Report: lease buyout does not exist

[Beerball]

That's not my argument. If an owner wants to abide by the league's rules, then the bylaws are in effect. But if a renegade owner wants to move a team, the league does not have the legal right to stop him. They'll make life very difficult for the owner, but I don't think they can flat out block it.

Didn't Davis go against the league when he moved back to Oakland?

 

Edit...the original move to LA:

 

Prior to the 1980 season, Al Davis attempted unsuccessfully to have improvements made to Oakland Coliseum, specifically the addition of luxury boxes. That year, he signed a Memorandum of Agreement to move the Raiders from Oakland to Los Angeles. The move, which required three-fourths approval by league owners, was defeated 22-0 (with five owners abstaining). When Davis tried to move the team anyway, he was blocked by an injunction. In response, the Raiders not only became an active partner in an antitrust lawsuit filed by the Los Angeles Memorial Coliseum (who had recently lost the Los Angeles Rams, but filed an antitrust lawsuit of their own. After the first case was declared a mistrial, in May 1982 a second jury found in favor of Davis and the Los Angeles Coliseum, clearing the way for the move. With the ruling, the Raiders finally relocated to Los Angeles for the 1982 season to play their home games at the Los Angeles Coliseum.

[Mike in Horseheads]

Didn't Davis go against the league when he moved back to Oakland?

Or was it when he moved from Oakland?

[ICanSleepWhenI'mDead]

My oldest brother Darryl might be able to shed a little light on a few things discussed in this thread. He says:

 

1. Regarding the lease language that states - - "the Parties acknowledge and agree that there exists no adequate and complete remedy at law to enforce this Agreement against the Bills . . ."

 

If the County eventually finds itself in a position where it wants to get an injunction to keep the Bills from moving, one of the things it has to prove in court is that it has no adequate "legal" remedy. A party that wins a court case can get various types of remedies from the court - - all are categorized as either "legal" or "equitable." To oversimplify, an award of money is a "legal" remedy, while a court order called an injunction that prohibits the Bills from moving is one example of an "equitable" remedy.

 

There is a generally applicable rule that to prove you are entitled to get an injunction, you have to show that you can't be made entirely whole by an award of money instead. That's why the County demanded a term in the lease stating that all parties to the lease agree that the County has "no adequate remedy at law" (or words to that effect) if the Bills breach the lease and move. The County wants that language in the lease so that they can try to keep the Bills from arguing in any future court proceeding that the County can be made entirely whole by an award of money damages. The lease language is actually intended to HELP the County get a future injunction if the Bills try to move.

 

2. While most terms that parties voluntarily agree upon in a written contract or lease are enforceable, there are some terms that courts won't enforce even if all parties voluntarily agreed to them. Agreements on an amount of "liquidated damages" can fall in this category of unenforceable terms if the parties pick an amount that is unreasonable given the facts known to the parties at the time the agreement was first made. If the $400 million is too large an amount for the damages that the County might really be expected to suffer if the Bills broke the lease and moved, the courts would find it to be an unenforceable "penalty." In that scenario, rather than entering a $400 million judgment against the Bills in favor of the County merely because the parties agreed on that number in advance, the courts would require the County to prove the amount of financial damage, if any, that the Bills caused the County to suffer by breaking the lease and moving.

 

Then again, Darryl's a bit of a moron, and you've never met him - - so I'd be skeptical.

Edited March 26, 2014 by ICanSleepWhenI'mDead

[DOGNESS]

What I think is interesting in all of this is what type of pressure might be applied to force the NFL to keep the team here. The NFL got a gift from congress which allows it to operate as a nonprofit organization (http://sportsfans.org/2012/03/why-is-the-national-football-league-given-tax-exempt-status/). It gives the owners the ability to shelter millions in profits from the IRS. Something that could be taken away if they pissed off congress. There will come a day when the NFL oversteps its bounds, pisses off the wrong people, and receives some sort of backlash. Given the millions of public tax dollars that have been given to the league over the years in the form of stadiums and sweet heart lease deals and the growing public sentiment against such things you have to wonder when some congressman(Chuck Schumer perhaps) threatens to take action against the league(by spearheading a campaign to have NFL favorable legislation revoked) if they decide to relocate a franchise like ours(small market team that has been well supported throughout the years) strictly for the sake of more profits. Would anybody argue that Buffalo has been or currently is some sort of detriment to the financial health of the NFL? "Well geez your honor, the Bills only make us 50 million a year, if we move to LA it will be 150 million annually." I doubt it without making yourself sound like a total ass. Im not saying this is gonna happen but I think its food for thought. There have been rumblings in the past of congress taking action. Nothing has ever come of it that Im aware of but I think the potential relocation of this team could stir up some kind of showdown. I think the climate is right for government to finally put its foot down and put the NFL and its owners in their place.

[Beerball]

Or was it when he moved from Oakland?

[The Wiz]

I'm speculating now, but my thought is that it could be a window for a new stadium

We have seven years to get a new stadium in place. This is what it will come down to.

Poloncarz talks about this at about 16:30 in of this

.

 

The 7 year thing goes along with when the next collective bargaining contract comes up. If the team does not move in year 7, it goes back to $400 mil. Again, I have to think this guy is pretty in tune with what the lease says. He holds it up a couple of times in his presentation and it looks like a fat telephone book.

Thanks guys. I assumed it had to do with a new stadium but also had it in the back of my mind that I didn't know when the CBA was about to run out and thought it could be part of it.

[papazoid]

My oldest brother Darryl might be able to shed a little light on a few things discussed in this thread. He says:

 

1. Regarding the lease language that states - - "the Parties acknowledge and agree that there exists no adequate and complete remedy at law to enforce this Agreement against the Bills . . ."

 

If the County eventually finds itself in a position where it wants to get an injunction to keep the Bills from moving, one of the things it has to prove in court is that it has no adequate "legal" remedy. A party that wins a court case can get various types of remedies from the court - - all are categorized as either "legal" or "equitable." To oversimplify, an award of money is a "legal" remedy, while a court order called an injunction that prohibits the Bills from moving is one example of an "equitable" remedy.

 

There is a generally applicable rule that to prove you are entitled to get an injunction, you have to show that you can't be made entirely whole by an award of money instead. That's why the County demanded a term in the lease stating that all parties to the lease agree that the County has "no adequate remedy at law" (or words to that effect) if the Bills breach the lease and move. The County wants that language in the lease so that they can try to keep the Bills from arguing in any future court proceeding that the County can be made entirely whole by an award of money damages. The lease language is actually intended to HELP the County get a future injunction if the Bills try to move.

 

2. While most terms that parties voluntarily agree upon in a written contract or lease are enforceable, there are some terms that courts won't enforce even if all parties voluntarily agreed to them. Agreements on an amount of "liquidated damages" can fall in this category of unenforceable terms if the parties pick an amount that is unreasonable given the facts known to the parties at the time the agreement was first made. If the $400 million is too large an amount for the damages that the County might really be expected to suffer if the Bills broke the lease and moved, the courts would find it to be an unenforceable "penalty." In that scenario, rather than entering a $400 million judgment against the Bills in favor of the County merely because the parties agreed on that number in advance, the courts would require the County to prove the amount of financial damage, if any, that the Bills caused the County to suffer by breaking the lease and moving.

 

Then again, Darryl's a bit of a moron, and you've never met him - - so I'd be skeptical.

 

don't you have another brother named Darryl ?

[ICanSleepWhenI'mDead]

 

 

don't you have another brother named Darryl ?

Yeah, and neither one's very bright (runs in the family) - - but they are Bills fans. Edited March 26, 2014 by ICanSleepWhenI'mDead

[birdog1960]

My oldest brother Darryl might be able to shed a little light on a few things discussed in this thread. He says:

 

1. Regarding the lease language that states - - "the Parties acknowledge and agree that there exists no adequate and complete remedy at law to enforce this Agreement against the Bills . . ."

 

If the County eventually finds itself in a position where it wants to get an injunction to keep the Bills from moving, one of the things it has to prove in court is that it has no adequate "legal" remedy. A party that wins a court case can get various types of remedies from the court - - all are categorized as either "legal" or "equitable." To oversimplify, an award of money is a "legal" remedy, while a court order called an injunction that prohibits the Bills from moving is one example of an "equitable" remedy.

 

There is a generally applicable rule that to prove you are entitled to get an injunction, you have to show that you can't be made entirely whole by an award of money instead. That's why the County demanded a term in the lease stating that all parties to the lease agree that the County has "no adequate remedy at law" (or words to that effect) if the Bills breach the lease and move. The County wants that language in the lease so that they can try to keep the Bills from arguing in any future court proceeding that the County can be made entirely whole by an award of money damages. The lease language is actually intended to HELP the County get a future injunction if the Bills try to move.

 

2. While most terms that parties voluntarily agree upon in a written contract or lease are enforceable, there are some terms that courts won't enforce even if all parties voluntarily agreed to them. Agreements on an amount of "liquidated damages" can fall in this category of unenforceable terms if the parties pick an amount that is unreasonable given the facts known to the parties at the time the agreement was first made. If the $400 million is too large an amount for the damages that the County might really be expected to suffer if the Bills broke the lease and moved, the courts would find it to be an unenforceable "penalty." In that scenario, rather than entering a $400 million judgment against the Bills in favor of the County merely because the parties agreed on that number in advance, the courts would require the County to prove the amount of financial damage, if any, that the Bills caused the County to suffer by breaking the lease and moving.

 

Then again, Darryl's a bit of a moron, and you've never met him - - so I'd be skeptical.

wow. no wonder lawyers are so well paid. it takes real talent to come up with concepts that obtuse. from what you said, i gather it was both the bills and the county's intent to hinder if not outright prevent the bills from moving for 7 years and if so, then bravo ralph!. but if that truly was the bills intent, wouldn't it be more straightforward to use language in a will stating that sale of the team would be contingent on the purchaser agreeing to not moving the team for 7 years? or might there be available a more concrete and straightforward method to secure the team in wny via the lease? in short, isn't there some simpler legal remedy to ensure this intent? as a non lawyer, it seems a bit convoluted. i have a liquidated damages clause in my employment contract for both myself and my employer as i suspect others here do. my lawyer explained it to me as the cost either side pays for breaking the contract. is that not in essence what's being stated here?

[Big Turk]

Seems kind of nit-picky to me. What if the new owner pulled an Irsay or a Modell and just up and left? Erie County could sue the Bills for breach of contract, and would win, and would presumably get the $400 million liquid damages specified in the lease. Kryk's supposition (or more accurately, his source's supposition) seems to be that a new owner "can't" leave without first getting prior permission, but people break contracts all the time without first getting prior permission.

 

They would also need approval from a large percentage of owners and pay a relocation fee that would range anywhere from 275-400 million...

 

I doubt someone is gonna go into a nearly 2 billion dollar hole to move the team...the NFL makes a lot of money, but not THAT much money...

[ICanSleepWhenI'mDead]

wow. no wonder lawyers are so well paid. it takes real talent to come up with concepts that obtuse. from what you said, i gather it was both the bills and the county's intent to hinder if not outright prevent the bills from moving for 7 years and if so, then bravo ralph!. but if that truly was the bills intent, wouldn't it be more straightforward to use language in a will stating that sale of the team would be contingent on the purchaser agreeing to not moving the team for 7 years? or might there be available a more concrete and straightforward method to secure the team in wny via the lease? in short, isn't there some simpler legal remedy to ensure this intent? as a non lawyer, it seems a bit convoluted. i have a liquidated damages clause in my employment contract for both myself and my employer as i suspect others here do. my lawyer explained it to me as the cost either side pays for breaking the contract. is that not in essence what's being stated here?

Hey, obtuse is right up Darryl's alley. Darryl says sometimes the law is an a$$, but he also says here's a few things you might want to think about:

 

1. If you look at this from the County's perspective, the County wants to do whatever it can to make sure that it doesn't spend big $ to remodel the existing stadium only to have some new owner try to move the Bills a short time later. It was probably the County's intent to "to hinder if not outright prevent the bills from moving for 7 years." While Ralph agreed to those terms, he may have simply viewed it as the cost of getting the County/state to pay for stadium improvements, rather than really having a goal of locking some future owner of the team to the Buffalo area for 7 years.

 

2. If you're the County, you want to make sure that the COUNTY has the right to complain in court if the team tries to move in less than 7 years. While the County might like it if Ralph's estate planning included efforts to keep the Bills in Buffalo, it's not clear to Darryl how the County would have standing to complain in court if those provisions weren't followed. And Ralph may have felt that his estate planning arrangements were none of the County's business - - he certainly didn't seem to like to talk about it publicly (not criticizing, just observing).

 

3. It may seem convoluted because it's a "belts and suspenders" approach. That's always gonna seem more complicated than belts alone or suspenders alone. When you add in the legal jargon communication barrier, because "belts" are one legal concept with $5 words, and "suspenders" are a different legal concept with different $5 words, it gets "convoluted" pretty fast.

 

4. Think about what you would ask for in Court if you were the County and the Bills were threatening to move. Darryl thinks it's obvious that what the County really wants is a court order preventing the team from moving. That would be a much better solution for the County than letting the Bills move but requiring them to reimburse the County for what it spent on stadium improvements. But good lawyers (and even some bad ones) plan for foreseeable contingencies. If it turns out you can't get the injunction for some reason, you would still like to get back the money that you spent on stadium improvements. So you add in the liquidated damages provision, too. Belts AND suspenders (and pulleys and hover craft and kites and blimps and anything else the County can think of to hold up trousers and protect a 9 figure investment).

 

5. If you want a better understanding of how liquidated damages work in the context of a NY lease, read this:

 

http://www.rosenbergestis.com/In-the-News/LJN-The-Enforceability-of-Liquidated-Damages-060112.pdf

 

6. If you're interested in how a liquidated damages provision can be used in the context of a NY employment contract, read this:

 

http://www.dglaw.com/images_user/newsalerts/Litigation_LiquidatedDamagesClauses.pdf

 

7. This was a pretty convoluted post, but I can't help it if Darryl is wordy. Like he says, sometimes the law is an a$$. But he's a moron.

 

 

[Tim Anderson's Lunch Pail]

The bottom line here is that the lease was up, Ralph was 94 (at the time), and the Bills essentially had the state and county by the balls. They didn't HAVE to do stadium improvements. They could've funded cheap updates themselves and maintained flexibility for an inevitable future sale.

 

Ralph did right by us, no doubt about it.

[SRQ_BillsFan]

I'm still curious what this random 7th year window for 28 million is? Anyone have a clue why after 7 years there is a time frame that the team can be relocated and the contract can be broken?

 

I read somewhere it had to do with the expiration of the current CBA in case the Bills needed an out based on something that could be included. Not sure if there is any additional protection around it?

 

 

 

 

 

NFL would have to approve that move and given the lease, that ain't happenin'....NFL is in the business of doing good business, and first question of a prospective owner formulated by the NFL would be, "What are your plans regarding the Franchise and it's location / stadium concerns?"...if it's "moving" the NFL will know straight-away and how to address it...

 

My understanding is that the NFL signed this contract also. So they are locked in as well.

[CodeMonkey]

My oldest brother Darryl might be able to shed a little light on a few things discussed in this thread. He says:

 

1. Regarding the lease language that states - - "the Parties acknowledge and agree that there exists no adequate and complete remedy at law to enforce this Agreement against the Bills . . ."

 

If the County eventually finds itself in a position where it wants to get an injunction to keep the Bills from moving, one of the things it has to prove in court is that it has no adequate "legal" remedy. A party that wins a court case can get various types of remedies from the court - - all are categorized as either "legal" or "equitable." To oversimplify, an award of money is a "legal" remedy, while a court order called an injunction that prohibits the Bills from moving is one example of an "equitable" remedy.

 

There is a generally applicable rule that to prove you are entitled to get an injunction, you have to show that you can't be made entirely whole by an award of money instead. That's why the County demanded a term in the lease stating that all parties to the lease agree that the County has "no adequate remedy at law" (or words to that effect) if the Bills breach the lease and move. The County wants that language in the lease so that they can try to keep the Bills from arguing in any future court proceeding that the County can be made entirely whole by an award of money damages. The lease language is actually intended to HELP the County get a future injunction if the Bills try to move.

 

2. While most terms that parties voluntarily agree upon in a written contract or lease are enforceable, there are some terms that courts won't enforce even if all parties voluntarily agreed to them. Agreements on an amount of "liquidated damages" can fall in this category of unenforceable terms if the parties pick an amount that is unreasonable given the facts known to the parties at the time the agreement was first made. If the $400 million is too large an amount for the damages that the County might really be expected to suffer if the Bills broke the lease and moved, the courts would find it to be an unenforceable "penalty." In that scenario, rather than entering a $400 million judgment against the Bills in favor of the County merely because the parties agreed on that number in advance, the courts would require the County to prove the amount of financial damage, if any, that the Bills caused the County to suffer by breaking the lease and moving.

 

Then again, Darryl's a bit of a moron, and you've never met him - - so I'd be skeptical.

Hey, obtuse is right up Darryl's alley. Darryl says sometimes the law is an a$$, but he also says here's a few things you might want to think about:

 

1. If you look at this from the County's perspective, the County wants to do whatever it can to make sure that it doesn't spend big $ to remodel the existing stadium only to have some new owner try to move the Bills a short time later. It was probably the County's intent to "to hinder if not outright prevent the bills from moving for 7 years." While Ralph agreed to those terms, he may have simply viewed it as the cost of getting the County/state to pay for stadium improvements, rather than really having a goal of locking some future owner of the team to the Buffalo area for 7 years.

 

2. If you're the County, you want to make sure that the COUNTY has the right to complain in court if the team tries to move in less than 7 years. While the County might like it if Ralph's estate planning included efforts to keep the Bills in Buffalo, it's not clear to Darryl how the County would have standing to complain in court if those provisions weren't followed. And Ralph may have felt that his estate planning arrangements were none of the County's business - - he certainly didn't seem to like to talk about it publicly (not criticizing, just observing).

 

3. It may seem convoluted because it's a "belts and suspenders" approach. That's always gonna seem more complicated than belts alone or suspenders alone. When you add in the legal jargon communication barrier, because "belts" are one legal concept with $5 words, and "suspenders" are a different legal concept with different $5 words, it gets "convoluted" pretty fast.

 

4. Think about what you would ask for in Court if you were the County and the Bills were threatening to move. Darryl thinks it's obvious that what the County really wants is a court order preventing the team from moving. That would be a much better solution for the County than letting the Bills move but requiring them to reimburse the County for what it spent on stadium improvements. But good lawyers (and even some bad ones) plan for foreseeable contingencies. If it turns out you can't get the injunction for some reason, you would still like to get back the money that you spent on stadium improvements. So you add in the liquidated damages provision, too. Belts AND suspenders (and pulleys and hover craft and kites and blimps and anything else the County can think of to hold up trousers and protect a 9 figure investment).

 

5. If you want a better understanding of how liquidated damages work in the context of a NY lease, read this:

 

http://www.rosenberg...ages-060112.pdf

 

6. If you're interested in how a liquidated damages provision can be used in the context of a NY employment contract, read this:

 

http://www.dglaw.com...agesClauses.pdf

 

7. This was a pretty convoluted post, but I can't help it if Darryl is wordy. Like he says, sometimes the law is an a$$. But he's a moron.

Thank Darryl for me. These two posts explain it very well.

Edited March 27, 2014 by CodeMonkey

[thewildrabbit]

Thank Darryl for me. These two posts explain it very well.

I concur.

 

kudos to Mr Wilson for selling to the highest bidder to make his family happy, and for the lease to keep Bills fans happy for some years to come

[CodeMonkey]

kudos to Mr Wilson for selling to the highest bidder to make his family happy, and for the lease to keep Bills fans happy for some years to come

I agree. Even if the Bills leave in a couple years it seems to me that Mr. Wilson did everything to keep them in Buffalo that a reasonable person could expect.

[Pine Barrens Mafia]

I agree. Even if the Bills leave in a couple years it seems to me that Mr. Wilson did everything to keep them in Buffalo that a reasonable person could expect.

 

Well, other than selling to a Buffalo-based buyer while he yet lived.

[mrags]

Fwiw, WGR just announced that the opt out before 2020 does not exist. Thu confirmed with Polancarz. Just an FYI. Not sure at this point.

[FluffHead]

poloncarz seems to confirm the report. Mark Poloncarz ‏@markpoloncarz 4h

The first non-Buffalo media outlet to accurately describe lease terms: #Bills to stay in Buffalo until at least 2020 http://www.torontosun.com/2014/03/26/bills-to-stay-in-buffalo-until-at-least-2020#.UzQQJx1-j9o.twitter …

[mrags]

Thanks Fluff. Out and couldn't look it up but that's what WGR said.