ICanSleepWhenI'mDead

Heber City is a beautiful place - - hope the impact on the area is minimal.

Hey Greg F: Sorry it took so long to get back to this thread - - life got even more hectic than expected, and then I had to deal with some computer issues, too. Anyway, the above-quoted part of one of your earlier posts has me curious. Why do you say that "there is no way to put restrictions (such as not being able to move the team) on the new owner."? Ralph was reported to have said something similar in a 2005 interview. Here's what the interviewer wrote in his 2005 article: http://www.sportsbusinessdaily.com/Journal/Issues/2005/05/20050516/Other-News/In-Profile-Bills-Owner-Ralph-Wilson.aspx Unfortunately, the article never mentions WHY Ralph's lawyer believed that requiring a buyer to keep the team in Buffalo would be illegal. I realize that contract terms that all parties voluntarily agree to can nonetheless be void if they are considered against public policy. There have been reported instances of team owners in other sports including restrictions on moving a team in their sale contracts, but that doesn't necessarily mean that such restrictions are enforceable. It is not obvious to me, however, that all such restrictions would be considered against public policy. That has always left me wondering just what the basis was for Ralph's lawyer's opinion that is mentioned in the 2005 article. Maybe I'm missing something obvious, but here are the possibilities I can come up with: 1. Illegal because the team was already in an irrevocable trust, which would potentially make any changes to the trust provisions "illegal," including but not limited to adding restrictions about moving the team. Possible, but as already discussed upthread, perhaps unlikely because of certain tax consequences that would result from placing the team in an irrevocable trust prior to 2005. 2. Illegal because the NFL Constitution & Bylaws prevent any owner from unilaterally making his team's territory "permanent" in some sense because that governing document must allow a vote of the other owners to determine any team's territory? I find this possible but unpersuasive, as it would be somewhat stilted to describe conduct that violated some provision of the NFL Constitution & Bylaws as "illegal." Breaking a private agreement has legal consequences, but isn't "illegal" in a strict sense of the word, at least in my mind. 3. Illegal because the proposed restriction would be against public policy as a restraint on alienation? If that was the basis for Ralph's lawyer's opinion, I think Ralph failed to get good advice about all of his potential options for dealing with the issue. Like I said, I'm left with the feeling that I may be missing something obvious. What's the rationale for your statement quoted above?

Hey Greg F: Most of your comments are spot on, but technically there's a difference between (1) an "order of specific performance" where a court orders the then-owner of the Bills to specifically play future games in Ralph Wilson stadium, and (2) a court order (called a "prohibitory injunction") that prevents the then-owner of the Bills from playing games anywhere but Ralph Wilson stadium. The end result is the same as a practical matter, but courts are generally more amenable to requests to issue an order that prohibits certain conduct, as opposed to an order that requires a party to affirmatively perform some future act. Note that one portion of the [Non-Relocation Agreement?] you quoted above states: Either type of order is possible, but the "prohibitory injunction" is a much more likely remedy than a specific performance order if the County brought suit to prevent relocation and won. One other significant point that others (not you) sometimes miss: The existing stadium lease contains many protections for the County to keep the Bills from moving before the roughly $28 million buyout in 2020. But no matter how strong those protections are, the County can't enforce any of them if the County materially breaches its own obligations imposed by the same document that provides those protections. You won't see that concept specifically mentioned anywhere in the stadium lease or in the relocation agreement, but it's a generally applicable principle of law that applies to both. Question for Greg F. - - I think the County asked for the separate Non-Relocation Agreement precisely because of the principle I outlined above, i.e., that if the County failed to meet some of its future monetary obligations required by the current lease, it could be found to be in material breach, and therefore be unable to obtain the remedies otherwise available to it in the lease to prevent relocation. But as a separate agreement, the Non-Relocation Agreement requires mutual consideration to be enforceable. Do you see any separate consideration received by the BILLS in the Non-Relocation Agreement that would make it binding as a stand-alone agreement? I have a hard time identifying any separate consideration the Bills received for signing the Non-Relocation Agreement. The possibility of the County materially breaching its financial obligations to the Bills is not entirely far-fetched. The docs available at the County website show that the County was behind in some unspecified amount in its financial obligations under the old lease when the current lease was signed. P.S. Life is still hectic here, but the thread title sucked me in. Still would like a future discussion in the other thread, but I'm out for a while. Sorry to post and run, but its unavoidable.

I would like to discuss this further but the next few days are gonna be very hectic for me. Please check back here in a few days if you can.

I've read that a very wealthy person can effectively remove an asset from their estate by placing it in an irrevocable trust, and that this strategy is most often used for assets that are expected to rapidly appreciate between the date the asset is transferred to the trust and the date the wealthy person dies. http://www.helsell.com/faq/irrevocable-trusts/ At any time after the AFL/NFL merger, the Bills would appear to fit the description of an asset that is worth more than the annual exclusion amount and is expected to appreciate rapidly. And if the Bills had already been transferred into an irrevocable trust by 2005, that could explain why Ralph mentioned in a 2005 interview that his lawyer told him that changing the terms of the trust to favor a local bidder would not be legal. Simply because like the name implies, the terms of an "irrevocable" trust can't legally be changed. If my tentative understanding of how this tax-minimizing strategy works is correct, it would go something like this: 1. Ralph creates an irrevocable trust and transfers ownership of the Bills to the trust. He would have to pay gift tax on the then-current value of the team to the extent it was greater than the unified lifetime exclusion for gifts and post-death transfers. For many years the value of the Bills has far exceeded that unified lifetime exclusion. So the down side of this strategy would be that Ralph would have to pay immediate tax at the then current estate tax rate (which has varied over the years) on whatever the fair market value of the team was when he transferred it into the irrevocable trust. 2. But the up side is that after Ralph pays that initial gift tax, any future appreciation in the value of the Bills would escape future estate taxes that would otherwise be due upon his death. To make the math simple, suppose the Bills were worth $100 million when transferred into the irrevocable trust, but worth $1 billion when Ralph died. If this strategy was used, the $900 million in appreciated value after the team was transferred into the irrevocable trust would escape future estate taxes. 3. Let's just say that, unlike Ralph, I've never had to worry about whether a gift I was making would use up my unified lifetime gift and estate tax exclusion. So I need to do some reading before I feel like I have a good handle on some of the other tax-related details. But from what I've read so far about this strategy, it's use would be consistent with the 2005 interview Ralph gave, and minimize the overall tax burden when passing his assets on to his family. 4. My tentative impression is that the strategy might effectively apply the lower capital gains tax rate (in place of the much higher estate tax rate) on future appreciation in the value of the team (i.e., in my hypothetical example, on the $900 million increase in value). I haven't nailed that down yet, and I'm not sure if the future estate tax savings on the $900 million would be enough to offset the need to pay immediate gift taxes on the first $100 million many years before Ralph's death. Seems like its possible, though. 5. Spitballing - - with irrevocable trust: 40% of 1st $100 million = $40 million (gift tax) 15% of $900 million = $135 million (capital gains tax) Total = $175 million Compared to 40% of $1 billion = $400 million (estate tax if trust is not irrevocable) 6. Anyway, does anybody have any expertise on the use of IRREVOCABLE trusts (not the more common revocable type often used as an estate planning tool by less wealthy individuals)? I would appreciate knowing if I'm on the right track here with respect to understanding how Ralph's potential use of an irrevocable trust would affect the overall tax burden he would incur when planning to pass his wealth on to his family. If he used an irrevocable trust set up many years ago, the Buffalo area may have been prosperous enough then so that he did not anticipate how great the need would be to protect the team from out-of-town bidders who might move it after his death. Any help in understanding the tax ramifications (estate vs. capital gains) of irrevocable trusts would be appreciated.

The girls in the other room - - the blonde, skilled Nordic hookers - - were known as the "Smash Tiger's Windshield With A Golf Club And Make Him Crash Into A Tree Gals."

Take your pick of the Darryls for the bargain price of $150 million - - I've got a spare.

From the OP's link:

Admittedly the quote below is from 2005, but most 86 year old millionaires (which accurately described Ralph's status in 2005) are fairly set in their ways. Maybe Ralph just didn't get the memo about the team's long-standing plans to build a new stadium in a market where he was often crying for supplemental revenue sharing from the other owners: http://www.sportsbusinessdaily.com/Journal/Issues/2005/05/20050516/Other-News/In-Profile-Bills-Owner-Ralph-Wilson.aspx Maybe you think it would have been wise for the Bills to plan for a new stadium, and maybe you're right about the wisdom of doing that, but I don't think Ralph saw it that way. I suppose you must think Ralph, based on his quoted comments, was an uneducated, "gloom and doom hack."

http://espn.go.com/blog/buffalo-bills/post/_/id/7264/stadium-group-spurs-talk-on-bills-future

I wonder how many computers that click on links to articles about N$A surveillance programs now routinely but secretly send additional info to the gov't.

http://www.gocollege.com/financial-aid/scholarships/companies/

Well, people in WNY watch the Bills. It's my understanding that "TV ratings" are usually defined (roughly) as the PERCENTAGE of televisions in a given area (be it national or local) that are tuned to a particular program. The link you posted listed the Bills' 2013 TV rating as being over 30. I'm pretty sure that 30% of the TVs in the USA were not tuned in to Bills games last year. Point being, that a 30 rating in WNY probably involves less eyeballs than a 15 rating in a broadcast TV market that has more than twice the population. The TV revenue stream received by the NFL is roughly based on the advertising revenues that the TV broadcasters expect to receive. Do you think advertisers pay for air time based on (1) the total number of eyeballs that will see their ads, or (2) the percentage of local eyeballs that will see their ads, even if the total number of people living in a broadcast area is relatively small?

Let's assume that you're right about the #1 concern being a kink in the money hose. Which is a bigger threat to the 31 other owners - - (1) an antitrust suit by a team owner who wanted to relocate but was blocked from doing so by a vote of the other owners, or (2) future legislative action by a divided, do-nothing Congress that is not likely to have both the Senate and the House controlled by the Democrats (because the politicians you credit with super-powers happen to be Democrats) in the foreseeable future? Read the entire 1995 article at this link for some historical context before you answer (re former NFL commissioner Paul Tagliabue's testimony to Congress on antitrust issues in 1995): http://articles.baltimoresun.com/1995-11-30/news/1995334142_1_antitrust-laws-antitrust-case-tagliabue I haven't tried to research whether Congress eventually passed any changes in the antitrust laws to address Tagliabue's concerns, but I am not currently aware of any such legislative changes. Willing to be educated on the topic, though.

Surprised nobody at least mentioned "Contact." I liked Blade Runner a lot, but hey, the actor in my avatar was in it.

I wonder why being a fan of a football team that hasn't made the playoffs in over a decade makes so many of us love The Shawshank Redemption? Do we identify with the injustice of being falsely imprisoned, and appreciate the way patience in using the rock hammer for many years was eventually rewarded?

Hplarrm vs. capitalism

From an interview Ralph gave in 2005: http://www.sportsbusinessdaily.com/Journal/Issues/2005/05/20050516/Other-News/In-Profile-Bills-Owner-Ralph-Wilson.aspx 1. Article doesn't say why his lawyer thought it would be illegal, so it's hard to evaluate whether Ralph ever got a different legal opinion later. 2. Ralph gave a lot of money to charity during his lifetime. It's reasonable to assume that he may have made some charities beneficiaries of the trust. If he did that, and IF he gave them a percentage of the estate's value rather than a specific dollar amount, then assuming the reports that Mary Wilson and Mary Owens are two of the four trustees are true, the Marys have a fiduciary responsibility to maximize the value of the estate for ALL beneficiaries. 3. Hypothetically, let's say Ralph's trust says that 5% of his estate should be paid out to some research hospital to search for better cancer treatments. The Marys would then have a legal obligation to take the highest bid that other NFL owners would approve. And if the reports that the other 2 trustees are lawyers are true, those other two trustees will understand that in this hypothetical scenario, they would have a legal obligation to veto any sale that failed to maximize what the trust received from selling the team. 4. I have no idea what Ralph's trust actually says. But given his history of charitable contributions during his lifetime, I would not be surprised to learn that it directs some funds to worthwhile causes. Just my 2 lira - - could be wrong.

Yesterday's USA Today article says Scott Congel is a "former principal" of the Pyramid Group, so the Pyramid Group's statement today leaves open the possibility that Scott Congel is working on a plan for a stadium in West Seneca that involves S & R Group but not the Pyramid Group (even though the WGR Poloncarz interview indicates that Scott Congel did not speak to Poloncarz about any such plan). Poloncarz did say that Scott Congel owns a different parcel in the same area - - but did not specify exactly where. http://www.usatoday.com/story/sports/nfl/2014/05/28/ap-sources-golisano-expresses-plans-to-buy-bills/9678877/

Poloncarz says during the interview that he's writing a book about the negotiations that led up to the most recent stadium lease extension.

The 3 am aspect seems a little over the top, but there's nothing in the article about the kid being unable to complete the tasks he was given, so possible criminal action seems likewise excessive.

Teens in general are probably more self-conscious than most people posting here. I don't think it's crazy for a teenage girl to feel humiliated if she is one of just a few girls who got singled out because her appearance somehow didn't "measure up," even if the measuring standard was irrational.

Sometimes when people do business together they form a new business entity and name it with some sort of combination of their names. Just a guess, but the "S" could be Scott Congel, and the "R" could be his father Robert Congel. You can't always rely on that as to who currently owns the entity, though, because sometimes the business entity keeps its original name even if the people involved in the business change (for any number of reasons). Edit: It also occurs to me that if Scott Congel branched off from his father's mall development company to start his own, maybe his first properties were in the Syracuse and Rochester areas.

The Buffalo News article said the West Seneca site is owned by S & R Group - - here's what an ownership search of Erie County property records shows for West Seneca: http://www2.erie.gov/ecrpts/index.php?q=real-property-parcel-search Haven't tried to figure out if S & R Company owns any land adjacent to the "Shops" site, or the total acreage it owns, or if all of the above parcels are contiguous. The general area: https://www.google.com/maps/@42.8317451,-78.7847569,1246m/data=!3m1!1e3?hl=en

Not sure why my search of Erie County property records (results posted above) for ownership by Congel or Pyramid didn't find the "Shops at West Seneca," but according to AP, Pyramid does own it: http://www.usatoday.com/story/sports/nfl/2014/05/28/ap-sources-golisano-expresses-plans-to-buy-bills/9678877/ Here's some info on the West Seneca site: http://www.deadmalls.com/malls/seneca_mall.html