Attorney's Reaction to the WA SC Ruling

[Stretch 74]

My buddy sent this to me last night. It was posted on Die Hard Cougs Facebook page/board/forum/group/cult, whatever they call it. I don't do FB so don't know the proper term to use. I do recall that this outfit has been badmouthed by some folks here, but I am going to post it anyway just to get the good content. Let's see if our attorneys here agree with this interpretation.....


Read this from the Die Hard COUGS block I follow:

Like a lot of us, after the WA SC decision yesterday, I found myself hoisting a pint. But then, since I’m not an attorney, I decided to ask my favorite one (AKA Wifey) about what she thought. For those of you who are attorneys, she’s been in private practice for 20+ years and is 2-0 in the appellate court. The only thing wrong with her is her taste in husbands….

In her opinion:

1. The decision by the SC to not do a discretionary review was DEVASTATING to the plaintiffs (AKA the Mutts). She spelled it out to me in legal terms; I’ll put it in layman’s terms: it’s a GIANT F$CK YOU. And GO AWAY, DON’T BOTHER ME WITH THIS AGAIN.

2. So me, as a layman, asked “What’s their recourse?”. Again, she gave me more legal terms, so I will translate to the layman: Ain’t one.

3. I said that this could possibly drag out for years, unless there was a negotiated settlement. She agreed, and then added something which didn’t require translation: “Your beloved COUGS and the Beavers hold all of the cards. They can wait for the other schools to come begging.”

There is so much to be fretful for over in the future of our COUGS (conference realignment, NIL, portal, etc). But for now, as a buddy of mine said today, “WSU and OSU are the richest and prettiest girls in town”. Let us take a deep breath and hoist yet again.

GO COUGS! FOREVER!!!!!!!

 

[COUGinNCW]

One of the cards we should demand is home and homes with the T10 (or a big fat buyout - I’m talking to you usc). We need big games to sell recruits and season ticket holders while we are in purgatory and or rebuilding the PAC.

 

[Coug1990]

This is from a X post from an attorney that is a Beaver who posts under the name BoatyMcBeaver (I just copied and pasted, but here is the link if anyone wants https://x.com/pecobeaver22/status/1736178241608753598?s=46

My take on the Washington Supreme Court decision and what OSU and WSU should do moving forward.

The Washington Supreme Court decision not to review judge Libey’s ‘s decision in the OSU/WSU case came as a surprise to me. I thought for certain the Washington Supreme Court would at least review the case in order to affirm Judge Libey’s‘s decision. The fact that they did not review the decision suggests the Washington Supreme Court determined Judge Libey’s ‘s reasoning, factual, findings, and conclusions of law were on solid ground.

With the denial of review by the Washington Supreme Court, for all intents and purposes, Judge Libey’s‘s decision now governs the Pac 12. Contrary to what some people have posted on Twitter, there is no requirement that all 12 members of the Pac 12 agree unanimously. To be clear, the unanimity requirement was only a condition of Judge Libey’s temporary stay. The Washington Supreme Court continued the unanimity requirement in its stay. But once the stays were lifted, the unanimity requirement no longer applies. Anyone who is on Twitter telling you otherwise needs to go back and reread judge Libey’s order.

1. So what now?

As things currently stand there are still 12 members of the Pac 12. However, there are only two voting board members of the Pac 12 – OSU and WSU. control of the Pac 12 in the hands of OSU and WSU.

Importantly, The Board of Directors of any association owes a duty of good faith, fair dealing, and fairness to its members. Keep in mind, the traitor schools are still members of the Pac 12. Therefore, the Board of Directors of the PAC 12 cannot take steps that would unreasonably cause damage to its members.

Also, OSU and WSU have a duty to the conference itself. That is to say, OSU and WSU have a duty and obligation to preserve the PAC 12 and keep it as an ongoing concern.

The problem that OSU and Wazzu are going to run into is that every step they take in order to preserve the Pac 12 is going to be viewed by the 10 traitor schools as a step against the “departing schools”. This means that every decision, or virtually every decision, made by OSU and WSU will likely receive pushback from the 10 traitor schools.

If I was advising OSU and WSU (but I’m not), I would tell those two schools they could use money scheduling, business partnership, opportunities, and other associated relationships to keep the Pac 12 going forward. I would also advise them that at some point before the end of the academic year, OSU and WSU are going to have to make some sort of a distribution to all 12 schools. does that mean that the distribution has to be 25 million? No. But it Has to be somewhat reasonable. What is an is not reasonable, of course, is in the eye of the beholder.

2. Could here be other lawsuits?

One question I’ve gotten a lot is whether or not there could be other lawsuits. There are some people on Twitter, who believe that schools in Arizona or Utah or California may file suit, presumably against the Pac, 12 conference, seeking a different result than what happened in Washington.

When I get asked, whether or not someone can file a lawsuit my response is always “ You can always file a lawsuit. The question is whether or not you will be successful..”

The problem with filing a suit in another state is that the United States Constitution requires states Full faith and credit to the decisions of other states, including court decisions

If the University of Arizona to file a lawsuit in Arizona against the Pac 12 conference, the first thing the PAC 12 conference would do is move to dismiss the case based on the existence of the decision in Washington. There are issues of comity that the Arizona court would have to resolve. In short, I don’t think a lawsuit filed in another state is necessarily going to be decided in time to make a difference.

 

[95coug]

My buddy sent this to me last night. It was posted on Die Hard Cougs Facebook page/board/forum/group/cult, whatever they call it. I don't do FB so don't know the proper term to use. I do recall that this outfit has been badmouthed by some folks here, but I am going to post it anyway just to get the good content. Let's see if our attorneys here agree with this interpretation.....


Read this from the Die Hard COUGS block I follow:

Like a lot of us, after the WA SC decision yesterday, I found myself hoisting a pint. But then, since I’m not an attorney, I decided to ask my favorite one (AKA Wifey) about what she thought. For those of you who are attorneys, she’s been in private practice for 20+ years and is 2-0 in the appellate court. The only thing wrong with her is her taste in husbands….

In her opinion:

1. The decision by the SC to not do a discretionary review was DEVASTATING to the plaintiffs (AKA the Mutts). She spelled it out to me in legal terms; I’ll put it in layman’s terms: it’s a GIANT F$CK YOU. And GO AWAY, DON’T BOTHER ME WITH THIS AGAIN.

2. So me, as a layman, asked “What’s their recourse?”. Again, she gave me more legal terms, so I will translate to the layman: Ain’t one.

3. I said that this could possibly drag out for years, unless there was a negotiated settlement. She agreed, and then added something which didn’t require translation: “Your beloved COUGS and the Beavers hold all of the cards. They can wait for the other schools to come begging.”

There is so much to be fretful for over in the future of our COUGS (conference realignment, NIL, portal, etc). But for now, as a buddy of mine said today, “WSU and OSU are the richest and prettiest girls in town”. Let us take a deep breath and hoist yet again.

GO COUGS! FOREVER!!!!!!!

I still wonder about whether one of the schools other than UW - especially the private schools - could file in another jurisdiction and get a different result.

 

[Coug1990]

I still wonder about whether one of the schools other than UW - especially the private schools - could file in another jurisdiction and get a different result.

Read the last post of mine. An attorney that is a Beaver answered that question.

 

[95coug]

This is from a X post from an attorney that is a Beaver who posts under the name BoatyMcBeaver (I just copied and pasted, but here is the link if anyone wants https://x.com/pecobeaver22/status/1736178241608753598?s=46

My take on the Washington Supreme Court decision and what OSU and WSU should do moving forward.

The Washington Supreme Court decision not to review judge Libey’s ‘s decision in the OSU/WSU case came as a surprise to me. I thought for certain the Washington Supreme Court would at least review the case in order to affirm Judge Libey’s‘s decision. The fact that they did not review the decision suggests the Washington Supreme Court determined Judge Libey’s ‘s reasoning, factual, findings, and conclusions of law were on solid ground.

With the denial of review by the Washington Supreme Court, for all intents and purposes, Judge Libey’s‘s decision now governs the Pac 12. Contrary to what some people have posted on Twitter, there is no requirement that all 12 members of the Pac 12 agree unanimously. To be clear, the unanimity requirement was only a condition of Judge Libey’s temporary stay. The Washington Supreme Court continued the unanimity requirement in its stay. But once the stays were lifted, the unanimity requirement no longer applies. Anyone who is on Twitter telling you otherwise needs to go back and reread judge Libey’s order.

1. So what now?

As things currently stand there are still 12 members of the Pac 12. However, there are only two voting board members of the Pac 12 – OSU and WSU. control of the Pac 12 in the hands of OSU and WSU.

Importantly, The Board of Directors of any association owes a duty of good faith, fair dealing, and fairness to its members. Keep in mind, the traitor schools are still members of the Pac 12. Therefore, the Board of Directors of the PAC 12 cannot take steps that would unreasonably cause damage to its members.

Also, OSU and WSU have a duty to the conference itself. That is to say, OSU and WSU have a duty and obligation to preserve the PAC 12 and keep it as an ongoing concern.

The problem that OSU and Wazzu are going to run into is that every step they take in order to preserve the Pac 12 is going to be viewed by the 10 traitor schools as a step against the “departing schools”. This means that every decision, or virtually every decision, made by OSU and WSU will likely receive pushback from the 10 traitor schools.

If I was advising OSU and WSU (but I’m not), I would tell those two schools they could use money scheduling, business partnership, opportunities, and other associated relationships to keep the Pac 12 going forward. I would also advise them that at some point before the end of the academic year, OSU and WSU are going to have to make some sort of a distribution to all 12 schools. does that mean that the distribution has to be 25 million? No. But it Has to be somewhat reasonable. What is an is not reasonable, of course, is in the eye of the beholder.

2. Could here be other lawsuits?

One question I’ve gotten a lot is whether or not there could be other lawsuits. There are some people on Twitter, who believe that schools in Arizona or Utah or California may file suit, presumably against the Pac, 12 conference, seeking a different result than what happened in Washington.

When I get asked, whether or not someone can file a lawsuit my response is always “ You can always file a lawsuit. The question is whether or not you will be successful..”

The problem with filing a suit in another state is that the United States Constitution requires states Full faith and credit to the decisions of other states, including court decisions

If the University of Arizona to file a lawsuit in Arizona against the Pac 12 conference, the first thing the PAC 12 conference would do is move to dismiss the case based on the existence of the decision in Washington. There are issues of comity that the Arizona court would have to resolve. In short, I don’t think a lawsuit filed in another state is necessarily going to be decided in time to make a difference.

I’m going to disagree in two small ways:

1. Technically, there is a requirement for unanimity. The PAC-12 bylaws require a 75% voting agreement for most things. The ruling makes OSU & WSU the only voting members so the only way to reach the 75% threshold is to have them agree. The other 10 don’t have a vote anymore - and don’t really even have representation in the CEO group - so they’re irrelevant.

2. The bylaws clearly and specifically allow the conference to retain “all the media and sponsorship rights in the multi-player video distribution and telecommunications/wireless category” from any member who delivers notice of withdrawal. So, WSU/OSU 100% have the previously agreed-upon right to withhold those distributions. They still need to reimburse whatever expenses the 10 incur as a normal part of their conference operations (that’s covered in a different section of the bylaws) but they don’t have to pay out the $5M in December, and they won’t have to pay out $20M in June. It could muddy the water a bit if they paid USC/UCLA their distributions last year, but the way the bylaws are written, I think it’s reasonable to say this is a case-by-case decision, with no real requirement to act consistently from one case to the next.

I saw screw ‘em all. Don’t give them any media money.

 

[Coug1990]

I’m going to disagree in two small ways:

1. Technically, there is a requirement for unanimity. The PAC-12 bylaws require a 75% voting agreement for most things. The ruling makes OSU & WSU the only voting members so the only way to reach the 75% threshold is to have them agree. The other 10 don’t have a vote anymore - and don’t really even have representation in the CEO group - so they’re irrelevant.

2. The bylaws clearly and specifically allow the conference to retain “all the media and sponsorship rights in the multi-player video distribution and telecommunications/wireless category” from any member who delivers notice of withdrawal. So, WSU/OSU 100% have the previously agreed-upon right to withhold those distributions. They still need to reimburse whatever expenses the 10 incur as a normal part of their conference operations (that’s covered in a different section of the bylaws) but they don’t have to pay out the $5M in December, and they won’t have to pay out $20M in June. It could muddy the water a bit if they paid USC/UCLA their distributions last year, but the way the bylaws are written, I think it’s reasonable to say this is a case-by-case decision, with no real requirement to act consistently from one case to the next.

I saw screw ‘em all. Don’t give them any media money.

I don't think you are actually pushing back. You are just phrasing things differently. There are no rules that require 100% unanimity. That there are only two voting members, does require WSU and OSU to agree to pass things. That is a byproduct of the 75% rule. Regarding number 2, he just stated that OSU and WSU must act in good faith and that good faith is open to interpretation. He then gave his interpretation of what he thinks that is, just like you did.

 

[95coug]

I don't think you are actually pushing back. You are just phrasing things differently. There are no rules that require 100% unanimity. That there are only two voting members, does require WSU and OSU to agree to pass things. That is a byproduct of the 75% rule. Regarding number 2, he just stated that OSU and WSU must act in good faith and that good faith is open to interpretation. He then gave his interpretation of what he thinks that is, just like you did.

Sure. The expectation is that WSU/OSU act reasonably. The nice thing is, they’re the ones that get to decide what’s reasonable.

There will probably be some sort of distribution…but whatever it is, it’s should come subject to a total waiver by the 10 of any and all claims to anything additional and any right to file suit.

 

[longtimecoug]

Sure. The expectation is that WSU/OSU act reasonably. The nice thing is, they’re the ones that get to decide what’s reasonable.

There will probably be some sort of distribution…but whatever it is, it’s should come subject to a total waiver by the 10 of any and all claims to anything additional and any right to file suit.

they should also icur all the costs of litigation deductd from any payout, they caused this

 

[Stretch 74]

they should also icur all the costs of litigation deductd from any payout, they caused this

Absolutely!

 

[Loyal Coug1]

Sure. The expectation is that WSU/OSU act reasonably. The nice thing is, they’re the ones that get to decide what’s reasonable.

There will probably be some sort of distribution…but whatever it is, it’s should come subject to a total waiver by the 10 of any and all claims to anything additional and any right to file suit.

I still say why? F the F-ing F-ers. Why give them a red cent? We may take a hit from all these unknown liabilities but that beats giving the traitors a dime. So we think. Still chapping my ass that the financials appear to be some mystery.

 

[Stretch 74]

I still say why? F the F-ing F-ers. Why give them a red cent? We may take a hit from all these unknown liabilities but that beats giving the traitors a dime. So we think. Still chapping my ass that the financials appear to be some mystery.

Just one MORE reason to fire George K. The balance sheets, bank accounts, P&L's should ALL have been available and accurate within a day.

 

[95coug]

I still say why? F the F-ing F-ers. Why give them a red cent? We may take a hit from all these unknown liabilities but that beats giving the traitors a dime. So we think. Still chapping my ass that the financials appear to be some mystery.

I don't really want to pay them, I don't think they deserve a dime. But I'd be willing to give them something in exchange for them sacrificing any future or additional claims. Tell them they can have half shares (~$10M) for 2023-24 in exchange for giving up anything further.

And then, when they want to show their historical highlight films, make them license them for an annual fee...bidding starts at $10M.

 

[longtimecoug]

Just one MORE reason to fire George K. The balance sheets, bank accounts, P&L's should ALL have been available and accurate within a day.

He was helping the 10 stonewall

 

[BiggsCoug]

He was helping the 10 stonewall

I believe he was going to hold that meeting and let the schools vote to dissolve the conference right underneath WSU and OSU.

Fck that guy.

Ask yourself, how would SC and the uw handle this? Would they be fair? Or would they fck over every school to get all the $$$?

WSU and OSU should decide what SC and the uw would do, then do that to them.

These schools do not want to ever come to Pullman again. They don’t care if they ever play WSU and OSU. Make decisions accordingly. This is a nasty divorce. There will be no reconciliation. You don’t have to be nice or friendly any more. Choose yourself over them. They did it to you.

 

[Flatlandcoug]

I don't really want to pay them, I don't think they deserve a dime. But I'd be willing to give them something in exchange for them sacrificing any future or additional claims. Tell them they can have half shares (~$10M) for 2023-24 in exchange for giving up anything further.

And then, when they want to show their historical highlight films, make them license them for an annual fee...bidding starts at $10M.

The smart play is going to be to give them just enough money to keep them from being able to claim that we harmed them while retaining the ability to make them pay for Pac-12 owned content. The important thing to remember is that after all the chips come down, the disbursement money that we get from the death of the conference as it is today is not going to change our future income meaningfully. It's important to retain as much money as we reasonably can, but making sure that we protect future dollars is just as important. And taking a "f#ck you!" attitude is what led to NIL.....so there's that.

 

[95coug]

The smart play is going to be to give them just enough money to keep them from being able to claim that we harmed them while retaining the ability to make them pay for Pac-12 owned content. The important thing to remember is that after all the chips come down, the disbursement money that we get from the death of the conference as it is today is not going to change our future income meaningfully. It's important to retain as much money as we reasonably can, but making sure that we protect future dollars is just as important. And taking a "f#ck you!" attitude is what led to NIL.....so there's that.

Since we’re no longer talking about the dissolution of the conference, the total windfall is limited to media retention. Because of that, I actually think we have to hold back their money.

I don’t think it’s at all unreasonable to hold back at least 50% of their shares to be divided between WSU & OSU. That will temporarily help offset the reduced future media money and ease the transition to whatever the future is.

If annual payout for the year is $25M, retaining 50% would mean a $62M check to WSU. It won’t pay our debt, and it won’t change the program, but it’ll make a bridge to 2025. And, it’s not going to hurt any of the 10.

The catch is that, if I remember the wording of he bylaws correctly, it’s not clear that we can retain part of their payouts. Seems like the language makes it all or nothing (which I’m also fine with). Of course, we can change the bylaws to say what we want them to now, so that’s a technicality, not an obstacle.

 

[CougInSpain]

Since we’re no longer talking about the dissolution of the conference, the total windfall is limited to media retention. Because of that, I actually think we have to hold back their money.

I don’t think it’s at all unreasonable to hold back at least 50% of their shares to be divided between WSU & OSU. That will temporarily help offset the reduced future media money and ease the transition to whatever the future is.

If annual payout for the year is $25M, retaining 50% would mean a $62M check to WSU. It won’t pay our debt, and it won’t change the program, but it’ll make a bridge to 2025. And, it’s not going to hurt any of the 10.

The catch is that, if I remember the wording of he bylaws correctly, it’s not clear that we can retain part of their payouts. Seems like the language makes it all or nothing (which I’m also fine with). Of course, we can change the bylaws to say what we want them to now, so that’s a technicality, not an obstacle.

We can change them for our current status yes, but we can't retroactively change them to suit the past. I don't think we would have to change it to further our benefit because we control everything as of now anyways.

 

[Meister_Rebel]

I still say why? F the F-ing F-ers. Why give them a red cent? We may take a hit from all these unknown liabilities but that beats giving the traitors a dime. So we think. Still chapping my ass that the financials appear to be some mystery.

When talk first came up about a reverse merger Gloria said they needed to study the financials. I was able to find some from several years back and one thing that sent a red flag was Pac-12 Organization Pensions. What is the nature of those pensions. How many former employees are receiving pensions and is it for life? Can you buy them out in a lump sum and what will that cost. Then you have nearly 200 Pac-12 organization employees. Obviously you won't be able to keep them all. There will be that initial cost to lay them off. The property leases on the Pac12 network studio and the organization headquarters has how many years left on the lease and what will it cost to buy out of that.

There are so many things to look at that any distribution of funds should be the last thing to discuss.

 

[BleedCrimsonandGray]

Two questions:

Who is liable for the shortfall in the media deal?

Will the Pac2 be receiving any of the bowl money the conference will make this year?

Why do I get the funny feeling that the T10 wanted to take their money and not be liable for the media shortfall and leave WSU/ OSU holding the bag?

 

[dgibbons]

My buddy sent this to me last night. It was posted on Die Hard Cougs Facebook page/board/forum/group/cult, whatever they call it. I don't do FB so don't know the proper term to use. I do recall that this outfit has been badmouthed by some folks here, but I am going to post it anyway just to get the good content. Let's see if our attorneys here agree with this interpretation.....


Read this from the Die Hard COUGS block I follow:

Like a lot of us, after the WA SC decision yesterday, I found myself hoisting a pint. But then, since I’m not an attorney, I decided to ask my favorite one (AKA Wifey) about what she thought. For those of you who are attorneys, she’s been in private practice for 20+ years and is 2-0 in the appellate court. The only thing wrong with her is her taste in husbands….

In her opinion:

1. The decision by the SC to not do a discretionary review was DEVASTATING to the plaintiffs (AKA the Mutts). She spelled it out to me in legal terms; I’ll put it in layman’s terms: it’s a GIANT F$CK YOU. And GO AWAY, DON’T BOTHER ME WITH THIS AGAIN.

2. So me, as a layman, asked “What’s their recourse?”. Again, she gave me more legal terms, so I will translate to the layman: Ain’t one.

3. I said that this could possibly drag out for years, unless there was a negotiated settlement. She agreed, and then added something which didn’t require translation: “Your beloved COUGS and the Beavers hold all of the cards. They can wait for the other schools to come begging.”

There is so much to be fretful for over in the future of our COUGS (conference realignment, NIL, portal, etc). But for now, as a buddy of mine said today, “WSU and OSU are the richest and prettiest girls in town”. Let us take a deep breath and hoist yet again.

GO COUGS! FOREVER!!!!!!!

I would describe the Supreme Court ruling as- as expected. There was no basis for direct review. This was not a issue of broad public import.

I think the "Giant FU" is a little overblown. Although not impossible (and Division III obviously has not ruled yet), it is highly unlikely that the Supreme Court would accept review in the normal course. There is not an automatic right to appeal by the WA Supreme Court. YOu have to file a petition, and the Supreme Court has to grant that petition.

 

[Stretch 74]

Two questions:

Who is liable for the shortfall in the media deal?

Will the Pac2 be receiving any of the bowl money the conference will make this year?

Why do I get the funny feeling that the T10 wanted to take their money and not be liable for the media shortfall and leave WSU/ OSU holding the bag?

Along this line, I wonder if we will eventually find out some of the skullduggery that happened behind the scenes with the traitors? Will some of the folks that "went along" spill the beans on on the underhanded planning, if there was discussion of trying to get out of town before the plans were discovered? Did they think we would just sit back and take it while they poked a crooked stick up our keesters? Were they thinking we would be forced into another conference and the PAC would be dead, thus eliminating the conference from any future liabilities since it was no longer a viable entity? Did the T10 know and discuss the possibility of forfeiting a huge chunk of money from the conference's media rights, but think they could just roll the dice and get away with it?

I have hope that some folks will have buyer's remorse with their new situation and will be so unhappy with losing many millions from the PAC that they will finally give up the all the dirty details.

 

[dgibbons]

I don't really want to pay them, I don't think they deserve a dime. But I'd be willing to give them something in exchange for them sacrificing any future or additional claims. Tell them they can have half shares (~$10M) for 2023-24 in exchange for giving up anything further.

And then, when they want to show their historical highlight films, make them license them for an annual fee...bidding starts at $10M.

As for a potential settlement, this is essentially what I would offer. $10 million paid to each of the departing schools now (as reasonably soon, not sure on the cash flow situation). All the parties release and waive all claims, the departing schools depart. WSU and OSU get the remainder of the assets and also the liabilities, and clean the up left behind.

 

[dgibbons]

The smart play is going to be to give them just enough money to keep them from being able to claim that we harmed them while retaining the ability to make them pay for Pac-12 owned content. The important thing to remember is that after all the chips come down, the disbursement money that we get from the death of the conference as it is today is not going to change our future income meaningfully. It's important to retain as much money as we reasonably can, but making sure that we protect future dollars is just as important. And taking a "f#ck you!" attitude is what led to NIL.....so there's that.

If they wanted to avoid "being harmed" they could have chosen to stay in the conference, not announced their departure prior to 8/1/24, etc. They bear the consequences of the their decisions. WSU and OSU have done nothing other than exercise the rights and obligation set forth in the bylaws.

Simple analogy- if a contractor finishes late and there are penalties in the contract for failing to finish on time, the contractor has not been harmed by the actions of owner. That is the treatment the contractor signed up for. The contractor avoids harm by complying with the contract.

 

[Coug90]

If they wanted to avoid "being harmed" they could have chosen to stay in the conference, not announced their departure prior to 8/1/24, etc. They bear the consequences of the their decisions. WSU and OSU have done nothing other than exercise the rights and obligation set forth in the bylaws.

Simple analogy- if a contractor finishes late and there are penalties in the contract for failing to finish on time, the contractor has not been harmed by the actions of owner. That is the treatment the contractor signed up for. The contractor avoids harm by complying with the contract.

I don’t think you’ll find any issues with that argument here. The issue or question is how many courts they can take this to in order to drag it out and inflict maximum pain to achieve the goal of a white flag. They know this is time sensitive for WSU and OSU because of scheduling, recruiting, budget for staffing of teams, etc, even if they now “hold the cards”.

 

[Flatlandcoug]

If they wanted to avoid "being harmed" they could have chosen to stay in the conference, not announced their departure prior to 8/1/24, etc. They bear the consequences of the their decisions. WSU and OSU have done nothing other than exercise the rights and obligation set forth in the bylaws.

Simple analogy- if a contractor finishes late and there are penalties in the contract for failing to finish on time, the contractor has not been harmed by the actions of owner. That is the treatment the contractor signed up for. The contractor avoids harm by complying with the contract.

Your analogy isn't particularly good. If a contractor announces that he is going to be late a full year before he is done and there are no specified penalties, the homeowner would lose in court if he waited until the project was complete and said, "Sorry Bro...you missed the deadline....no money for you".

 

[Stretch 74]

Your analogy isn't particularly good. If a contractor announces that he is going to be late a full year before he is done and there are no specified penalties, the homeowner would lose in court if he waited until the project was complete and said, "Sorry Bro...you missed the deadline....no money for you".

Are you on the uw's legal team? It seems so, because in the situation dgib set out he specifically said there were penalties in the contract. Then you come along and say it is a bad analogy because there are no penalties involved. Perhaps you missed that part, but I think it is a pretty darn good analogy.

 

[dgibbons]

I don’t think you’ll find any issues with that argument here. The issue or question is how many courts they can take this to in order to drag it out and inflict maximum pain to achieve the goal of a white flag. They know this is time sensitive for WSU and OSU because of scheduling, recruiting, budget for staffing of teams, etc, even if they now “hold the cards”.

I think we're past that now, to be honest. The early signing period starts Wednesday. Remember that none of the schools get a dollar. Some of them are not exactly flush.

 

[dgibbons]

Your analogy isn't particularly good. If a contractor announces that he is going to be late a full year before he is done and there are no specified penalties, the homeowner would lose in court if he waited until the project was complete and said, "Sorry Bro...you missed the deadline....no money for you".

Actually, it's spot on.

 

[95coug]

Two questions:

Who is liable for the shortfall in the media deal?

Will the Pac2 be receiving any of the bowl money the conference will make this year?

Why do I get the funny feeling that the T10 wanted to take their money and not be liable for the media shortfall and leave WSU/ OSU holding the bag?

My understanding is that since the overpayments from the media deal went to the member schools, they are liable for the repayment. That liability should follow the 10, regardless of what happens with the Pac-X moving forward...and we should make sure that's accounted for in any deal.

The bylaws allow the conference (WSU & OSU) to retain media rights payments to any schools who have announced their departure, as of the date of that announcement. I think the bowl money, NCAA tournament money, etc. falls within those payments. So, the 2 should have the right to retain all of the bowl payouts. However...the expenses incurred in connection with going to those bowls would still go back to the schools who play in them.

I think the 10 just wanted to vote to dissolve the conference. Split everything 12 ways - just because they couldn't figure out how to cut WSU/OSU out of it completely - and walk away. That was probably part of their calculus right from the start - believing that a payout from dissolution would bridge the gap through any reductions in the immediate future. Probably less of a consideration for Stanford & Cal, since they're taking reductions in rights going forward anyway.

 

[Flatlandcoug]

Are you on the uw's legal team? It seems so, because in the situation dgib set out he specifically said there were penalties in the contract. Then you come along and say it is a bad analogy because there are no penalties involved. Perhaps you missed that part, but I think it is a pretty darn good analogy.

Where it gets tricky is what does the term "media rights" mean? Does it mean that WSU and OSU retain the right to determine who televises Pac-12 conference events? Or does it mean that it includes the revenue associated with those rights even while the teams are playing in the same conference?

The bylaws say that departing teams are no longer members of the CEO group and not eligible to vote on any conference matters, but does it say that they are no longer members of the conference with no rights to revenues generated from TV rights? Is there another section that specifically says that members who have given notice are playing for free?

WSU and OSU deserve to retain the rights to the conference itself, we should definitely protect ourselves when it comes to liabilities that will remain after the traitorous 10 are gone, but when you get to the point where you are screwing over someone for money...you better be sure that you have the right position and good lawyers.

Going back to the contractor analogy, unless the contractor specifically agreed to do the work for free if it wasn't done on time, paying penalties for late work is different than not getting paid anything at all.

 

[UberCougars]

Departing teams caused damage to the entire conference upon notice.

I’m not following you here. How does retention of League revenue to cover damages “screw over” those who caused the damages?

 

[whoisyaodaddy]

I don’t think you’ll find any issues with that argument here. The issue or question is how many courts they can take this to in order to drag it out and inflict maximum pain to achieve the goal of a white flag. They know this is time sensitive for WSU and OSU because of scheduling, recruiting, budget for staffing of teams, etc, even if they now “hold the cards”.

Two words: Res Judicata. If a competent court (WA Superior Court is certainly that) makes a ruling on a claim, a party can't bring that same claim to another court. USC or UCLA can't sue on the same claim in a CA court. It would get dismissed under a Rule 12(b) motion. Likely Rule 12(b)(1).

 

[Flatlandcoug]

Departing teams caused damage to the entire conference upon notice.

I’m not following you here. How does retention of League revenue to cover damages “screw over” those who caused the damages?

Therein lies the rub. I think everyone would understand if WSU and OSU retain a larger portion of the revenue than everyone else. It becomes a different beast if they don't give those other schools any money at all.

Personally, I support the idea of screwing them over. My fear is that we decide to screw them over too much...they fight it....and we end up with a lot less money than we could have had because we were being greedy and spiteful.

FWIW, it doesn't matter that the traitorous 10 are greedy and spiteful...we still lose more often than not when our needs and wants are pitted against their needs and wants. I would prefer to avoid unnecessary fights that we might lose.

 

[dgibbons]

Two words: Res Judicata. If a competent court (WA Superior Court is certainly that) makes a ruling on a claim, a party can't bring that same claim to another court. USC or UCLA can't sue on the same claim in a CA court. It would get dismissed under a Rule 12(b) motion. Likely Rule 12(b)(1).

The only thing that's been ruled on is which members are members of the board.

That's issue preclusion or collateral estoppel if you want to get technical.

 

[95coug]

Where it gets tricky is what does the term "media rights" mean? Does it mean that WSU and OSU retain the right to determine who televises Pac-12 conference events? Or does it mean that it includes the revenue associated with those rights even while the teams are playing in the same conference?

The bylaws say that departing teams are no longer members of the CEO group and not eligible to vote on any conference matters, but does it say that they are no longer members of the conference with no rights to revenues generated from TV rights? Is there another section that specifically says that members who have given notice are playing for free?

WSU and OSU deserve to retain the rights to the conference itself, we should definitely protect ourselves when it comes to liabilities that will remain after the traitorous 10 are gone, but when you get to the point where you are screwing over someone for money...you better be sure that you have the right position and good lawyers.

Going back to the contractor analogy, unless the contractor specifically agreed to do the work for free if it wasn't done on time, paying penalties for late work is different than not getting paid anything at all.

The actual language is "the conference shall be entitled to retain all the media and sponsorship rights in the multi-player distribution (MPVD) and telecommunications/wireless categories of the member purporting to withdraw through August 1, 2024." So, my read of this is that it refers to the revenue. The next phrase reflects the grant of rights, so if a team had left in 2018, the Pac-12 retains that team's media rights even if they're playing in a different conference.

The same section also addresses the automatic removal of departing members from the board, and specifically says they no longer get a vote..so that part takes away their ability to influence who airs what game.

WSU/OSU would be fully within their rights to take all of the media money from all 10 for the entire 2023/24 season. They'd also be within their rights to withhold from USC/UCLA for the 2022/23 season, although the bulk of those have presumably already been paid. My understanding is that the NCAA tournament money is paid over a few seasons, so there is likely still money to be paid that would go to departing teams if they weren't departing. Now, the Pac-2 have the right to retain that money too (assuming it's part of the "MPVD and telecommunications/wireless" funds).

A big part of the problem right now is that nobody seems to know what money is actually out there, or what the liabilities are. WSU/OSU need to know that before they can really decide what the path forward is. Until that picture is resolved, they shouldn't write checks for anything beyond basic operations.

 

[UberCougars]

Therein lies the rub. I think everyone would understand if WSU and OSU retain a larger portion of the revenue than everyone else. It becomes a different beast if they don't give those other schools any money at all.

Personally, I support the idea of screwing them over. My fear is that we decide to screw them over too much...they fight it....and we end up with a lot less money than we could have had because we were being greedy and spiteful.

FWIW, it doesn't matter that the traitorous 10 are greedy and spiteful...we still lose more often than not when our needs and wants are pitted against their needs and wants. I would prefer to avoid unnecessary fights that we might lose.

I don’t support screwing them over. Not at all.

I support quantifying the damages, short and long term, calculating an appropriate settlement, reserving for all potential short and long term liabilities and paying them out their FairShare, if any revenues remain.

 

[BleedCrimsonandGray]

I don’t support screwing them over. Not at all.

I support quantifying the damages, short and long term, calculating an appropriate settlement, reserving for all potential short and long term liabilities and paying them out their FairShare, if any revenues remain.

I don't think the judge will allow us to screw them over. However, if there is any way to turn the screws on them I'm all for it.

 

[Loyal Coug1]

I don’t support screwing them over. Not at all.

I support quantifying the damages, short and long term, calculating an appropriate settlement, reserving for all potential short and long term liabilities and paying them out their FairShare, if any revenues remain.

Totally disagree. Give them nothing. Hope that the liabilities aren't too bad. Again, having some accounting of the financials would help a lot.

 

[KRUSTYtheCOUG]

I don't think the judge will allow us to screw them over. However, if there is any way to turn the screws on them I'm all for it.

What a vindictive, bitter, mean-spirited position to take.

Who am I kidding...I feel exactly the same way!!! That's all I have to say about that