A-Rod’s Breach of Contract Claim?
posted by Lawrence Cunningham
Inspired by Dan’s post on the tort of breach of confidentiality: can a unionized baseball player win breach of contract claims if information the collective bargaining agreement requires to be kept confidential or destroyed is neither destroyed nor kept confidential?
The issue arises concerning public disclosures earlier this month of 2003 steroid test results for Alex Rodriquez that the CBA required the union and/or the league to destroy or keep confidential. Numerous issues appear, both factual and legal.
First, a threshold factual issue: exactly how was the information disclosed? The information was generated in 2003, kept at a third-party lab through April 2004, when federal agents with warrants seized it. The information is evidence in an ongoing government investigation and appears to be under seal by court order. It does not appear that either the union or the league were responsible for the public disclosure, which was reported by Sports Illustrated earlier this month.
Second: which party made the promise to destroy under the CBA, the union or the league? Some talk suggests that the union undertook this duty and this makes logical sense given its memberships’ particular interest in its destruction. But I’d need to see the CBA to determine that and I have not seen it.
Third, did the promisor (whether union or league) breach the promise to destroy? This will depend on interpreting the contract language and comparing it to any performance steps the promisor took. The information apparently was still at a third-party lab in April 2004. Does that mean that the promise to destroy was breached?
Fourth: did the union or league violate their promises of confidentiality? This does not seem likely. They had to repose the information with the third-party lab, of course. Government officials seized it pursuant to a warrant. Someone, but not obviously the union or the league, made the public disclosure.
Fifth, would the player be able to enforce the CBA provisions against the union or the league anyway? As a matter of common law contracts, no doubt a union member would qualify as a third party beneficiary of the CBA and be able to assert rights under it. But labor law would trump contract law, and it puts limits on members’ rights to sue under CBAs. Members usually are remitted to suits against the union under its constitution for challenges to its representation.
This gets into matters beyond my expertise, but this and the foregoing issues suggest that the possibility of a breach of contract action may be more difficult than appears. And I have only begun to think about the issues I’ve listed. There may be others.