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April 10, 2011
“Reverse Morality” Clauses for Celebrity Endorsers: What Are They? Something Celebrities, Including Jay-Z, Should Try Enforcing
Noticing New York
Corporations that make use of celebrity endorsements commonly write protections into contracts to protect themselves case of misbehavior by a celebrity. But there are also reverse-morality clauses to protect the celebrity in case of bad behavior by the corporation. A course presented by Andrew Bondarowicz, Esq. suggests that Jay-Z might need such protection as part of his endorsement of Atlantic Yards?
Unfortunately, while reverse morality clauses are actually becoming more prevalent (Mr. Bondarowicz’s says they were almost unheard of 20-30 years ago but are becoming popular in the post-ENRON environment) they are rarely enforced. Why not?
Mr. Bondarowicz puts it this way:
While the considerations may be very similar, it is very unlikely that morals clauses will be enforced in reverse situations mainly because the brand is the one typically that’s paying the endorser and unless you’re willing to forgo the financial implications of that deal you tend to find a way to work within the relationship. Secondly, the brand sought out the endorser to serve as spokesman for the company and in times of crisis it becomes even more advantageous to utilize the services of that endorsement to regain credibility and trust with the public.
That rather delicado lawyer-speak can be translated thus: If the endorser enforces the reverse morals clause they will lose a paycheck, but if they work something out with "the brand" to avoid the clause being triggered they just might get paid even more as they bail the corporation out in its days of crisis.
...
...Forest City Ratner is now in a time of crisis. In fact, if you apply the triggers above in the list of standards that usually apply to paid endorsers, Forest City Ratner has by the judgment of many of us crossed quite a few of those lines, at least in the “softer categories.” As for the “harder” categories, there hasn’t yet been a conviction for felony or misdemeanor or a criminal indictment, but many would convincingly argue that Forest City Ratner is dancing uncomfortably close to those triggers as well. - - Does all this mean that Jay-Z’s paycheck is going up?
Related coverage...
Atlantic Yards Report, Jay-Z, "a reverse morals clause," and the flexibility of morality
Michael D. D. White, in his Noticing New York blog, suggests that Jay-Z's take from Forest City Ratner might be going up because of a "reverse morals clause" triggered by the company's questionable behavior.
Perhaps, but Jay-Z himself is hardly pure, not merely his unquestioning endorsement of Atlantic Yards, but the $50,000 fine the Nets recently incurred because Jay-Z inappropriately visited the locker room of the Kentrucky Wildcats.
Ultimately, I suspect Jay-Z's fine with it all as long as he can open the Barclays Center with some hugely promoted concerts.
Posted by steve at April 10, 2011 12:26 AM