy. Affiliation with the Carl H. Lindner College of Business at the University of Cincinnati provides access to a vast resource of business programing and expertise. Goering Center members receive real-world insights that enlighten, strengthen and prolong family and private business success. For more information on the Center, participation and membership visit goering.uc.edu.