Has any school ever broken a GOR?

[Mr. Wonderful]

I was about to post the same thing billybud posted...the broadcast rights for given content are transferred from the university to the conference, and then from the conference to the media partner. The money that pays for the content goes from the media partner to the conference, and then to the school. The GOR effectively makes the conference a legally bound middleman. There is no avenue for other conferences to profit from a university with a GOR, unless the GOR has conditions that the conference who owns it cannot deliver.

 

[billybud]

Re the thought that there is an "out" in the ACC contract if a ACCN is not formed...

I do not think that there is.

From the reaction of a couple of FSU BOT members, I think that very positive assurances were made, a rosy picture of the ACC's position for negotiation painted...but no quid pro quo.

I know that BOT member Burr reminded Swofford...."There was "a big commitment from the conference to this university a few years ago on that issue. I'm sure no one's forgotten," Burr said.

 

[Mr. Wonderful]

Jim Delaney doesn't think the Big XII GOR can be challenged. The Big XII would have to be dissolved. He did say in an interview awhile back that he thought the ACC GOR could be challenged. Without all of the details, it's impossible to know how. Maybe there exists language about a network in the unseen ESPN paperwork... and maybe the ACC's GOR has an out if no network comes to fruition. This is all speculation.

 

[Mr. Wonderful]

I do think, contrary to what Fishy says, that ESPN has to do something to help the ACC.

There are six valuable properties in the ACC that represent almost all of the value, and ESPN must have homes for. Three of those six are not an option for the SEC. The other three are highly coveted by ESPN's competition. ESPN must take care not to lose all of them.

 

[Mr. Wonderful]

It sucks to be an ACC football school.

If no nullifying language exists regarding the ACC GOR, the ACC is guaranteed to be the lowest earning P5 conference for the next ten years, and there's nothing the football schools can do about it.

ESPN may risk losing schools to the B1G though, after the GOR expires.

 

[billybud]

I could not find a Delaney reference to a GOR being challenged....I did find this of two years ago...


...The ACC’s new grant of rights television deal—tying all 14 teams and Notre Dame into a long-term revenue sharing contract—has leveled off further realignment. Big Ten commissioner Jim Delany, whose conference presidents have been “evaluating” the conference landscape, said Tuesday further Big Ten expansion is unlikely.

 

[billybud]

It sucks to be an ACC football school.

If no nullifying language exists regarding the ACC GOR, the ACC is guaranteed to be the lowest earning conference for the next ten years, and there's nothing the football schools can do about it.











I think that the ACC may stay around the PAC 12 programs in revenue...but that the Big 10 and SEC will, indeed, be the Richie Rich's of college football.

But what the hey! Texas and Oklahoma already make 30-50 million more than the ACC's top revenue producer (FSU), Alabama, Auburn, Georgia, and Florida have been making $20 million or more for years.

The problem with the ACC is football product...people watch FSU, Clemson, and even Miami....Syracuse, UNC, NC State, Pitt, Virginia, Wake, Duke...not so much.

The ACC football product needs to be more salable.

 

[itgoeslike]

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.

Specifically, a member school grants their rights solely to fulfill the obligations of the ESPN Agreement. The conference doesn't appear to have any assignable rights beyond the fulfillment of this specific agreement. As I stated, you need to see the language of the actual Agreement to gain a clearer understanding of what's what. The broader point is that the media entity likely controls whether a GOR is "broken" because they have provisions in their Agreement to do so. If it some point it benefitted both ESPN and FSU for the latter to move to the SEC, the conference most likely isn't in a position to do anything as it relates to the departing schools media rights. Having two agreements and partners probably makes the Big12 a more complex situation than the ACC, but again you would really have to understand the agreements that are in place.

Edit: For the nitpickers, the conference does have limited rights in rebroadcasting and using imagery of a departed school, i.e. older footage of Maryland vs. Virginia, etc.

 

[CL82]

Some GOR thoughts...

What constitutes "rights subject to this agreement?" If a school plays in a separate conference would those rights be subject to the agreement? Does the agreement include non-conference games? If a school is making say $22M as part of the ACC deal and would make say $50M as part of a new conference deal, is losing the the broadcast value of home games a net wash? Have they breached the GOR if they allow the media partner to continue to broadcast? What if the media partner has a stake in both conference deals? If the conference refuses to turnover the media rights payments have the breached the GOR? If they have a history of doing just that and.or threaten to withhold payments is that an anticipatory breach? If the GOR was put in place to protect a future ACCN and no ACCN is formed is that failure of purpose?

Conference GOR's are a fertile lawyer playground. The best thing that they have going for them, in my opinion, is the uncertainty as to whether they are enforceable. This isn't the sale of an existing product. It is a defacto liquidated damages provision and as such must not be punitive. Since no conference has ever had it media rights deal diminished by CR, or had any problems scheduling cancelled games, the need for a liquidated damages clause is questionable.

 

[junglehusky]

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.

So you're saying you have Faith that the GOR is More Than A Feeling?

 

[CallMeBruce]

So you're saying you have Faith that the GOR is More Than A Feeling?

Bruh.

 

[Excalibur]

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.

I think it's a mistake to equate a grant of broadcast rights with an assignment of copyrights. I've explained why previously and don't have time to re-draft it. For now, I will only say that the latter is much more appropriate for a grant of specific performance or injunctive relief. The former can be dealt with from a monetary damages standpoint, particularly when there is not a complete assignment of rights (which there is not here). The problem is that the monetary damages are highly speculative, and likely much greater for a school with a high value to the conference.

 

[nelsonmuntz]

I think it's a mistake to equate a grant of broadcast rights with an assignment of copyrights. I've explained why previously and don't have time to re-draft it. For now, I will only say that the latter is much more appropriate for a grant of specific performance or injunctive relief. The former can be dealt with from a monetary damages standpoint, particularly when there is not a complete assignment of rights (which there is not here). The problem is that the monetary damages are highly speculative, and likely much greater for a school with a high value to the conference.

http://the-boneyard.com/threads/med...yland-vs-acc-lawsuit.59668/page-2#post-954662

Here is the thread where we last discussed it.

If there are simply damages to walk away, then why didn't any of the dozens, or likely hundreds, of lawyers that worked on this say "this Grant of Rights is a waste of time. We should just do a damages clause and move on"?

I am sure that Aerosmith, Prince, Boston and George Michael wish there was a simple buyout from their deals. It would have saved them a bunch of trouble.

 

[nelsonmuntz]

By the way, we are at the inflection point of the Grant of Rights. If all of you "the GOR is no big deal" people are right, we should expect Oklahoma to walk away in the next month or two. The President of the University came out against Texas, and there is clearly dissension in the ranks of the Big 12. If All Oklahoma has to do is write a check, they will be gone soon. Right?

 

[DudeOfCT]

By the way, we are at the inflection point of the Grant of Rights. If all of you "the GOR is no big deal" people are right, we should expect Oklahoma to walk away in the next month or two. The President of the University came out against Texas, and there is clearly dissension in the ranks of the Big 12. If All Oklahoma has to do is write a check, they will be gone soon. Right?

Yes, unless something is done to satisfy them behind closed doors OR there is nowhere for them to go.

 

[CallMeBruce]

http://the-boneyard.com/threads/med...yland-vs-acc-lawsuit.59668/page-2#post-954662

Here is the thread where we last discussed it.

If there are simply damages to walk away, then why didn't any of the dozens, or likely hundreds, of lawyers that worked on this say "this Grant of Rights is a waste of time. We should just do a damages clause and move on"?

I am sure that Aerosmith, Prince, Boston and George Michael wish there was a simple buyout from their deals. It would have saved them a bunch of trouble.

Lawyers write unenforceable contracts all the time. The law is a lot more complicated than you seem willing to believe. It's entirely possible that a team tries to walk and the GOR makes it untenable, but we won't know for sure until someone tries. I'm sure that OU would rather get a Big 12 network in an expanded Big 12 than walk to the B1G, where they have no traditional rivalries, more difficult geography, and no exposure in their primary recruiting area. If they feel that they're losing $20+mm/year by staying in the Big 12, then you may see how effective the GOR deals are.

 

[FfldCntyFan]

Waylon is using hyperbole in an attempt to get some of the posters on this board to say to themselves "wow, look at how smart that guy is". The reality is that in the context we are discussing, there has never been a case where a GOR was even challenged so it would be just as easy to claim that no conference has ever been able to successfully defend a GOR.

I doubt that anyone is claiming that it is no big deal or merely a simple buyout. The fact is however that both the conference and the participating schools will need to continue forward (and the conference will need to provide content to a third party) so a stalemate will not be merely depriving a musicians fan base from hearing any new material.

The extended (I believe it was 27 months) notification window the Big East had back when all he!! was breaking loose was as concrete an agreement as any could possibly be yet when push came to shove WVU was able to depart in approximately 1/3 of that time frame. Yes, the cost was far more than a standard departure would have been but something similar to this is what will happen when either the SEC or B1G decide to pluck a school or two from the B-12 and/or ACC. There will be a settlement between the departing school(s) and conference(s), replacements will be made and they will move on. The settlement will likely be larger than any prior departure fees but once the ability to move outweighs the greatest potential cost. One fly in the ointment here is risk as until a precedent is set, it will be difficult to accurately determine where a settlement will land, only what the limit a school would tolerate would be. Once the reward appears to outweigh the risk someone will move.

 

[billybud]

The folks who should know, Delaney, Bowlsby, etc...have all gone on record as saying that the GOR has "set" the P5 conferences.

 

[CL82]

The folks who should know, Delaney, Bowlsby, etc...have all gone on record as saying that the GOR has "set" the P5 conferences.

Because all good poker players show their cards to table while the game is going on.

 

[Excalibur]

Waylon is using hyperbole in an attempt to get some of the posters on this board to say to themselves "wow, look at how smart that guy is".

It's ok. I'm comfortable that I know my industry better than he does . . . .

 

[nelsonmuntz]

Yes, unless something is done to satisfy them behind closed doors OR there is nowhere for them to go.

No "unless". If the GOR is no big deal, than Oklahoma is gone.

 

[DudeOfCT]

No "unless". If the GOR is no big deal, than Oklahoma is gone.

OK, assume the GOR is no big deal and they are gone. Where do they go?

 

[billybud]

Because all good poker players show their cards to table while the game is going on.

If one needs to believe, one will. But when reputable people say that the GORs solidy the P5 conferences, I take their word over the speculations of folks with no real information.

 

[nelsonmuntz]

It's ok. I'm comfortable that I know my industry better than he does . . . .

Unless you are a sports media lawyer, this isn't "your" industry.

In addition to my prior examples, non-competes are enforced all the time, as are non-solicits. Give me an example anywhere where something is sold, but years later the selling party is able to ask for a "Do over".

 

[billybud]

Unless you are a sports media lawyer, this isn't "your" industry.

In addition to my prior examples, non-competes are enforced all the time, as are non-solicits. Give me an example anywhere where something is sold, but years later the selling party is able to ask for a "Do over".

Yep...after the ACC negotiated its agreement with ESPN....the bar got raised higher by later contracts with other leagues. The ACC couldn't cry "foul".

They had to do what the contract allowed...add new programs to be able to renegotiate.