RFP Staff
♦ If you’ve seen former city manager Doug Paris’s highly unusual “no liability” contract you have to scratch your head and wonder. What mayor would sign off on such a contract? The easy answer is Mayor Paul Woodson who appears to have little grasp of his statutory mayoral duties or construction contract bidding ethics. Quite a feat for someone who’s been on city council so long.
Paris’ contract includes an unusual clause preventing City Council members from making “disparaging comments or statements” if they terminate the contract. Paris also cannot make disparaging remarks about council members. Was this contract clause designed for the “overly sensitive”?
Doug Paris’s Contract:
https://docs.google.com/file/d/0B2E5Ew6OLdElTzRJRmJNWFdhck0/edit
The “Disparaging Remarks Clause” in Section 9
“In the event of Employee’s termination under Section 9, employer and employee agree not to make disparaging comments or statements concerning either party (council or city manager) publically or in private.”
Typically a non-diparagement agreement prohibits one party from criticizing another, and usually this arises in the context of divorce or employement contracts. See: e.g., Blacks Law Dictionary, 2nd ed., available at:
http://thelawdictionary.org/non-disparagement-agreement/
Often the employment contract will define or at least allude to the meaning of disparaging for purposes of the contract. Doug Paris’ contract, not surprisingly, leaves that term undefined.
This very broad “criticism” standard set forth in the law dictionary, however, there are many NC and national cases that use the words “disparaging” and “disparagement” interchangeably with defamation. And defamation has a falsity requirement. Additionally, especially when dealing with “public figures” or a matter in the “public interest,” there is also a requirement that the statements be made with malice. The standard for malice is higher than simple negligence or a mere explanation of events or circumstances.
Making true statements about the reasons for Doug’s termination, so long as they are not malicious, snide, sarcastic, or criticizing, might not be considered disparaging in the eyes of the law. Rather, because of Doug’s position as a city manager, he is a public figure, and there is a recognized public interest in the goings on of the people’s government, particularly when tax dollars are at stake.
