Couture’s Agent Refutes Report as War of Words Continues

By Adam Swift Oct 18, 2007
The old adage goes, "what's in a name?" Apparently, the answer is a lot, at least when it comes to describing Randy Couture's (Pictures) departure from the UFC.

The subtle dispute between Couture and UFC president Dana White in their subsequent war of words may turn out to be the most important.

Couture has steadfastly described his act as a "resignation," while White has consistently used the word "retirement." The reason behind the careful parsing of words is becoming clear as purported details of Couture's UFC contract begin to trickle out.

On Tuesday, Yahoo! Sports' Kevin Iole cited non-UFC sources claiming Couture's contract with the UFC was worth $13-15 million. Couture told Sherdog.com that his four-fight contract paid him $250,000 per fight in addition to guarantees on pay-per-view bonuses.

Late Wednesday, Couture's agent Matt Walker told Sherdog.com the figures reported by Yahoo! were "extremely inaccurate" based upon what Couture had been told were pay-per-view numbers from the UFC heavyweight champion's last two fights.

"When I first read the story on Yahoo! I actually laughed because they are so far from fact," said Walker.

"If he were getting $3.25-$3.75 million a fight then Randy's compensation would not be an issue," said the agent, who was lambasted by White as a Hollywood parasite after Couture announced his resignation on Oct. 11. "However, I can tell you those salary numbers for Randy are severely inflated and I would love to know where they got the information."

Yahoo! Sports' Iole told Sherdog.com on Thursday that he stands by his report.

According to another report on Yahoo! Sports, this time by Dave Meltzer, most of the top star's contracts with the UFC include a clause that freezes the contract if the fighter retires. Therefore if Couture's departure is a retirement, he would remain under UFC contract indefinitely until he fulfills the remaining fights on his deal.

Couture's public statements reflect his belief that he will be free of the contract nine months from now. The UFC counters that Couture has two fights remaining before the deal can be fulfilled.

Walker declined to comment on the specifics of Couture's contract, but said "everything will make sense when the dust settles.

"I can tell you that this decision was made out of principle and would have been made regardless of the outcome. Randy is a man of integrity and felt he needed to make a stand. The story will be told in the results and I think everyone knows the type of man Randy is, as has been demonstrated over the decade, while others may have built a different type of reputation."

Without access to the contract itself it is impossible to draw legal conclusions on the validity of a "retirement" clause, however, some preliminary research suggests that Zuffa might face an uphill battle in attempting to enforce such a clause regardless of whether Couture's action represented a retirement or a resignation.

The reported clause might be construed as an attempt by the company to compel specific performance through a contract in equity. In layman's terms, the clause appears to be an attempt by the UFC to compel Couture to fulfill his contract according to terms laid out in the deal. The problem with the clause is that it appears to be an attempt to contract for a remedy, which is the proper role of the court.

The general rule is that courts will not compel specific performance of a personal services contract. However, according to Corpus Juris Secundum, a leading legal encyclopedia, "the breach of a contract to render special, unique, or extraordinary personal services may be restrained," meaning that Couture is a unique property and is not easily replaced.

Unless prohibited by statute, it is now widely held that while the law will not compel specific performance, it will enjoin the employee from "working for others or doing positive actions in violation of the contract" if irreparable damage will be suffered as a result of the breach. In those cases an injunction may be issued to prevent the employee from furnishing those services to another employer for the duration of the contract.

The clause could also conceivably be construed as a type of non-compete clause.

Generally speaking, a restrictive clause in an employment contract such as a non-compete clause is valid and enforceable by injunction so long as it is for a reasonably limited time and space. However it must not go beyond what is reasonably necessary to protect the employer's business, must not be unreasonably restrictive on the employee, and must not violate public policy. The court will normally modify an unlimited or overly broad restriction and enforce it to its reasonable extent.

As a result of the foregoing analysis, based on the scant information available, there are reasons to doubt Zuffa's ability to retain Couture under contract longer than the scheduled duration of the agreement.

The situation seems ripe for litigation. It is hard to imagine that Zuffa is anxious to test the enforceability of its contracts in court due to the dire results that could accompany an adverse ruling. The company could face a legitimate labor crisis were key provisions of Couture's contract to be found invalid, allowing other fighters to follow suit in leaving the company or demanding new contracts.

Regardless of the outcome, Walker said that Couture is satisfied "because he made a stand on not only his behalf, but on behalf of some of the other top and upcoming fighters who aren't being treated fairly. The money isn't even the issue; it is just the final straw that, combined with other indications, showed him how the UFC appreciated what he's brought to the sport, which is far more than just his success in the Octagon."

Adam Swift is the author of Payout: The Business of MMA.
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