Contract law
BUS 317
Sports Law
Contract defined
OFFER
ACCEPTANCE
CONSIDERATION
“MEETING OF THE MINDS”
BUS 317 / Sports Law
Contract: Offer
In order to be a
valid offer, it must be:
— Voluntary
— Specific
— Understood
How do you know if an offer is real?
BUS 317 / Sports Law
Contract: Acceptance
— Must match offer
— Voluntary
— Specific
— Understood
Business Casual G-Men:
http://www.southparkstudios.com/clips/382781/business-casual-g-men
BUS 317 / Sports Law
Contract: Consideration
CONSIDERATION is either:
Something of value
Cash, securities, commodities
or
A promise to give value
Contract, inducement
BUS 317 / Sports Law
Contract: Meeting of minds
Objective standard is used to determine
if a “meeting of
the minds” exists
between the parties.
For more, see:
http://www.window.state.tx.us/procure
ment/pub/contractguide/LegalElements
ofaContract.pdf
(Note that though this discusses Texas
state law, the general legal concepts are
relevant and applicable here.)
BUS 317 / Sports Law
Implied/Express contracts
Implied contracts:
Contracts implied by actions
Express contracts:
Contracts expressly
stated writing or orally
Notary: One who is
licensed by the state to
authenticate a signature.
If he has a signed document, does Charlie
Brown have a valid contract with Lucy?
BUS 317 / Sports Law
Statute of Frauds
Oral contracts permitted…sometimes.
Under the Statute of Frauds
(through state common law or by statute)
certain contracts must
be in writing to be valid:
— Sale of goods of $500 or more
— Employment > one year (FL)
— Sale of land
— Marriage
BUS 317 / Sports Law
Stadium parking: Bailments
Bailment: Contract where
one party promises to hold
something of value for
another party and return
it in the same condition
as it was received.
At stadium parking lots,
almost uniformly,
no bailment is created.
BUS 317 / Sports Law
Stadium parking: Bailments
Key to bailment: Control
Travelers Insurance v. Pond (Ohio, 1957):
Cincinnati Reds’ Crosley Field
Bailment IS created
at stadium valet.
What about car contents?
Usually requires separate bailment contract.
If no ticket, is there an “implied contract”?
BUS 317 / Sports Law
Tickets: Revocable licenses
The contract formed on
the back of the ticket
specifies that the ticket
is a revocable license:
permission to enter the
stadium, with that
permission able to be
taken away by management.
BUS 317 / Sports Law
Voidable contracts
— Legal Disability
— Minors
— Intoxicated
Drunk contracting
KFOX-14 TV, El Paso, TX / Las Cruces, NM
— Fraud
— Mutual mistake
— Indefinite offers / Indefinite acceptances
BUS 317 / Sports Law
Breach of contract damages
— Compensatory damages
“Benefit of the bargain”
— “Liquidated damages”
Specifically negotiated in contract
— “Specific
performance”
Does
this
equal
this?
BUS 317 / Sports Law
CC: https://www.flickr.com/photos/mikemorbeck/4244842775
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT
THIS CONTRACT is between________________________________________________________________,
hereinafter “Player,” and___________________________________________________________________,a
____________________________________________________________corporation (limited partnership)
(partnership), hereinafter “Club,” operating under the name of the ____________________________________
as a member of the National Football League, hereinafter “League.” In consideration of the promises made by
each to the other, Player and Club agree as follows:
1.
TERM. This contract covers __________ football season(s), and will begin on the date of execution or
March 1, __________, whichever is later, and end on February 28 or 29, __________, unless extended,
terminated, or renewed as specified elsewhere in this contract.
2.
EMPLOYMENT AND SERVICES. Club employs Player as a skilled football player. Player accepts
such employment. He agrees to give his best efforts and loyalty to the Club, and to conduct himself on and off
the field with appropriate recognition of the fact that the success of professional football depends largely on
public respect for and approval of those associated with the game. Player will report promptly for and
participate fully in Club’s official mandatory minicamp(s), official preseason training camp, all Club meetings
and practice sessions, and all preseason, regular season and postseason football games scheduled for or by Club.
If invited, Player will practice for and play in any all-star football game sponsored by the League. Player will
not participate in any football game not sponsored by the League unless the game is first approved by the
League.
3. OTHER ACTIVITIES. Without prior written consent of the Club, Player will not play football or engage
in activities related to football otherwise than for Club or engage in any activity other than football which may
involve a significant risk of personal injury. Player represents that he has special, exceptional and unique
knowledge, skill, ability, and experience as a football player, the loss of which cannot be estimated with any
certainty and cannot be fairly or adequately compensated by damages. Player therefore agrees that Club will
have the right, in addition to any other right which Club may possess, to enjoin Player by appropriate
proceedings from playing football or engaging in football-related activities other than for Club or from
engaging in any activity other than football which may involve a significant risk of personal injury.
4. PUBLICITY AND NFLPA GROUP LICENSING PROGRAM.
(a) Player grants to Club and the League, separately and together, the authority to use his name and picture
for publicity and the promotion of NFL Football, the League or any of its member clubs in newspapers,
magazines, motion pictures, game programs and roster manuals, broadcasts and telecasts, and all other publicity
and advertising media, provided such publicity and promotion does not constitute an endorsement by Player of
a commercial product. Player will cooperate with the news media, and will participate upon request in
reasonable activities to promote the Club and the League. Player and National Football League Players
Association, hereinafter “NFLPA,” will not contest the rights of the League and its member clubs to telecast,
broadcast, or otherwise transmit NFL Football or the right of NFL Films to produce, sell, market, or distribute
football game film footage, except insofar as such broadcast, telecast, or transmission of footage is used in any
commercially marketable game or interactive use. The League and its member clubs, and Player and the
NFLPA, reserve their respective rights as to the use of such broadcasts, telecasts or transmissions of footage in
such games or interactive uses, which shall be unaffected by this subparagraph.
(b) Player hereby assigns to the NFLPA and its licensing affiliates,
if any, the exclusive right to use and to grant to persons, firms, or corporations (collectively “licensees”) the
right to use his name, signature facsimile, voice, picture, photograph, likeness, and/or biographical information
(collectively “image”) in group licensing programs. Group licensing programs are defined as those licensing
programs in which a licensee utilizes a total of six (6) or more NFL player images on or in conjunction with
products (including, but not limited to, trading cards, clothing, videogames, computer games, collectibles,
internet sites, fantasy games, etc.) that are sold at retail or used as promotional or premium items. Player retains
166
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
the right to grant permission to a licensee to utilize his image if that licensee is not concurrently utilizing the
images of five (5) or more other NFL players on products that are sold at retail or are used as promotional or
premium items. If Player’s inclusion in a particular NFLPA program is precluded by an individual exclusive
endorsement agreement, and Player provides the NFLPA with timely written notice of that preclusion, the
NFLPA will exclude Player from that particular program. In consideration for this assignment of rights, the
NFLPA will use the revenues it receives from group licensing programs to support the objectives as set forth in
the Bylaws of the NFLPA. The NFLPA will use its best efforts to promote the use of NFL player images in
group licensing programs, to provide group licensing opportunities to all NFL players, and to ensure that no
entity utilizes the group licensing rights granted to the NFLPA without first obtaining a license from the
NFLPA. This paragraph shall be construed under New York law without reference to conflicts of law
principles. The assignment in this paragraph shall expire on December 31 of the later of (a) the third year
following the execution of this contract, or (b) the year in which this contract expires. Neither Club nor the
League is a party to the terms of this paragraph, which is included herein solely for the administrative
convenience and benefit of Player and the NFLPA. The terms of this subparagraph apply unless, at the time of
execution of this contract, Player indicates by striking out this subparagraph (b) and marking his initials
adjacent to the stricken language his intention to not participate in the NFLPA Group Licensing Program.
Nothing in this subparagraph shall be construed to supersede or any way broaden, expand, detract from, or
otherwise alter in any way whatsoever, the rights of NFL Properties, Inc. as permitted under Article V (Union
Security), Section 4 of the 1993 Collective Bargaining Agreement (“CBA”).
5. COMPENSATION. For performance of Player’s services and all
other promises of Player, Club will pay Player a yearly salary as follows:
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season.
In addition, Club will pay Player such earned performance bonuses as may be called for in this contract;
Player’s necessary traveling expenses from his residence to training camp; Player’s reasonable board and
lodging expenses during preseason training and in connection with playing preseason, regular season, and
postseason football games outside Club’s home city; Player’s necessary traveling expenses to and from
preseason, regular season, and postseason football games outside Club’s home city; Player’s necessary traveling
expenses to his residence if this contract is terminated by Club; and such additional compensation, benefits and
reimbursement of expenses as may be called for in any collective bargaining agreement in existence during the
term of this contract. (For purposes of this contract, a collective bargaining agreement will be deemed to be “in
existence” during its stated term or during any period for which the parties to that agreement agree to extend it.)
6. PAYMENT. Unless this contract or any collective bargaining agreement in existence during the term of
this contract specifically provides otherwise, Player will be paid 100% of his yearly salary under this contract in
equal weekly or biweekly installments over the course of the applicable regular season period, commencing
with the first regular season game played by Club in each season. Unless this contract specifically provides
otherwise, if this contract is executed or Player is activated after the beginning of the regular season, the yearly
salary payable to Player will be reduced proportionately and Player will be paid the weekly or biweekly
portions of his yearly salary becoming due and payable after he is activated. Unless this contract specifically
provides otherwise, if this contract is terminated after the beginning of the regular season, the yearly salary
payable to Player will be reduced proportionately and Player will be paid the weekly or bi weekly portions of
his yearly salary having become due and payable up to the time of termination.
7. DEDUCTIONS. Any advance made to Player will be repaid to Club, and any properly levied Club fine
or Commissioner fine against Player will be paid, in cash on demand or by means of deductions from payments
coming due to the Player under this contract, the amount of such deductions to be determined by Club unless
this contract or any collective bargaining agreement in existence during the term of this contract specifically
provides otherwise.
167
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
8.
PHYSICAL CONDITION. Player represents to Club that he is and will maintain himself in excellent
physical condition. Player will undergo a complete physical examination by the Club physician upon Club
request, during which physical examination Player agrees to make full and complete disclosure of any physical
or mental condition known to him which might impair his performance under this contract and to respond fully
and in good faith when questioned by the Club physician about such condition. If Player fails to establish or
maintain his excellent physical condition to the satisfaction of the Club physician, or make the required full and
complete disclosure and good faith responses to the Club physician, then Club may terminate this contract.
9. INJURY. Unless this contract specifically provides otherwise, if Player is injured in the performance of
his services under this contract and promptly reports such injury to the Club physician or trainer, then Player
will receive such medical and hospital care during the term of this contract as the Club physician may deem
necessary, and will continue to receive his yearly salary for so long, during the season of injury only and for no
subsequent period covered by this contract, as Player is physically unable to perform the services required of
him by this contract because of such injury. If Player’s injury in the performance of his services under this
contract results in his death, the unpaid balance of his yearly salary for the season of injury will be paid to his
stated beneficiary, or in the absence of a stated beneficiary, to his estate.
10. WORKERS’ COMPENSATION. Any compensation paid to Player under this contract or under any
collective bargaining agreement in existence during the term of this contract for a period during which he is
entitled to workers’ compensation benefits by reason of temporary total, permanent total, temporary partial, or
permanent partial disability will be deemed an advance payment of workers’ compensation benefits due Player,
and Club will be entitled to be reimbursed the amount of such payment out of any award of workers’
compensation.
11.
SKILL, PERFORMANCE AND CONDUCT. Player understands that he is competing with other
players for a position on Club’s roster within the applicable player limits. If at any time, in the sole judgment of
Club, Player’s skill or performance has been unsatisfactory as compared with that of other players competing
for positions on Club’s roster, or if Player has engaged in personal conduct reasonably judged by Club to
adversely affect or reflect on Club, then Club may terminate this contract. In addition, during the period any
salary cap is legally in effect, this contract may be terminated if, in Club’s opinion, Player is anticipated to make
less of a contribution to Club’s ability to compete on the playing field than another player or players whom
Club intends to sign or attempts to sign, or another player or players who is or are already on Club’s roster, and
for whom Club needs room.
12. TERMINATION. The rights of termination set forth in this contract will be in addition to any other
rights of termination allowed either party by law. Termination will be effective upon the giving of written
notice, except that Player’s death, other than as a result of injury incurred in the performance of his services
under this contract, will automatically terminate this contract. If this contract is terminated by Club and either
Player or Club so requests, Player will promptly undergo a complete physical examination by the Club
physician.
13. INJURY GRIEVANCE. Unless a collective bargaining agreement in existence at the time of termination
of this contract by Club provides otherwise, the following injury grievance procedure will apply: If Player
believes that at the time of termination of this contract by Club he was physically unable to perform the services
required of him by this contract because of an injury incurred in the performance of his services under this
contract, Player may, within 60 days after examination by the Club physician, submit at his own expense to
examination by a physician of his choice. If the opinion of Player’s physician with respect to his physical ability
to perform the services required of him by this contract is contrary to that of the Club’s physician, the dispute
will be submitted within a reasonable time to final and binding arbitration by an arbitrator selected by Club and
Player or, if they are unable to agree, one selected in accordance with the procedures of the American
Arbitration Association on application by either party.
14. RULES. Player will comply with and be bound by all reasonable Club rules and regulations in effect
during the term of this contract which are not inconsistent with the provisions of this contract or of any
collective bargaining agreement in existence during the term of this contract. Player’s attention is also called to
168
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
the fact that the League functions with certain rules and procedures expressive of its operation as a joint venture
among its member clubs and that these rules and practices may affect Player’s relationship to the League and its
member clubs independently of the provisions of this contract.
15. INTEGRITY OF GAME. Player recognizes the detriment to the League and professional football that
would result from impairment of public confidence in the honest and orderly conduct of NFL games or the
integrity and good character of NFL players. Player therefore acknowledges his awareness that if he accepts a
bribe or agrees to throw or fix an NFL game; fails to promptly report a bribe offer or an attempt to throw or fix
an NFL game; bets on an NFL game; knowingly associates with gamblers or gambling activity; uses or
provides other players with stimulants or other drugs for the purpose of attempting to enhance on-field
performance; or is guilty of any other form of conduct reasonably judged by the League Commissioner to be
detrimental to the League or professional football, the Commissioner will have the right, but only after giving
Player the opportunity for a hearing at which he may be represented by counsel of his choice, to fine Player in a
reasonable amount; to suspend Player for a period certain or indefinitely; and/or to terminate this contract.
16. EXTENSION. Unless this contract specifically provides otherwise, if Player becomes a member of the
Armed Forces of the United States or any other country, or retires from professional football as an active player,
or otherwise fails or refuses to perform his services under this contract, then this contract will be tolled between
the date of Player’s induction into the Armed Forces, or his retirement, or his failure or refusal to perform, and
the later date of his return to professional football. During the period this contract is tolled, Player will not be
entitled to any compensation or benefits. On Player’s return to professional football, the term of this contract
will be extended for a period of time equal to the number of seasons (to the nearest multiple of one) remaining
at the time the contract was tolled. The right of renewal, if any, contained in this contract will remain in effect
until the end of any such extended term.
17. ASSIGNMENT. Unless this contract specifically provides otherwise, Club may assign this contract and
Player’s services under this contract to any successor to Club’s franchise or to any other Club in the League.
Player will report to the assignee Club promptly upon being informed of the assignment of his contract and will
faithfully perform his services under this contract. The assignee club will pay Player’s necessary traveling
expenses in reporting to it and will faithfully perform this contract with Player.
18. FILING. This contract will be valid and binding upon Player and Club immediately upon execution. A
copy of this contract, including any attachment to it, will be filed by Club with the League Commissioner within
10 days after execution. The Commissioner will have the right to disapprove this contract on reasonable
grounds, including but not limited to an attempt by the parties to abridge or impair the rights of any other club,
uncertainty or incompleteness in expression of the parties’ respective rights and obligations, or conflict between
the terms of this contract and any collective bargaining agreement then in existence. Approval will be automatic
unless, within 10 days after receipt of this contract in his office, the Commissioner notifies the parties either of
disapproval or of extension of this 10-day period for purposes of investigation or clarification pending his
decision. On the receipt of notice of disapproval and termination, both parties will be relieved of their respective
rights and obligations under this contract.
19. DISPUTES. During the term of any collective bargaining agreement, any dispute between Player and
Club involving the interpretation or application of any provision of this contract will be submitted to final and
binding arbitration in accordance with the procedure called for in any collective bargaining agreement in
existence at the time the event giving rise to any such dispute occurs.
20. NOTICE. Any notice, request, approval or consent under this contract will be sufficiently given if in
writing and delivered in person or mailed (certified or first class) by one party to the other at the address set
forth in this contract or to such other address as the recipient may subsequently have furnished in writing to the
sender.
21. OTHER AGREEMENTS. This contract, including any attachment to it, sets forth the entire agreement
between Player and Club and cannot be modified or supplemented orally. Player and Club represent that no
other agreement, oral or written, except as attached to or specifically incorporated in this contract, exists
169
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
between them. The provisions of this contract will govern the relationship between Player and Club unless there
are conflicting provisions in any collective bargaining agreement in existence during the term of this contract, in
which case the provisions of the collective bargaining agreement will take precedence over conflicting
provisions of this contract relating to the rights or obligations of either party.
22.
LAW. This contract is made under and shall be governed by the laws of the State of
________________________________________.
23. WAIVER AND RELEASE. Player waives and releases any claims that he may have arising out of,
related to, or asserted in the lawsuit entitled White v. National Football League, including, but not limited to,
any such claim regarding past NFL Rules, the College Draft, Plan B, the first refusal/compensation system, the
NFL Player Contract, preseason compensation, or any other term or condition of employment, except any
claims asserted in Brown v. Pro Football, Inc. This waiver and release also extends to any conduct engaged in
pursuant to the Stipulation and Settlement Agreement in White (“Settlement Agreement”) during the express
term of that Settlement Agreement or any portion thereof. This waiver and release shall not limit any rights
Player may have to performance by the Club under this Contract or Player’s rights as a member of the White
class to object to the Settlement Agreement during its review by the court in Minnesota. This waiver and release
is subject to Article XIV (NFL Player Contract), Section 3(c) of the CBA.
24. OTHER PROVISIONS.
(a) Each of the undersigned hereby confirms that (i) this contract, renegotiation, extension or amendment
sets forth all components of the player’s remuneration for playing professional football (whether such
compensation is being furnished directly by the Club or by a related or affiliated entity); and (ii) there are not
undisclosed agreements of any kind, whether express or implied, oral or written, and there are no promises,
undertakings, representations, commitments, inducements, assurances of intent, or understandings of any kind
that have not been disclosed to the NFL involving consideration of any kind to be paid, furnished or made
available to Player or any entity or person owned or controlled by, affiliated with, or related to Player, either
during the term of this contract or thereafter.
(b) Each of the undersigned further confirms that, except insofar as any of the undersigned may describe in
an addendum to this contract, to the best of their knowledge, no conduct in violation of the Anti-Collusion rules
of the Settlement Agreement took place with respect to this contract. Each of the undersigned further confirms
that nothing in this contract is designed or intended to defeat or circumvent any provisions of the Settlement
Agreement, including but not limited to the Rookie Pool and Salary Cap provisions; however, any conduct
permitted by the CBA and/or the Settlement Agreement shall not be considered a violation of this confirmation.
(c) The Club further confirms that any information regarding the negotiation of this contract that it provided
to the Neutral Verifier was, at the time the information was provided, true and correct in all material respects.
25.
SPECIAL PROVISIONS.
THIS CONTRACT is executed in six (6) copies. Player acknowledges that before signing this contract he was
given the opportunity to seek advice from or be represented by persons of his own selection.
___________________________
PLAYER
___________________________
Home Address
___________________________
Telephone Number
___________________________
Date
___________________________
___________________________
CLUB
___________________________
By
___________________________
Club Address
___________________________
Date
170
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
PLAYER’S CERTIFIED AGENT
___________________________
Address
___________________________
Telephone Number
___________________________
Date
Copy Distribution:
White-League Office
Yellow-Player
Green-Member Club
Blue-Management Council
Gold-NFLPA
Pink-Player Agent
171
Purchase answer to see full
attachment
BUS 317
Sports Law
Contract defined
OFFER
ACCEPTANCE
CONSIDERATION
“MEETING OF THE MINDS”
BUS 317 / Sports Law
Contract: Offer
In order to be a
valid offer, it must be:
— Voluntary
— Specific
— Understood
How do you know if an offer is real?
BUS 317 / Sports Law
Contract: Acceptance
— Must match offer
— Voluntary
— Specific
— Understood
Business Casual G-Men:
http://www.southparkstudios.com/clips/382781/business-casual-g-men
BUS 317 / Sports Law
Contract: Consideration
CONSIDERATION is either:
Something of value
Cash, securities, commodities
or
A promise to give value
Contract, inducement
BUS 317 / Sports Law
Contract: Meeting of minds
Objective standard is used to determine
if a “meeting of
the minds” exists
between the parties.
For more, see:
http://www.window.state.tx.us/procure
ment/pub/contractguide/LegalElements
ofaContract.pdf
(Note that though this discusses Texas
state law, the general legal concepts are
relevant and applicable here.)
BUS 317 / Sports Law
Implied/Express contracts
Implied contracts:
Contracts implied by actions
Express contracts:
Contracts expressly
stated writing or orally
Notary: One who is
licensed by the state to
authenticate a signature.
If he has a signed document, does Charlie
Brown have a valid contract with Lucy?
BUS 317 / Sports Law
Statute of Frauds
Oral contracts permitted…sometimes.
Under the Statute of Frauds
(through state common law or by statute)
certain contracts must
be in writing to be valid:
— Sale of goods of $500 or more
— Employment > one year (FL)
— Sale of land
— Marriage
BUS 317 / Sports Law
Stadium parking: Bailments
Bailment: Contract where
one party promises to hold
something of value for
another party and return
it in the same condition
as it was received.
At stadium parking lots,
almost uniformly,
no bailment is created.
BUS 317 / Sports Law
Stadium parking: Bailments
Key to bailment: Control
Travelers Insurance v. Pond (Ohio, 1957):
Cincinnati Reds’ Crosley Field
Bailment IS created
at stadium valet.
What about car contents?
Usually requires separate bailment contract.
If no ticket, is there an “implied contract”?
BUS 317 / Sports Law
Tickets: Revocable licenses
The contract formed on
the back of the ticket
specifies that the ticket
is a revocable license:
permission to enter the
stadium, with that
permission able to be
taken away by management.
BUS 317 / Sports Law
Voidable contracts
— Legal Disability
— Minors
— Intoxicated
Drunk contracting
KFOX-14 TV, El Paso, TX / Las Cruces, NM
— Fraud
— Mutual mistake
— Indefinite offers / Indefinite acceptances
BUS 317 / Sports Law
Breach of contract damages
— Compensatory damages
“Benefit of the bargain”
— “Liquidated damages”
Specifically negotiated in contract
— “Specific
performance”
Does
this
equal
this?
BUS 317 / Sports Law
CC: https://www.flickr.com/photos/mikemorbeck/4244842775
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT
THIS CONTRACT is between________________________________________________________________,
hereinafter “Player,” and___________________________________________________________________,a
____________________________________________________________corporation (limited partnership)
(partnership), hereinafter “Club,” operating under the name of the ____________________________________
as a member of the National Football League, hereinafter “League.” In consideration of the promises made by
each to the other, Player and Club agree as follows:
1.
TERM. This contract covers __________ football season(s), and will begin on the date of execution or
March 1, __________, whichever is later, and end on February 28 or 29, __________, unless extended,
terminated, or renewed as specified elsewhere in this contract.
2.
EMPLOYMENT AND SERVICES. Club employs Player as a skilled football player. Player accepts
such employment. He agrees to give his best efforts and loyalty to the Club, and to conduct himself on and off
the field with appropriate recognition of the fact that the success of professional football depends largely on
public respect for and approval of those associated with the game. Player will report promptly for and
participate fully in Club’s official mandatory minicamp(s), official preseason training camp, all Club meetings
and practice sessions, and all preseason, regular season and postseason football games scheduled for or by Club.
If invited, Player will practice for and play in any all-star football game sponsored by the League. Player will
not participate in any football game not sponsored by the League unless the game is first approved by the
League.
3. OTHER ACTIVITIES. Without prior written consent of the Club, Player will not play football or engage
in activities related to football otherwise than for Club or engage in any activity other than football which may
involve a significant risk of personal injury. Player represents that he has special, exceptional and unique
knowledge, skill, ability, and experience as a football player, the loss of which cannot be estimated with any
certainty and cannot be fairly or adequately compensated by damages. Player therefore agrees that Club will
have the right, in addition to any other right which Club may possess, to enjoin Player by appropriate
proceedings from playing football or engaging in football-related activities other than for Club or from
engaging in any activity other than football which may involve a significant risk of personal injury.
4. PUBLICITY AND NFLPA GROUP LICENSING PROGRAM.
(a) Player grants to Club and the League, separately and together, the authority to use his name and picture
for publicity and the promotion of NFL Football, the League or any of its member clubs in newspapers,
magazines, motion pictures, game programs and roster manuals, broadcasts and telecasts, and all other publicity
and advertising media, provided such publicity and promotion does not constitute an endorsement by Player of
a commercial product. Player will cooperate with the news media, and will participate upon request in
reasonable activities to promote the Club and the League. Player and National Football League Players
Association, hereinafter “NFLPA,” will not contest the rights of the League and its member clubs to telecast,
broadcast, or otherwise transmit NFL Football or the right of NFL Films to produce, sell, market, or distribute
football game film footage, except insofar as such broadcast, telecast, or transmission of footage is used in any
commercially marketable game or interactive use. The League and its member clubs, and Player and the
NFLPA, reserve their respective rights as to the use of such broadcasts, telecasts or transmissions of footage in
such games or interactive uses, which shall be unaffected by this subparagraph.
(b) Player hereby assigns to the NFLPA and its licensing affiliates,
if any, the exclusive right to use and to grant to persons, firms, or corporations (collectively “licensees”) the
right to use his name, signature facsimile, voice, picture, photograph, likeness, and/or biographical information
(collectively “image”) in group licensing programs. Group licensing programs are defined as those licensing
programs in which a licensee utilizes a total of six (6) or more NFL player images on or in conjunction with
products (including, but not limited to, trading cards, clothing, videogames, computer games, collectibles,
internet sites, fantasy games, etc.) that are sold at retail or used as promotional or premium items. Player retains
166
December 6, 2006 DRAFT
APPENDIX C
NFL PLAYER CONTRACT (CONT.)
the right to grant permission to a licensee to utilize his image if that licensee is not concurrently utilizing the
images of five (5) or more other NFL players on products that are sold at retail or are used as promotional or
premium items. If Player’s inclusion in a particular NFLPA program is precluded by an individual exclusive
endorsement agreement, and Player provides the NFLPA with timely written notice of that preclusion, the
NFLPA will exclude Player from that particular program. In consideration for this assignment of rights, the
NFLPA will use the revenues it receives from group licensing programs to support the objectives as set forth in
the Bylaws of the NFLPA. The NFLPA will use its best efforts to promote the use of NFL player images in
group licensing programs, to provide group licensing opportunities to all NFL players, and to ensure that no
entity utilizes the group licensing rights granted to the NFLPA without first obtaining a license from the
NFLPA. This paragraph shall be construed under New York law without reference to conflicts of law
principles. The assignment in this paragraph shall expire on December 31 of the later of (a) the third year
following the execution of this contract, or (b) the year in which this contract expires. Neither Club nor the
League is a party to the terms of this paragraph, which is included herein solely for the administrative
convenience and benefit of Player and the NFLPA. The terms of this subparagraph apply unless, at the time of
execution of this contract, Player indicates by striking out this subparagraph (b) and marking his initials
adjacent to the stricken language his intention to not participate in the NFLPA Group Licensing Program.
Nothing in this subparagraph shall be construed to supersede or any way broaden, expand, detract from, or
otherwise alter in any way whatsoever, the rights of NFL Properties, Inc. as permitted under Article V (Union
Security), Section 4 of the 1993 Collective Bargaining Agreement (“CBA”).
5. COMPENSATION. For performance of Player’s services and all
other promises of Player, Club will pay Player a yearly salary as follows:
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season;
$__________________________for the 20_____season.
In addition, Club will pay Player such earned performance bonuses as may be called for in this contract;
Player’s necessary traveling expenses from his residence to training camp; Player’s reasonable board and
lodging expenses during preseason training and in connection with playing preseason, regular season, and
postseason football games outside Club’s home city; Player’s necessary traveling expenses to and from
preseason, regular season, and postseason football games outside Club’s home city; Player’s necessary traveling
expenses to his residence if this contract is terminated by Club; and such additional compensation, benefits and
reimbursement of expenses as may be called for in any collective bargaining agreement in existence during the
term of this contract. (For purposes of this contract, a collective bargaining agreement will be deemed to be “in
existence” during its stated term or during any period for which the parties to that agreement agree to extend it.)
6. PAYMENT. Unless this contract or any collective bargaining agreement in existence during the term of
this contract specifically provides otherwise, Player will be paid 100% of his yearly salary under this contract in
equal weekly or biweekly installments over the course of the applicable regular season period, commencing
with the first regular season game played by Club in each season. Unless this contract specifically provides
otherwise, if this contract is executed or Player is activated after the beginning of the regular season, the yearly
salary payable to Player will be reduced proportionately and Player will be paid the weekly or biweekly
portions of his yearly salary becoming due and payable after he is activated. Unless this contract specifically
provides otherwise, if this contract is terminated after the beginning of the regular season, the yearly salary
payable to Player will be reduced proportionately and Player will be paid the weekly or bi weekly portions of
his yearly salary having become due and payable up to the time of termination.
7. DEDUCTIONS. Any advance made to Player will be repaid to Club, and any properly levied Club fine
or Commissioner fine against Player will be paid, in cash on demand or by means of deductions from payments
coming due to the Player under this contract, the amount of such deductions to be determined by Club unless
this contract or any collective bargaining agreement in existence during the term of this contract specifically
provides otherwise.
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8.
PHYSICAL CONDITION. Player represents to Club that he is and will maintain himself in excellent
physical condition. Player will undergo a complete physical examination by the Club physician upon Club
request, during which physical examination Player agrees to make full and complete disclosure of any physical
or mental condition known to him which might impair his performance under this contract and to respond fully
and in good faith when questioned by the Club physician about such condition. If Player fails to establish or
maintain his excellent physical condition to the satisfaction of the Club physician, or make the required full and
complete disclosure and good faith responses to the Club physician, then Club may terminate this contract.
9. INJURY. Unless this contract specifically provides otherwise, if Player is injured in the performance of
his services under this contract and promptly reports such injury to the Club physician or trainer, then Player
will receive such medical and hospital care during the term of this contract as the Club physician may deem
necessary, and will continue to receive his yearly salary for so long, during the season of injury only and for no
subsequent period covered by this contract, as Player is physically unable to perform the services required of
him by this contract because of such injury. If Player’s injury in the performance of his services under this
contract results in his death, the unpaid balance of his yearly salary for the season of injury will be paid to his
stated beneficiary, or in the absence of a stated beneficiary, to his estate.
10. WORKERS’ COMPENSATION. Any compensation paid to Player under this contract or under any
collective bargaining agreement in existence during the term of this contract for a period during which he is
entitled to workers’ compensation benefits by reason of temporary total, permanent total, temporary partial, or
permanent partial disability will be deemed an advance payment of workers’ compensation benefits due Player,
and Club will be entitled to be reimbursed the amount of such payment out of any award of workers’
compensation.
11.
SKILL, PERFORMANCE AND CONDUCT. Player understands that he is competing with other
players for a position on Club’s roster within the applicable player limits. If at any time, in the sole judgment of
Club, Player’s skill or performance has been unsatisfactory as compared with that of other players competing
for positions on Club’s roster, or if Player has engaged in personal conduct reasonably judged by Club to
adversely affect or reflect on Club, then Club may terminate this contract. In addition, during the period any
salary cap is legally in effect, this contract may be terminated if, in Club’s opinion, Player is anticipated to make
less of a contribution to Club’s ability to compete on the playing field than another player or players whom
Club intends to sign or attempts to sign, or another player or players who is or are already on Club’s roster, and
for whom Club needs room.
12. TERMINATION. The rights of termination set forth in this contract will be in addition to any other
rights of termination allowed either party by law. Termination will be effective upon the giving of written
notice, except that Player’s death, other than as a result of injury incurred in the performance of his services
under this contract, will automatically terminate this contract. If this contract is terminated by Club and either
Player or Club so requests, Player will promptly undergo a complete physical examination by the Club
physician.
13. INJURY GRIEVANCE. Unless a collective bargaining agreement in existence at the time of termination
of this contract by Club provides otherwise, the following injury grievance procedure will apply: If Player
believes that at the time of termination of this contract by Club he was physically unable to perform the services
required of him by this contract because of an injury incurred in the performance of his services under this
contract, Player may, within 60 days after examination by the Club physician, submit at his own expense to
examination by a physician of his choice. If the opinion of Player’s physician with respect to his physical ability
to perform the services required of him by this contract is contrary to that of the Club’s physician, the dispute
will be submitted within a reasonable time to final and binding arbitration by an arbitrator selected by Club and
Player or, if they are unable to agree, one selected in accordance with the procedures of the American
Arbitration Association on application by either party.
14. RULES. Player will comply with and be bound by all reasonable Club rules and regulations in effect
during the term of this contract which are not inconsistent with the provisions of this contract or of any
collective bargaining agreement in existence during the term of this contract. Player’s attention is also called to
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NFL PLAYER CONTRACT (CONT.)
the fact that the League functions with certain rules and procedures expressive of its operation as a joint venture
among its member clubs and that these rules and practices may affect Player’s relationship to the League and its
member clubs independently of the provisions of this contract.
15. INTEGRITY OF GAME. Player recognizes the detriment to the League and professional football that
would result from impairment of public confidence in the honest and orderly conduct of NFL games or the
integrity and good character of NFL players. Player therefore acknowledges his awareness that if he accepts a
bribe or agrees to throw or fix an NFL game; fails to promptly report a bribe offer or an attempt to throw or fix
an NFL game; bets on an NFL game; knowingly associates with gamblers or gambling activity; uses or
provides other players with stimulants or other drugs for the purpose of attempting to enhance on-field
performance; or is guilty of any other form of conduct reasonably judged by the League Commissioner to be
detrimental to the League or professional football, the Commissioner will have the right, but only after giving
Player the opportunity for a hearing at which he may be represented by counsel of his choice, to fine Player in a
reasonable amount; to suspend Player for a period certain or indefinitely; and/or to terminate this contract.
16. EXTENSION. Unless this contract specifically provides otherwise, if Player becomes a member of the
Armed Forces of the United States or any other country, or retires from professional football as an active player,
or otherwise fails or refuses to perform his services under this contract, then this contract will be tolled between
the date of Player’s induction into the Armed Forces, or his retirement, or his failure or refusal to perform, and
the later date of his return to professional football. During the period this contract is tolled, Player will not be
entitled to any compensation or benefits. On Player’s return to professional football, the term of this contract
will be extended for a period of time equal to the number of seasons (to the nearest multiple of one) remaining
at the time the contract was tolled. The right of renewal, if any, contained in this contract will remain in effect
until the end of any such extended term.
17. ASSIGNMENT. Unless this contract specifically provides otherwise, Club may assign this contract and
Player’s services under this contract to any successor to Club’s franchise or to any other Club in the League.
Player will report to the assignee Club promptly upon being informed of the assignment of his contract and will
faithfully perform his services under this contract. The assignee club will pay Player’s necessary traveling
expenses in reporting to it and will faithfully perform this contract with Player.
18. FILING. This contract will be valid and binding upon Player and Club immediately upon execution. A
copy of this contract, including any attachment to it, will be filed by Club with the League Commissioner within
10 days after execution. The Commissioner will have the right to disapprove this contract on reasonable
grounds, including but not limited to an attempt by the parties to abridge or impair the rights of any other club,
uncertainty or incompleteness in expression of the parties’ respective rights and obligations, or conflict between
the terms of this contract and any collective bargaining agreement then in existence. Approval will be automatic
unless, within 10 days after receipt of this contract in his office, the Commissioner notifies the parties either of
disapproval or of extension of this 10-day period for purposes of investigation or clarification pending his
decision. On the receipt of notice of disapproval and termination, both parties will be relieved of their respective
rights and obligations under this contract.
19. DISPUTES. During the term of any collective bargaining agreement, any dispute between Player and
Club involving the interpretation or application of any provision of this contract will be submitted to final and
binding arbitration in accordance with the procedure called for in any collective bargaining agreement in
existence at the time the event giving rise to any such dispute occurs.
20. NOTICE. Any notice, request, approval or consent under this contract will be sufficiently given if in
writing and delivered in person or mailed (certified or first class) by one party to the other at the address set
forth in this contract or to such other address as the recipient may subsequently have furnished in writing to the
sender.
21. OTHER AGREEMENTS. This contract, including any attachment to it, sets forth the entire agreement
between Player and Club and cannot be modified or supplemented orally. Player and Club represent that no
other agreement, oral or written, except as attached to or specifically incorporated in this contract, exists
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APPENDIX C
NFL PLAYER CONTRACT (CONT.)
between them. The provisions of this contract will govern the relationship between Player and Club unless there
are conflicting provisions in any collective bargaining agreement in existence during the term of this contract, in
which case the provisions of the collective bargaining agreement will take precedence over conflicting
provisions of this contract relating to the rights or obligations of either party.
22.
LAW. This contract is made under and shall be governed by the laws of the State of
________________________________________.
23. WAIVER AND RELEASE. Player waives and releases any claims that he may have arising out of,
related to, or asserted in the lawsuit entitled White v. National Football League, including, but not limited to,
any such claim regarding past NFL Rules, the College Draft, Plan B, the first refusal/compensation system, the
NFL Player Contract, preseason compensation, or any other term or condition of employment, except any
claims asserted in Brown v. Pro Football, Inc. This waiver and release also extends to any conduct engaged in
pursuant to the Stipulation and Settlement Agreement in White (“Settlement Agreement”) during the express
term of that Settlement Agreement or any portion thereof. This waiver and release shall not limit any rights
Player may have to performance by the Club under this Contract or Player’s rights as a member of the White
class to object to the Settlement Agreement during its review by the court in Minnesota. This waiver and release
is subject to Article XIV (NFL Player Contract), Section 3(c) of the CBA.
24. OTHER PROVISIONS.
(a) Each of the undersigned hereby confirms that (i) this contract, renegotiation, extension or amendment
sets forth all components of the player’s remuneration for playing professional football (whether such
compensation is being furnished directly by the Club or by a related or affiliated entity); and (ii) there are not
undisclosed agreements of any kind, whether express or implied, oral or written, and there are no promises,
undertakings, representations, commitments, inducements, assurances of intent, or understandings of any kind
that have not been disclosed to the NFL involving consideration of any kind to be paid, furnished or made
available to Player or any entity or person owned or controlled by, affiliated with, or related to Player, either
during the term of this contract or thereafter.
(b) Each of the undersigned further confirms that, except insofar as any of the undersigned may describe in
an addendum to this contract, to the best of their knowledge, no conduct in violation of the Anti-Collusion rules
of the Settlement Agreement took place with respect to this contract. Each of the undersigned further confirms
that nothing in this contract is designed or intended to defeat or circumvent any provisions of the Settlement
Agreement, including but not limited to the Rookie Pool and Salary Cap provisions; however, any conduct
permitted by the CBA and/or the Settlement Agreement shall not be considered a violation of this confirmation.
(c) The Club further confirms that any information regarding the negotiation of this contract that it provided
to the Neutral Verifier was, at the time the information was provided, true and correct in all material respects.
25.
SPECIAL PROVISIONS.
THIS CONTRACT is executed in six (6) copies. Player acknowledges that before signing this contract he was
given the opportunity to seek advice from or be represented by persons of his own selection.
___________________________
PLAYER
___________________________
Home Address
___________________________
Telephone Number
___________________________
Date
___________________________
___________________________
CLUB
___________________________
By
___________________________
Club Address
___________________________
Date
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APPENDIX C
NFL PLAYER CONTRACT (CONT.)
PLAYER’S CERTIFIED AGENT
___________________________
Address
___________________________
Telephone Number
___________________________
Date
Copy Distribution:
White-League Office
Yellow-Player
Green-Member Club
Blue-Management Council
Gold-NFLPA
Pink-Player Agent
171
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