millbank Posted March 27, 2014 Share Posted March 27, 2014 from article Translation: in the extremely unlikely event the next owner should somehow win a court decision allowing him or her to break the Ralph Wilson Stadium lease, a $400-million penalty would still exist. “But they cannot win the threshold issue (in court),” Ganis said. “We have something in the U.S. that we call a specific performance clause. Teams cannot terminate under a specific performance clause — cannot. thus of article and significant comment is that because of Specific Performance Clause , a move would not be legally possible. Link to comment Share on other sites More sharing options...
birdog1960 Posted March 29, 2014 Share Posted March 29, 2014 Thank Darryl for me. These two posts explain it very well. yup. if you explain things as clearly as that to your clients, generally, they're lucky to have you. Link to comment Share on other sites More sharing options...
JPS Posted March 29, 2014 Share Posted March 29, 2014 (edited) Seems kind of nit-picky to me. What if the new owner pulled an Irsay or a Modell and just up and left? Erie County could sue the Bills for breach of contract, and would win, and would presumably get the $400 million liquid damages specified in the lease. Kryk's supposition (or more accurately, his source's supposition) seems to be that a new owner "can't" leave without first getting prior permission, but people break contracts all the time without first getting prior permission. I can see a bunch of issues spinning out of this one. How about tortious interference with contract. I am by no means an expert in the area, but a potential buyer could, themselves, be liable for massive damages if they entice the Bills to leave. "In a contract interference case — as here — the plaintiff must show the existence of its valid contract with a third party, defendant's knowledge of that contract, defendant's intentional and improper procuring of a breach, and damages." White Plains Coat & Apron v. Cintas, NEW YORK COURT OF APPEALS. http://www.law.corne...ap/I07_0050.htm. That would be my #1 bullet in the legal gun aimed at Bon Jovi and others. I am sure there are other causes of action, but I'm not a commercial litigator. Regardless of the outcome of this, AND OTHER, lawsuits, the $400M liquidated damages would be paid by Bills, but presumedly included in purchase price. So let's say the price is $900M. Add in the $400M the Bills would have to pay. Plus, for arguments sake, $500M in damages from New owners to Erie County, NYS, Plus $1B for a new stadium....it's a HUUUGE number. I think if the Bills were bought with the intention to move, they wouldn't move for another 6 years to avoid this very expensive and messy litigation. Oh...and then there's the issue of the NFL owners wanting to keep a franchise in WNY and they would have to approve any relocating suitor. The idea of the Bills relocating is so complex, I doubt it happens soon, if at all. This. Even IF a new owner breaks the lease, worst thing that can happen to him is he's out $400 million. Best thing, he gets that overturned and goes along his merry way. See above. The NFL would most assuredly be named a party in the lawsuit and would be party to some HUGE litigation if they leave in the next 6 years. Nobody "goes along their merry way" in federal court. Edited March 29, 2014 by JPS Link to comment Share on other sites More sharing options...
JPS Posted March 29, 2014 Share Posted March 29, 2014 One thing I never understood is why the lower buyout in year 7 was even included in the first place. It looks to me like a gun to the head of Bills/County/State to build a new stadium. Ah okay...yeah, I'm not sure what would happen...betcha the federal court would get involved if it went far enough. EDIT: although, that would have to be one stupid owner to mess with an organization that has an anti-trust exemption BOOM!!!! Link to comment Share on other sites More sharing options...
JPS Posted March 29, 2014 Share Posted March 29, 2014 They would also need approval from a large percentage of owners and pay a relocation fee that would range anywhere from 275-400 million... I doubt someone is gonna go into a nearly 2 billion dollar hole to move the team...the NFL makes a lot of money, but not THAT much money... Stadium - $1B. Relo Fee - $400M. Liquidated Damages to Erie Co - $400M. Potential Damages against new "Modell" - $500M+ . Lawyers. Lawyers and more Lawyers. I see the potential exposure closer to $3B, no? Link to comment Share on other sites More sharing options...
Dean Cain Posted March 29, 2014 Share Posted March 29, 2014 Stadium - $1B. Relo Fee - $400M. Liquidated Damages to Erie Co - $400M. Potential Damages against new "Modell" - $500M+ . Lawyers. Lawyers and more Lawyers. I see the potential exposure closer to $3B, no? Are you assuming the new owners would be cancelling a new stadium being built in Buffalo? Not sure where you get $1B from. Liquidated damages at $400M is for the breach of contract - got that. Potential damages is this an NFL fee for moving a team? A team moving to LA would change the AFC East dynamic, right? The possible litigation fallout could be big, especially assuming this goes before NYS SC. Link to comment Share on other sites More sharing options...
mrags Posted March 29, 2014 Share Posted March 29, 2014 Are you assuming the new owners would be cancelling a new stadium being built in Buffalo? Not sure where you get $1B from. Liquidated damages at $400M is for the breach of contract - got that. Potential damages is this an NFL fee for moving a team? A team moving to LA would change the AFC East dynamic, right? The possible litigation fallout could be big, especially assuming this goes before NYS SC. are you the REAL Dean Cain? Link to comment Share on other sites More sharing options...
JPS Posted March 29, 2014 Share Posted March 29, 2014 Are you assuming the new owners would be cancelling a new stadium being built in Buffalo? Not sure where you get $1B from. Liquidated damages at $400M is for the breach of contract - got that. Potential damages is this an NFL fee for moving a team? A team moving to LA would change the AFC East dynamic, right? The possible litigation fallout could be big, especially assuming this goes before NYS SC. The 1B is what it costs to build a modern NFL stadium. If it's Bon Jovi and Toronto, they have to build a home. Link to comment Share on other sites More sharing options...
thebandit27 Posted March 29, 2014 Share Posted March 29, 2014 It looks to me like a gun to the head of Bills/County/State to build a new stadium. BOOM!!!! So I gather that you are fluent in legalese? That lease language really does, IMO, make it clear that all parties want this team here for the long haul--agree? Link to comment Share on other sites More sharing options...
snafu Posted March 29, 2014 Share Posted March 29, 2014 So I gather that you are fluent in legalese? That lease language really does, IMO, make it clear that all parties want this team here for the long haul--agree? I also think that the fact that the Bills are going to be run by a trust is a big plusl to anyone who wants to buy the team and keep them in Buffalo. Think about it. If I want to buy the franchise and keep the team local, then I can offer the Trustees more money than someone who wants to move the team. They would have to pay relocation fees to the league and liquidated damages to the County and I wouldn't. That money is not paid to the Trust. I would offer to pay a fraction of those costs to the Trustees who have a legal obligation to take the best offer they get. Now if I can just round up the money... Link to comment Share on other sites More sharing options...
JPS Posted March 29, 2014 Share Posted March 29, 2014 So I gather that you are fluent in legalese? That lease language really does, IMO, make it clear that all parties want this team here for the long haul--agree? I have a few Bars under my belt....but that practice is a whole other world. The lease seems simple to me as well, but even the most simple documents (i.e. The Constitution) have spawned a huge amount of litigation. I am sure there are no less than 3 major firms on retainer right now examining the lease and potential "outs". I love this thread....and I think you are reading everything right. That and a quarter...... Link to comment Share on other sites More sharing options...
klos63 Posted March 29, 2014 Share Posted March 29, 2014 One point that I have not heard mentioned. Perhaps the buyout was put in to avoid a court hassle and benefit the county. Use the example of Bon Jovi purchasing the team in say 2016 and wanting to move to Toronto. If he waits til the buyout the county gets $28MM. If the county lets him break the lease early, the county gets $400MM. If Bon Jovi buys the team, they are leaving at some point. Is it worth making them play in Buffalo a couple more seasons knowing the inevitable, or getting maximum money out of it? Link to comment Share on other sites More sharing options...
dailar Posted March 29, 2014 Share Posted March 29, 2014 http://forgedinbuffalo.com/media/sports/breaking-according-sources-buffalo-bills-will-stay-past-2020/ Link to comment Share on other sites More sharing options...
Kirby Jackson Posted March 29, 2014 Share Posted March 29, 2014 http://forgedinbuffalo.com/media/sports/breaking-according-sources-buffalo-bills-will-stay-past-2020/ I am kind of over that D-bag. He starts the tweet with "Breaking..." Ha ha, he just decided that it was fact because his cousin's uncle's step brother played golf with Littman once in the 90's. He has broken a couple of stories and as soon as he did he spent the next 2 hours dumping root beer on his head in celebration. It's the old saying "act like you've been there before." While I hope that it is indeed true I'd rather it come from someone other than the chin strapped one. Link to comment Share on other sites More sharing options...
SRQ_BillsFan Posted March 29, 2014 Share Posted March 29, 2014 from article Translation: in the extremely unlikely event the next owner should somehow win a court decision allowing him or her to break the Ralph Wilson Stadium lease, a $400-million penalty would still exist. “But they cannot win the threshold issue (in court),” Ganis said. “We have something in the U.S. that we call a specific performance clause. Teams cannot terminate under a specific performance clause — cannot. thus of article and significant comment is that because of Specific Performance Clause , a move would not be legally possible. So if they can not win does that mean they also can't win the threshold to get to the $$ 28.7 mil buyout. Making that a non issue as well, if we assume they can never get there? . Link to comment Share on other sites More sharing options...
Direhard Fan Posted March 29, 2014 Share Posted March 29, 2014 I understand all the legal beagals speaking here. I believe we have forgotten that the NFL, Mr. GOD ell and the owners have the final say. That is going to have a major bearing on the sale. Lets let the dust settle. Ralph isn't even cold in the ground yet. There are lots of players out there. Not just the locals and Bon Jovie. Link to comment Share on other sites More sharing options...
dailar Posted March 29, 2014 Share Posted March 29, 2014 I am kind of over that D-bag. He starts the tweet with "Breaking..." Ha ha, he just decided that it was fact because his cousin's uncle's step brother played golf with Littman once in the 90's. He has broken a couple of stories and as soon as he did he spent the next 2 hours dumping root beer on his head in celebration. It's the old saying "act like you've been there before." While I hope that it is indeed true I'd rather it come from someone other than the chin strapped one. LOL I hate the self praise and the attempts to worm his way around other media types. I would dismiss it but he has been right a few times now. Link to comment Share on other sites More sharing options...
May Day 10 Posted March 29, 2014 Share Posted March 29, 2014 I can see a bunch of issues spinning out of this one. How about tortious interference with contract. I am by no means an expert in the area, but a potential buyer could, themselves, be liable for massive damages if they entice the Bills to leave. "In a contract interference case — as here — the plaintiff must show the existence of its valid contract with a third party, defendant's knowledge of that contract, defendant's intentional and improper procuring of a breach, and damages." White Plains Coat & Apron v. Cintas, NEW YORK COURT OF APPEALS. http://www.law.corne...ap/I07_0050.htm. That would be my #1 bullet in the legal gun aimed at Bon Jovi and others. I am sure there are other causes of action, but I'm not a commercial litigator. Regardless of the outcome of this, AND OTHER, lawsuits, the $400M liquidated damages would be paid by Bills, but presumedly included in purchase price. So let's say the price is $900M. Add in the $400M the Bills would have to pay. Plus, for arguments sake, $500M in damages from New owners to Erie County, NYS, Plus $1B for a new stadium....it's a HUUUGE number. I think if the Bills were bought with the intention to move, they wouldn't move for another 6 years to avoid this very expensive and messy litigation. Oh...and then there's the issue of the NFL owners wanting to keep a franchise in WNY and they would have to approve any relocating suitor. The idea of the Bills relocating is so complex, I doubt it happens soon, if at all. See above. The NFL would most assuredly be named a party in the lawsuit and would be party to some HUGE litigation if they leave in the next 6 years. Nobody "goes along their merry way" in federal court. I was going to say, but you touched on it at the end.... the NFL would never desire for a large and public legal proceeding. If/when they relocate a team they are going to want it as clean as possible. It would only be if no owners can pony up enough, new stadium stalls out, and Toronto will be framed as "practically Buffalo"... and the team would leave compliantly in 2020 or 2023. The NFL is very protective of its image, especially as it gets eroded by so many directions. Link to comment Share on other sites More sharing options...
26CornerBlitz Posted March 29, 2014 Share Posted March 29, 2014 @ProFootballTalk Pessimism grows in Buffalo about the chances of keeping the Bills in town http://wp.me/p14QSB-9rUk Link to comment Share on other sites More sharing options...
Kirby Jackson Posted March 29, 2014 Share Posted March 29, 2014 @ProFootballTalk Pessimism grows in Buffalo about the chances of keeping the Bills in town http://wp.me/p14QSB-9rUk This was the weakest article to date. Really, there is more $ in LA than Buffalo? Who knew? Everything that has been said so far from those in the know (the Chuck Schumer's of the world) have indicated optimism. Link to comment Share on other sites More sharing options...
Wayne Cubed Posted March 29, 2014 Share Posted March 29, 2014 @ProFootballTalk Pessimism grows in Buffalo about the chances of keeping the Bills in town http://wp.me/p14QSB-9rUk That is a terribly written article. Link to comment Share on other sites More sharing options...
Recommended Posts