What Is In That Release You Signed? Part 2

Last issue we started to review the release that players sign in order to play in WSOP events. Since nobody actually reads these forms, I thought I would look it over. Let’s continue breaking down the release, section by section.

Paragraph 7 is captioned “Confidentiality.” It begins by stating that “Player shall treat all information and material received or acquired during participation in the WSOP events, including without limitation, WSOP event outcomes … as strictly confidential and shall not disclose any such information to any third party for a period of three (3) years from the conclusion of the WSOP events.”

Does that mean if you win a bracelet, you can’t tell anyone for three years? Yes, that is exactly what it means. But wait, there’s more! There follows a bunch of exceptions, including allowing you to disclose information that is disclosed by Caesars or by anyone else who had authority to disclose it. So you can safely disclose the fact that you won a bracelet since Caesars also discloses it.

You are also prohibited from disclosing trade secrets of Caesars. Does this entire provision make any sense? Not really. Confidential information probably includes things like how much money Caesars takes in from various WSOP activities and how they spend it, but this information is more likely acquired by employees rather than by players. So my guess is that this is a provision that really belongs in an employment contract and the lawyers are being overly cautious – which the lawyers would probably say is a virtue.

Paragraph 8 is captioned “Personal Information.” Unless you have been asleep for the last 20 years, you are undoubtedly aware that when you visit a website, or when you use a players card such as Caesars Rewards, at a casino, they are acquiring a great deal of information about you. This provision directs you to caesars.com/privacy to find a statement of their privacy policy.

Even if you have been awake, you might be shocked to see the kinds of information they acquire and who they can share it with. This provision also tells you that you have various rights, including the right to obtain a copy of all the information they obtained about you in the past year and the right to prevent the information from being sold to third parties. Supposedly you can exercise those rights by going to caesars.com/privacyrequests, but it isn’t easy.

When I went to that address, I found that if I scrolled down there were links that said, “Do Not Sell or Share My Personal Information” and “Limit the Use of My Sensitive Personal Information,” but these links did not work. However, after I logged in and went to “My Rewards,” the links became activated. Even then, you can’t open the links until you first submit a Privacy Request Form and they determine that you are qualified to make the request.

Paragraph 9, “Waiver, Release, and Hold Harmless,” is something you have seen before if you have engaged in a dangerous activity like bungee-jumping, horseback riding, or parasailing. You agree that even if the party offering the activity acts negligently, you will not sue them. As a general rule, these so-called “exculpatory clauses” are enforceable if the activity is in an area of private interest, but they are not enforceable in an area of public interest such as health, transportation, or housing.

I will leave it to your lawyer to determine which area poker playing falls into, but my guess is that you would be out of luck. On the other hand, the release is only effective in the event of what is called simple or ordinary negligence. If you are injured because they acted really badly or intentionally, like if they took you into the back room where the vise is located, you (or your heirs) would still have a claim.

The last long provision, unhelpfully though accurately captioned “Miscellaneous,” contains a laundry list of unrelated items. These are the “boilerplate” provisions that are found in nearly every contract. By saying that, I don’t mean to diminish their importance, so let’s get started on figuring out what they mean.

The first sentence makes clear that while they have the right to use your appearance in the media or promotions, they do not have the obligation to do so. Just because you enter the main event does not guarantee that your local poker group will see you on TV. The next sentence gives Caesars (but not you) the right to transfer the rights under this agreement to a third party. So if they should sell the rights to the WSOP, this agreement could be enforced against you by the new owners.

Next comes what is called a merger clause. Under the so-called “parol evidence rule” once the parties to an agreement have reduced it to writing and signed it, if they intend it to be their final and complete agreement, then evidence of anything anyone said before the signing can’t be offered into evidence as part of the agreement. The merger clause makes clear that that was your intent. That is why you have to be careful when a seller makes promises or representations about something they are selling you.
If what they say does not end up in the written agreement, you will probably be out of luck. Because of the parol evidence rule, it is not part of the agreement.

There is a moment at the end of the under-appreciated movie The Founder, when Ray Kroc is buying out the McDonald brothers and tells them, just before they sign the contract, “I promise to also pay you 1% of the company’s profits. My investors didn’t want me to put that in the agreement, but you’ve got my word on it.” No spoiler here about whether or not they got it.

We will finish our examination of this document in the next column. ♠

Scott J. Burnham is Professor Emeritus at Gonzaga University School of Law in Spokane, Washington. He can be reached at [email protected].