Two HBS students have won First Place in Harvard Law School’s highly-respected Williston Contracts Negotiation competition.
Patrick Chung (OA) and Aman Kapadia (OA), both JD-MBA candidates, competed as a team in the six-day complex negotiation and contract drafting competition. This year, the competition pitted teams representing a major national airline against other teams representing its flight attendant union, seeking to strike a deal to rescue the airline in the stark post-September 11 world.
What was it like to compete in a pool of aggressive lawyer types? “Their bark is much worse than their bite,” said Chung. “Negotiating with highly intelligent people is both rewarding and risky: many opportunities for value creation were proposed by our counterparts, but many value claiming tactics were also pursued by them. Fortunately, we were armed by [HBS Professor of Negotiations] Max Bazerman.”
Kapadia explained the other HBS advantage that led the team to crowning victory. “It made a huge difference that Patrick and I were in the same section. We’ve worked together before and weren’t learning to do so on the spot, as many teams were. We strategized together and executed effectively – from the first negotiating session we trusted each other 100 percent. I was confident that Patrick would always say the right thing and I think he felt that way as well.”
The team saw other competitors fail to reach agreement; some even broke down in vituperative argument. “After we reached agreement, we had to memorialize our understanding in a formal, enforceable contract – having to draft it and debate it represented a whole new round of negotiations. A lot of the teams were deadlocked over contract terms. Aman and I had to think through the implications of each clause’s wording, marshal the minutiae of contract law, and delicately sell the agreement to the other side,” said Chung.
“There were definitely some late nights,” remembers Kapadia. “There were times when we weren’t sure how our negotiating actions would be perceived. Patrick and I stayed up for hours discussing precisely how to build the company’s financial structure to align both management and union incentives – and to walk away with a superior agreement for management.”
In the end, the team struck a creative deal that made the union a part-owner of the airline, slashed benefits and salaries, curtailed the union’s right to strike, and indexed pay scales to profitability. “We concentrated on our common interests; the measure of our success was that both sides felt they got a great deal,” said Chung.
The competition and prize are named for Professor Samuel Williston (1861-1963), who taught Contracts and other subjects at Harvard Law School for forty-eight years, from 1890-1938. “Williston on Contracts” is a classic treatise and his writings there and elsewhere made him “a legend among giants” at a time when the faculty of Harvard Law School included America’s most influential jurists: Langdell, Ames, Gray, Pound, and Thayer. Williston was the primary author of the Restatement (First) of Contracts, and drafted several uniform acts, including the predecessor to the Uniform Commercial Code (which governs all sales of goods).