Non disclosure agreements

From gawker

Nondisclosure Agreements: Hollywood’s Hottest, Paranoia-Soothing Legal Document!

In this celebrity-obsessed time, where even the seemingly most innocent home visit by a UPS delivery-person, handyman, or allegedly discreet escort specializing in pirate-themed bondage can result in a humiliating four-page, cameraphone-photo spread in Life & Style spotlighting the appalling tackiness of an actor's window treatments, an image-conscious famous person's best friend is the nondisclosure agreement, the first legal line of defense against preventable privacy violations. The LAT today risks third degree burns by getting too close to the sizzle of Hollywood's hottest legal document:

"It's the information age, and information is power," says Peter Dunham, an interior designer based in West Hollywood who is often privy to VIP secrets through his work for celebrities. Dunham says requests for nondisclosure agreements have become so prevalent, he's had to add a boilerplate in his contracts stating that he and his staff will keep their lips sealed on every detail, be it the celebrity's address, her budget, the kind of flowers she prefers in the foyer or the intimate details of what lies in her closets.

"I don't even want to know things about my celebrity clients for fear it will slip through my mouth accidentally," he says.

One A-list film director, whose name he can't reveal, was so concerned about privacy that Dunham wasn't even allowed to take the standard "before" pictures of the home for planning purposes. The director, whom Dunham recognized at first sight, also insisted on meeting under a pseudonym. Dunham's philosophy: "If you're going to pay me, I'll call you whatever you like." [...]

"Any plumber or gardener can use a cellphone camera to film a husband and wife fighting, or a child having a tantrum, or a client getting out of a shower, and then download it anonymously to YouTube," says Paul Nicholas Boylan, an attorney in Davis, Calif., who specializes in nondisclosure agreements. "In a world like this, it makes sense that a contract to fix a sink or mow the lawn would contain a confidentiality agreement."

It's not hard to envision a very near future in which even the most ironclad of NDAs are seen as insufficient to adequately protect the privacy of celebrities, and increasingly paranoid measures become de rigueur for anyone who requires even the most routine of in-home services performed. Soon, the repair of a clogged toilet will necessitate a plumber being picked up by an intermediary in a Cerritos Costco parking lot, where he'll be blindfolded, tossed in the back of a van, and beaten with bamboo rods on the soles of his feet until he promises to never disclose to the media the client's inability to remember that the master bathroom's commode can't handle the strain of eliminating her feminine hygiene products. Then, and only then, will he be driven to the celebrity's Bel Air mansion to complete the repair, once all reasonable fears of a DESPERATE HOUSWIFE TAMPON-IN-CRAPPER SHOCKER! cover story have been dispelled.

From 10021nysocialites
Sample nondisclosure and confidentiality agreement

If you have been reading my series on confidentiality leaks, you know that this agreement means very little, except in a court of law. By reading my series, you will know how to find the right people to hire, and be able to have faith in the paper that is signed.

Sample Confidentiality & Nondisclosure Agreement

THIS AGREEMENT is made the ............. day of ........, 20........., by and between ..........., a .............[company type, e.g., a corporation] organized and existing under the laws of the State of ............., having a principal place of business at ................ ("Disclosing Party"), and ............., [company type, if applicable] [organized and existing under the laws of the State of ................, if applicable], having a principal place of business at [if business, or] with offices at ................. ("Recipient").

WHEREAS, Disclosing Party is the proprietor of information concerning _.................... (the "Information"); and

WHEREAS, Recipient is interested to learn the Information so as to be able to determine their interest in the use of the Information [or, in connection with ...................project].
NOW, THEREFORE, in consideration of mutual premises and covenants it is mutually agreed as follows:

Disclosing Party agrees to divulge to Recipient sufficient details of the Information to enable Recipient to understand the substance thereof. It is mutually understood that, unless otherwise specifically indicated in writing, any information so communicated by Disclosing Party to Recipient is confidential and constitutes valuable trade secrets of Disclosing Party.

In order to induce Disclosing party to divulge the Information, Recipient covenants and warrants (i) to use the Information only for the purposes hereinabove stated, (ii) not to use any of the Information for the Recipient's own benefit, and (iii) not to disclose any of it to third parties without the prior written permission of Disclosing Party.

Excluded from the above restriction is any part of Disclosing Party's disclosure that:

can be demonstrated to have been in the public domain prior to the date hereof;

can be demonstrated to have been in Recipient's possession prior to the date hereof.

becomes part of the public domain by publication or otherwise, not due to any unauthorized act or omission on Recipient's part; or

is supplied to Recipient by any third party as a matter of right insofar as the Information had been obtained by such third party lawfully.

The rights and obligations herein are personal to Disclosing Party and Recipient and cannot be assigned without the prior written permission of the other party. This Agreement contains the entire understanding of the parties relating to the matters referred to herein, and can only be amended by a written instrument duly executed on behalf of Disclosing Party and Recipient.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date hereinabove set forth.

[The Disclosing Party] [ Recipient]

By: By:

Name [Title, if applicable] Name [Title, if applicable]

Thank You to Big4Guy for the sample [You must be registered and logged in to see this link.]

From rediff

Celebs sign up for gag orders on nannies

rediff Entertainment Bureau | July 26, 2007 17:58 IST

Indian ingenuity meets Hollywood need - and the outcome is a nanny gag.

In the age of UTube, where any cell phone is potentially a spy camera, and your best kept secrets are liable to be splashed on video-sharing websites, Hollywood celebrities have figured out the solution: a non-disclosure agreement, binding on nannies, gardeners, domestic servants and pretty much everyone else they let into their closely guarded lives.

The agreement asks that you do not videotape, photograph, or even talk about what you may see or hear while performing your domestic duties -- and a growing list of celebrities from Angelina Jolie through Eva Longoria and Diane Keaton are making haste to sign up.

Ram Katalan, president of the Los Angeles based NorthStar Moving, is on the cutting edge of the latest winkle in the defense of personal privacy -- and increasingly, he tells the LA Times, even non-celebrities are rushing to sign up.

The company's privacy protection services go way beyond getting domestic help to sign forms. 'We've even had divorced couples, where one spouse doesn't want the other to know where they are moving,' Katalan's partner, Laura McHolm, is quoted by the LA Times as saying.

The company thus sends out decoy trucks, starts moves at 2 am and employs other stealth tactics to prevent snoops, and/or the paparazzi, from finding out where their client is moving to.

The LA Times points out that in Southern California, home of the rich, the famous and the beautiful, gossip has greater value than gold; juicy celebrity stories can be traded to an ever-hungry media for all the money you can demand.

The non-disclosure agreements serve another purpose -- once you sign them, you cannot even talk of any hanky-panky that you might spot in course of your duties. The LA Times points out that when Broadcom co-founder and former chief executive Henry T Nicholas III was last week sued by an assistant who alleged drug use and debauchery at Nicholas' Newport Beach home, the billionaire hit back by pointing out that the assistant was bounded by confidentiality agreements, and thus could not talk of what had been witnessed.

The problem is two-fold: the beautiful people in the region prefer sprawling estates; the larger your home and grounds, the higher you rate on the social index. The problem though is such expansive estates offer much cover for gossips to hide in, and snoop.

The other, related, problem is technology. 'Any plumber or gardener can use a cellphone camera to film a husband and wife fighting, or a child having a tantrum, or a client getting out of a shower, and then download it anonymously to YouTube,' the LA Times quotes California attorney Paul Nicholas Boylan, a specialist in NDAs, as saying.

The NDAs, attorneys point out, can help ensure that tell-all books don't hit bestseller lists again with the impact Suzanne Hanson created with her 2006 bestseller 'You'll Never Nanny in This Town Again: The True Adventures of a Hollywood Nanny.'

In the book, Hansen recounts the less than savory anecdotes pertaining to stars like Debra Winger and Danny de Vito, and power couple Michael and Judy Ovitz, for whom she had worked through the late 1980s and '90s.

'I could never have written it if I had been working today,' Hansen is quoted in the LA Times as saying. 'Now everyone has such elaborate confidentiality contracts.'

NDAs are not, however, foolproof -- as celebrity couple Victoria and David Beckham found out to their cost a couple of years back.

The Beckhams' former nanny Abbie Gibson signed multiple NDAs, but then spoke at length to News of the World about David's alleged infidelities and the problems in the Beckham marriage, for a fee of 125,000 pounds.

The Beckhams sued; a British court ruled in favor of Gibson, finding that as public figures by choice, the Beckhams didn't have much right to privacy.

The trick, experts in the field say, is to focus on the money, not the privacy. The LA Times quotes attorneys to point out that if the Beckhams' case had been that they owned the information about themselves, and therefore the nanny was essentially committing robbery when she sold it to third parties, the case would have had a different outcome.

That, the LA Times reports, is what Hollywood's most sought-after couple, Michael Douglas and Catherine Zeta-Jones, did when Hello! Magazine published pictures of their wedding taken by someone in the guise of a waiter.

The couple argued in court that the wedding pictures were their property, that they had sold the rights to another publication, and that the magazine had effectively robbed them of valuable property. They won.

The details of the NDAs are as closely guarded as the secrets the celebs wish to protect. However, the LA Times discloses that when Tom Cruise and Nicole Kidman were still married, an employee signed an agreement that stipulated steep penalties for photographing, filming or otherwise disclosing 'any aspect of any activity occurring at, in or about any home or other property owned, occupied or used by the Employer or any member of the Cruise family.'

Damages for violation of the agreement ranged from $20 for each copy of a newspaper or magazine that published the information (with a $1-million minimum total payment), $2 million per non-network U.S. broadcast outlet, and $5 million per network broadcast.

Meanwhile, Ram Katalan is a story in himself. 12 years ago, NorthStar Moving Corp was nothing more than one tiny office, one rented truck, and one employee: Katalan himself.

A high degree of professionalism and favourable word of mouth has seen it grow to where it now ranks 17th on the San Fernando Valley Business Journal's list of the 50 Fastest Growing Private Companies.

The influential trade journal Franklin Report describes the company as the 'guiding light in a sea of moving companies'. Katalan today supervises 40 trucks and over 200 employees, and the company is increasingly the go-to operation for people (Jolie, Keaton and even Antony Hopkins figure on the client list) who wants to move -- locally, across the country or even abroad.