[Lnc-business] game played with JWMarriott Austin contract

[Nicholas Sarwark]

Dear Ms. Mattson,

When the hotel cancelled the entire convention room block without notice,
they took a unilateral action to breach the existing contract. The email
saying the cancellation was a mistake and they looked forward to having the
convention, but without reinstating the existing reservations further
implied a breach. As you are aware, it is my signature on contracts, and I
have the fiduciary duty to protect the Libertarian Party's interests.

Our special counsel recommended sending an email to the hotel to clarify
that we interpreted their action as an exercise of the impossibility
clause, confirm that neither party had legal liability in this situation,
and remain open to working to reschedule the convention, should that be
appropriate. The legal reason for the letter was to clarify the position
that the LNC would not be bound by the terms of the existing contract, but
would be negotiating a new one.

You claim that I overstep by somehow trying to change the site, but the
real overstep is that the Convention Oversight Committee (or its Chair)
took it upon itself to change the time of the convention and had already
told the hotel that we would reschedule without a decision of the LNC or
its Chair. Moreover, directly contrary to my expressed preference made to
the Chair of the Convention Oversight Committee for an option that could be
executed on the same date.

The relevant portion of the email drafted by Mr. Hall and sent to the hotel
that evidences this dealing against the stated interests of the LNC and the
Chair is as follows:

“On April 26, 2020, we received an email from Renee Moreno that she
apparently sent to all confirmed attendees.  It states that JW Marriott
Austin believes that our planned convention “might be improbable due to
government restrictions,” and that JW Marriott Austin was “working to offer
alternative arrangements.”  Ms. Moreno’s email also confirms that JW
Marriott Austin has “cancelled the existing reservations,” although she
indicates that the cancellation was done inadvertently.  Ms. Moreno’s email
further states that JW Marriott Austin is working with our Convention
Oversight Committee “to establish new dates for the Libertarian National
Convention.””

At no time was a decision made to establish new dates, but further
inquiries by Mr. Hall indicate that representations were made by the Chair
of the Convention Oversight Committee to the hotel that gave them that
impression. Concerned members of this Committee may inquire directly of Mr.
Hall for more specific details if they would like.

As to your suggestion that I have directed a staff member to interfere in
the Convention Oversight Committee's negotiations with an alternate venue,
it is a lie. As members of the LNC are aware, I tolerate a significant
amount of rude behavior, intemperate language, and false accusations that
are made about myself in silence; perhaps more than I should.  However, I
will not let aspersions be cast on members of our hardworking staff, even
if they don't specifically name the staffer. Our staff is too small for
anyone not to know who you are referring to and I won't stand for you
dragging that person into your conflict with me.

The staffer has a full account of what happened that has been sent to
myself, the Executive Director, and Mr. Hall. Any member of this committee
who would like a full accounting of what went on is free to request a copy
of that account from Mr. Fishman on an agreement to keep it confidential.

We have known each other for many years and been on the opposite side of
many battles, this one included. I have always admired your dedication and
tenacity and believed you were working for the best interest of the
Libertarian Party. You are always free to argue against my interpretations
of the rules and the bylaws and I do everything possible to ensure that you
are fairly heard. But this latest salvo is different, accusing me of
misconduct, attacking my character and disparaging staffers.

If you, or any other member, are not comfortable serving on the Libertarian
National Committee while I am Chair, I will be happy to accept your
resignation.

Yours in liberty,
Nick





On Fri, May 8, 2020 at 1:52 AM Alicia Mattson via Lnc-business <
lnc-business at hq.lp.org> wrote:

> Many concerns have been voiced here in recent days about actions which many
> feel are stepping across boundaries of the chair's proper role.  There are
> probably people who know additional information but who don't say it lest
> they be cast as a rabble-rouser.  Though I've debated it a bit, I've
> decided that with the happenings of late, I am going to share a couple of
> things that I know.
>
> It has been known since April 8 that the LNC was going to meet on May 2 to
> discuss the status of the convention which had been called for the
> JWMarriott in Austin over Memorial Day weekend.
>
> Yet, on April 27, only 5 days prior to the LNC's planned meeting to make a
> decision on the matter, the LNC Chair took a unilateral action which, had
> it been successful, would have cancelled the contract with the Austin
> hotel.
>
> On the afternoon of April 27, the LNC chair emailed the JWMarriott Austin a
> message which in part said,
> "our understanding is that JW Marriott Austin has invoked the
> 'Impossibility Clause' to terminate the Group Sales Agreement we executed
> in March 2018, and that Ms. Moreno’s April 26, 2020 email constitutes the
> 'written notice' of such termination specified therein. We are therefore
> writing to confirm that JW Marriott Austin’s termination of the Group Sales
> Agreement is 'without liability' as set forth in the Impossibility Clause."
>
> The rationale given was based on the hotel's inadvertent cancellation of
> our room block, and the apology which they sent to our delegates who had
> booked in the block.
>
> I particularly note that the language said that "our understanding is..."
> which implies that he is speaking on behalf of the LNC.  The LNC had not
> been consulted on this.  The LNC had a meeting scheduled in 5 days to
> deliberate the subject.  The COC had not been consulted on this.  This was
> the action of one person purporting to represent "our" understanding.
>
> The hotel wrote back again apologizing for the mistake with our guest room
> reservations, but they said essentially:  make no mistake, we are NOT
> invoking the impossibility clause, we still have a contract with you and
> look forward to hosting your event.
>
> Bylaws Article 10.1 clearly states that the LNC sets the time and place of
> our national conventions.  LNC Policy Manual 2.02.7 delegates a lot of
> matters to the Convention Oversight Committee, including making
> recommendations about sites, however the LNC clearly retains the sole
> authority to select a convention site.
>
> Since the LNC chose the time/place, the only power within the organization
> to change that decision also lies with the LNC.
>
> Had this email been successful in its purpose, the LNC would have had the
> decision made for them before our May 2 meeting even started.  None of us
> are in the dark about the fact that this move would have completely changed
> that meeting in a way that leaned towards the chair's desired outcome.
>
> I think the chair overstepped in this matter.
>
> In addition, the COC has encountered a situation in which a staff member
> (whom I will not name because it's not fair to that person who did not ask
> to be put in the middle) was directed to get in between the COC and a
> potential backup venue we were contacting.  This interference with the COC
> is a policy violation, is terribly unfair to the staff member in question,
> and given the other happenings it feels like an attempt to torpedo backup
> options, resulting in an increased likelihood of us moving in the direction
> the chair has said he wishes to go.
>
> I think my fellow LNC members should know about it when their authority to
> make decisions is being undermined in this way.
>
> According to the Peter Parker Principle, with great power comes great
> responsibility.
>
> The position of LNC Chair is just such a position.  It gives a person
> direct control over staff members and all party assets.  It is important
> for a chair to stay within the boundaries of the bylaws and LNC policy and
> resist the temptations that come with the title, particularly in times when
> the organization is stressed.
>
> -Alicia
>