Has any school ever broken a GOR?

[nelsonmuntz]

All these scenarios that everyone is posting about Oklahoma going here and Texas going there and Kansas going the other place while UNC, UVa, FSU and whoever go the another league are dependent on a lot of schools walking away from a GOR. Does anyone think that is actually possible? Why?

 

[06029]

All these scenarios that everyone is posting about Oklahoma going here and Texas going there and Kansas going the other place while UNC, UVa, FSU and whoever go the another league are dependent on a lot of schools walking away from a GOR. Does anyone think that is actually possible? Why?

Money and negotiations make anything possible. You can buy your way out. You can litigate your way out. If there is a lot of money to drive a move, someone will find a way out. It is the ultimate cost to get out versus the contractual cost that is unknown.

 

[nelsonmuntz]

Money and negotiations make anything possible. You can buy your way out. You can litigate your way out. If there is a lot of money to drive a move, someone will find a way out. It is the ultimate cost to get out versus the contractual cost that is unknown.

There is a lot of case and statutory law around media rights sales. Rights sales have been challenged multiple times in the entertainment industry, and to my knowledge, the owner of the rights almost always wins. Does anyone know of an example where a rights sale was beaten, and why/how it happened?

When a musician or actor challenged and beat one of these, I believe they typically embargo product, which makes the rights worthless. A university doesn't really have that option.

 

[Dooley]

I have no idea if a GoR can be broken or not. I should say, I have no idea how ironclad they actually are. My guess is that they can be negotiated down/off. My reasoning?

1. almost every single exit fee paid by a departing school to the departed conference was negotiated in some manner;
2. not one Conference TV media deal has been negotiated down by the conference's right's holder after any school has left a conference (best example: the B12 still splits a pot intended for 12 teams amongst its 10 members).

If there were a number of schools who wanted to challenge a GoR all at the same time, like in this rumored OU/KU/UT scenario, then I would guess that the GoR is even more vulnerable.

 

[Chuck]

There is a lot of case and statutory law around media rights sales. Rights sales have been challenged multiple times in the entertainment industry, and to my knowledge, the owner of the rights almost always wins. Does anyone know of an example where a rights sale was beaten, and why/how it happened?

When a musician or actor challenged and beat one of these, I believe they typically embargo product, which makes the rights worthless. A university doesn't really have that option.

Maybe the universities in question will just change their names like Prince did. "Tonight's game will be between the The Ohio State University Buckeyes and the University of ɮ (it's the only symbol I could get to work here)."

Regarding your question, I would think the only chance to beat the GOR is if there is something in the docs that can void the grant. For example, I can't see why the ACC couldn't have a grant that gave an out after a period of time if there was not network. Also, if a majority of the Big 12 teams move on, that may void the grant. Of course, the networks are not stupid and they would've paid some type of discount based upon a GOR with limitations.

Also, I believe most GOR litigation has been a big guy against one littler guy. If ESPN/Fox/Big 12/ACC tried to enforce their GOR (I don't know who holds the rights) against a state school there would be tremendous back lash and political pressure.

 

[WestHartHusk]

There is a lot of case and statutory law around media rights sales. Rights sales have been challenged multiple times in the entertainment industry, and to my knowledge, the owner of the rights almost always wins. Does anyone know of an example where a rights sale was beaten, and why/how it happened?

When a musician or actor challenged and beat one of these, I believe they typically embargo product, which makes the rights worthless. A university doesn't really have that option.

They have always won because they have always continued to pay the content creator. The Big12 GOR is different in that it purports to withhold money from the creator, which to me smells like an (illegal) penalty.

 

[nelsonmuntz]

They have always won because they have always continued to pay the content creator. The Big12 GOR is different in that it purports to withhold money from the creator, which to me smells like an (illegal) penalty.

They don't continue to pay the content provider if the content provider is not making albums. George Michael and Boston were not cashing checks during their respective pissing matches with their studios, they were just forgoing cash during the prime of their careers.

 

[dayooper]

All these scenarios that everyone is posting about Oklahoma going here and Texas going there and Kansas going the other place while UNC, UVa, FSU and whoever go the another league are dependent on a lot of schools walking away from a GOR. Does anyone think that is actually possible? Why?

The scenario is that there is an out in the Big12 GoR and that if ESPN and/or Fox want to, they can pretty much force the remaining Big12 members to play nicely or be left out. The magic number is supposedly five. If OU and KU go to the Big10 and Texas, TTU, and Baylor go to the PAC, the remaining schools can backfill to get to 8/10/12/ whatever ESPN/Fox wants them to.

Is it true? Who knows? My guess is no, but it's still fun to speculate on the outcomes.

 

[NYUConn]

The scenario is that there is an out in the Big12 GoR and that if ESPN and/or Fox want to, they can pretty much force the remaining Big12 members to play nicely or be left out. The magic number is supposedly five. If OU and KU go to the Big10 and Texas, TTU, and Baylor go to the PAC, the remaining schools can backfill to get to 8/10/12/ whatever ESPN/Fox wants them to.

Is it true? Who knows? My guess is no, but it's still fun to speculate on the outcomes.

If half of the Big 12 as it exists today leaves the conference there is no chance their GOR holds up in court.

Nobody can make a winning argument that a Big 12 with OK State, ISU, TCU, WVU and K-State is the same Big 12 that the current GOR agreement was designed to represent.

 

[dayooper]

If half of the Big 12 as it exists today leaves the conference there is no chance their GOR holds up in court.

Nobody can make a winning argument that a Big 12 with OK State, ISU, TCU, WVU and K-State is the same Big 12 that the current GOR agreement was designed to represent.

GoRs aren't there to represent the schools, they exist to make sure the networks keep their properties they invested in. If the Big12

 

[MemphisBlues]

The scenario is that there is an out in the Big12 GoR and that if ESPN and/or Fox want to, they can pretty much force the remaining Big12 members to play nicely or be left out. The magic number is supposedly five. If OU and KU go to the Big10 and Texas, TTU, and Baylor go to the PAC, the remaining schools can backfill to get to 8/10/12/ whatever ESPN/Fox wants them to.

Is it true? Who knows? My guess is no, but it's still fun to speculate on the outcomes.

How? By payin each of the 'left behinds' full money value of the BXII TV contract - 20M or so for the contract life? Don't know - a real question.

 

[MemphisBlues]

If half of the Big 12 as it exists today leaves the conference there is no chance their GOR holds up in court.

Nobody can make a winning argument that a Big 12 with OK State, ISU, TCU, WVU and K-State is the same Big 12 that the current GOR agreement was designed to represent.

So half the conference leave at the same time. No case for collusion?

 

[NYUConn]

GoRs aren't there to represent the schools, they exist to make sure the networks keep their properties they invested in. If the Big12

I understand that, but if I am Texas, OU, KU or any one of the 5 schools needed to bail, I think I have a winning case that the Big 12 they sold their right to no longer exists and therefore they should have get them back.

 

[NYUConn]

So half the conference leave at the same time. No case for collusion?

If they take a vote to dissolve the Big 12 before they leave it's not an issue. A lot of hypotheticals, but if the Big East couldn't get a collusion case against the ACC after BC, Miami and V-Tech left I don't think the remaining Big 12 schools could either.

 

[dayooper]

Sorry, sometimes I have premature post clicking.

If half of the Big 12 as it exists today leaves the conference there is no chance their GOR holds up in court.

Nobody can make a winning argument that a Big 12 with OK State, ISU, TCU, WVU and K-State is the same Big 12 that the current GOR agreement was designed to represent.

GoRs aren't there to represent the schools, they exist to make sure the networks keep their properties they invested in. If the rumors are true, than it was written for the top dogs to have an out.

If the remaining Big12 schools want to keep being P5, they will play along. They must have 8 schools to keep with the language of the contract. If the remaining schools fight it, ESPN/Fox will veto any additions to the existing conference, thus nullifying the contract and revoking their P5 status.

Again, I doubt that this is really true, but it's fun for me to speculate.

 

[jlarson]

A GOR itself can not be broken, but FOX and ESPN have the power to work around it. I'm not going to type a thousand words trying to explain it, but Oklahoma can't leave the Big 12 on its own without having to deal with a lot of headaches. They can leave if FOX grants them the right to as long as there are other moves made to coincide with the move to prevent the activation of the breach of the contract.

 

[kyleslamb]

I don't think the Grant of Rights itself is vulnerable. If Oklahoma left the Big 12, for example, the GOR would still be in place; the networks would still own the rights to Oklahoma's home games; the conference would still be paid for those rights; and, in theory, Oklahoma would still be due monies owed for those home games. Payment has inherently ALWAYS been the 'consideration' in a media deal with a conference and its television partners.

The crux of the issue here isn't Oklahoma breaking the Grant of Rights. Simply leaving isn't breaking anything. The Grant of Rights isn't violated if they leave. Where the problem arises is if the Big 12, arising out of its altered bylaws, attempts to withhold monies that are otherwise owed by the Grant of Rights. Then Oklahoma would be forced to litigate against the Big 12 for violating the Grant of Rights. You'd essentially have two competing authorities (the signed Grant of Rights and the bylaws).

The Grant of Rights itself wouldn't be the obstacle to Oklahoma leaving. The Big 12 knows that, which is why it had to change its bylaws. That's where we go into uncharted territory.

 

[businesslawyer]

There is a lot of case and statutory law around media rights sales. Rights sales have been challenged multiple times in the entertainment industry, and to my knowledge, the owner of the rights almost always wins. Does anyone know of an example where a rights sale was beaten, and why/how it happened?

When a musician or actor challenged and beat one of these, I believe they typically embargo product, which makes the rights worthless. A university doesn't really have that option.

Good question. We've never had that legal discussion before.

I have no interest in repeating the discussion. But please understand that the fact that you are willing to repeat your arguments more than I am doesn't make my argument any weaker.

 

[nelsonmuntz]

Good question. We've never had that legal discussion before.

I have no interest in repeating the discussion. But please understand that the fact that you are willing to repeat your arguments more than I am doesn't make my argument any weaker.

http://the-boneyard.com/threads/gor-vs-exit-fees.29392/#post-425366

I am assuming you are referring to a debate we had 2.5 years ago on the subject. I had forgotten we had that debate, but I attached it so that people can revisit if they so choose.

Ultimately your argument breaks down today at the same place it did 2.5 years ago. Who would be stupid enough to pay a school for rights that school may not own? That conference would be slapped with a tortious interference lawsuit and an injunction, and that case would have a reasonably good shot of success.

The earlier arguments in this thread revolve around concepts of fairness and the equally ambiguous "you can negotiate anything" argument. In reality, it is quite difficult to renegotiate the price of something that has already been sold.

 

[itgoeslike]

Universities are granting their rights to fulfill a media contract. It is likely that the media company that holds the rights has provisions in its contract to transition and/or modify a school's/conference's obligation, especially if it's in the media company's best interest. One could argue WVU "walked away" from the media rights they granted to ESPN via the Big East, but in reality, ESPN facilitated the transition. All conferences have their members grant their rights to fulfill their respective media contract(s). Media companies wouldn't have it any other way.

 

[nelsonmuntz]

Universities are granting their rights to fulfill a media contract. It is likely that the media company that holds the rights has provisions in its contract to transition and/or modify a school's/conference's obligation, especially if it's in the media company's best interest. One could argue WVU "walked away" from the media rights they granted to ESPN via the Big East, but in reality, ESPN facilitated the transition. All conferences have their members grant their rights to fulfill their respective media contract(s). Media companies wouldn't have it any other way.

Every media contract is not a GOR. I would also be surprised if the media company could just arbitrarily change the value of the contract, especially when there was a GOR attached.

Maybe there is some contractual "out" that we are not aware of. I would be very interested in what that would be if you could provide a link.

Also, it would seem that if a majority of Big 12 schools voted to liquidate the conference and Fox and ESPN approved, that would release those members from the GOR. That is a lot of entities voting to do something at the same time. Good luck with that. I do not buy Flug's theory that 5 is a magic number, mostly because I think that whole twitter stream was done to get a reaction out of the Dude.

 

[itgoeslike]

Every media contract is not a GOR. I would also be surprised if the media company could just arbitrarily change the value of the contract, especially when there was a GOR attached.

Maybe there is some contractual "out" that we are not aware of. I would be very interested in what that would be if you could provide a link.

Also, it would seem that if a majority of Big 12 schools voted to liquidate the conference and Fox and ESPN approved, that would release those members from the GOR. That is a lot of entities voting to do something at the same time. Good luck with that. I do not buy Flug's theory that 5 is a magic number, mostly because I think that whole twitter stream was done to get a reaction out of the Dude.

The only ACC GOR documents I've ever seen (real or otherwise) were posted by @billybud. In fact, you commented on it. The thread is here: http://the-boneyard.com/threads/fyi-a-bunch-of-smoke-over-at-the-oklahoma-cr-board.78456/page-6

The document states that the rights are granted to meet the obligations set forth in the ESPN Agreement. I haven't seen the ESPN Agreement, and I would be surprised if it was floating around. If you have a link to the agreement or any other version of the ACC GOR, I would love to see it. @kyleslamb did a great job securing the Big12 GOR, but it too references back to the Media Agreement(s), which I haven't seen.

I haven't looked into Flug's theories too deeply but the Big 12 does require a supermajority of 75% of its membership (eight universities) for key issues, conversely, as few as 3 members could act to block the supermajority. I believe the current Big 12 bylaws are here: http://www.big12sports.com/fls/10410/pdfs/handbook/Bylaws.pdf

 

[Stinger92860]

They don't continue to pay the content provider if the content provider is not making albums. George Michael and Boston were not cashing checks during their respective pissing matches with their studios, they were just forgoing cash during the prime of their careers.

Artists continue to be paid whenever their song is played on the radio. They still receive royalties.

 

[WestHartHusk]

They don't continue to pay the content provider if the content provider is not making albums. George Michael and Boston were not cashing checks during their respective pissing matches with their studios, they were just forgoing cash during the prime of their careers.

I think you just made my point, unless you are suggesting that OU will just roll up its AD for the next 10 years.

 

[billybud]

Universities are granting their rights to fulfill a media contract. It is likely that the media company that holds the rights has provisions in its contract to transition and/or modify a school's/conference's obligation, especially if it's in the media company's best interest. One could argue WVU "walked away" from the media rights they granted to ESPN via the Big East, but in reality, ESPN facilitated the transition. All conferences have their members grant their rights to fulfill their respective media contract(s). Media companies wouldn't have it any other way.

the GOR grants the program's rights to the conference...and here the language is specific..to allow the conference to perform the contractual obligations of the conference as set forth in the ESPN agreement.

One can not fully understand the GOR without having a copy of the ESPN agreement...the GOR and that agreement, together, constitute the obligation.