Athletes and other celebrities may soon require confidentiality agreements from potential romantic partners.
At the very moment Peyton Siva publicly celebrated leading his University of Louisville Cardinals to the 2013 NCAA Men’s Basketball Championship over the University of Michigan Wolverines Monday night, his prospective private merriment was being exposed on Twitter.
Adult film model and professional escort Jenna Shea took to the social media site simultaneously with the clock to the hotly competed contest ticking down to double zeroes and submitted phone screen shots of texts and pictures from Siva attempting to curry Shea’s attention. The screenshots were summarily taken down at the time of this post.
Shea appeared to be upset Siva made efforts to approach her online despite having a girlfriend.
“Wait peypeysiva has a girlfriend but he calling and texting me???” Shea tweeted.
Shea is also known for outing the terms of those relationships, such as receiving $20,000 payment from Harden.
Jenna Shea is indicative of a trend of scores of celebrities and athletes meeting potential mates and the resulting relationships turning into fodder for gossip blogs.
Shea tweeted Siva should have paid her off.
What really may have happened was a miscommunication over whether the nature of the relationship was meant to be purely financial, romantic, or some hybrid of the two.
Since many of the romantic relationships and trysts have a “business” nature, particularly with professional escorts such as Shea, athletes and celebrities may elect to enter into more sophisticated agreements to protect their privacy, image, and personal brand.
One such way of protect private information is through a nondisclosure agreement.
What is a Confidentiality Agreement?
A confidentiality agreement, also known as a nondisclosure agreement, confidential disclosure agreement, or NDA, is a legally binding contract between at least two parties sharing protected information with one another.
Essentially, confidentiality agreements are based upon trust. In relationships having a romantic, business or quasi-business nature, the trust element is vital.
NDAs are typically preliminary, secondary contracts where the relative parties outline sensitive information about of their relative business processes.
For example, Shea may be more specific with how she carries out her professional escort activities with someone meeting Siva’s criteria (especially since her criteria may walk a fine line of what is legally permissible), while Siva may want to reveal the type of relationship he would be interested in with a professional escort.
The information shared between each party is then used to determine whether to enter into enter into a primary contractual business relationship.
Alternatively, condensed NDA clauses can be included in one comprehensive document underlining the substance of the primary business relationship.
In an arrangement where the tips of scales of celebrity are heavily weighted toward the more known name, an NDA clause as part of a larger primary substantive contract would be the more preferred option for the lesser known romantic partner who would more likely than not charge a premium to include the provision.
Conversely, a high profile person would be best served to negotiate the terms of a separate, preliminary NDA prior to entering a quasi-business relationship and keep costs of a primary contract or romantic relationship on par with those without an NDA.
What Is Included in a Confidentiality Agreement?
NDAs typically include a list of what is covered by the agreement and not to be shared, such as financial information, verbal representations, customer or vendor lists, business strategies, unpublished intellectual property applications, know-how, and schematics.
In the case of a high profile athlete such as Siva, private communications, such as text messages, pictures, email, or the nature of his personal and/or business relationship with Shea would be protected.
What is not included for valid protection in a nondisclosure agreement is just as important as what is.
Often times other parties may come across certain information about one of the other parties prior to the agreement. Such information is not covered in an NDA.
If Shea were to enter into an agreement with Siva after the text messages were sent, they would not be covered by the agreement.
Also not covered is receiving knowledge of confidential information from another source and information generally known to the public.
Siva’s potential NBA draft status, his scoring average, his grade point average, or the fact he has a girlfriend are matters available to the public and thus would not be covered.
What Are the Remedies for Breach of a Confidentiality Agreement?
What if Jenna Shea, after entering a nondisclosure agreement with a player like Peyton Siva, decides to share confidential information in breach of the agreement?
Remedies for a breach may depend on how a judge sees the agreement. If Shea used disclosing confidential information as a means to getting paid to appear on a reality show, a judge may apportion what is known as an accounting of profits and potentially order her to pay Siva a significant portion of her reality show proceeds.
Siva might also be able to seek an injunction to prevent Shea from the reality show (or prevent the mention or reference to his name) and profiting from her breach.
If Siva lost out on endorsement monies in relation to revelation of the information and Shea’s actions could be successfully shown as the cause of the lost income, a judge may award damages based on the net gain that would have accrued but for the breach.
Alternatively, if a judge views Shea’s actions as tortious (meant to harm Siva), then there would be an entirely different method of calculating damages.
Finally, Siva could require a damages provision in the contract, including reasonable court costs and attorney’s fees.
The Bottom Line
Athletes and celebrities have options before entering into a high stakes game of romance and business.
Before the next time a high profile person sends a text message or direct message on Twitter, he or she may want to refer the new found interest to his or her attorney before sealing the deal.
NDA sounds much better than TMZ.