Conference Realignment

[Techster]

The 2013 GOR you linked earlier is the prevailing document. There was a lot of bickering that the new 2016 GOR replaced it, but the Clemson complaint included both documents as exhibits and the “2016 GOR” we all wanted to see turned out to simply be an amendment to the 2013 document that extended it thru 2036.
@RonJohn pretty much covered the rest.

That's what I thought...but, again, I still do not see any language that the GOR lives on should ESPN wish to terminate before 2036.

 

[iceeater1969]

That's what I thought...but, again, I still do not see any language that the GOR lives on should ESPN wish to terminate before 2036.

Govt institutions sign crazy 20 year ironclad deals w huge exit fees.
Espn is a for profit business

In my read the documents sure read like the GoR is for the espn deal.

NOT LIKELY
Now if ESPN plays ""EXCESSIVELY"" hard ball w left behind (death penalty) and move too cozy (join SEC) with the quitters, there will be decades long collusion, fraud, improper monoply dealing lawsuits that will have discovery. Could be done individually by the schools that have nothing to loose.
Likely will in "federal" court.


LIKELY
If the quitters go SEC, Espn will be generous. To let the good left bdhind,teams make to the big reset WITH RULES

 

[CEB]

That's what I thought...but, again, I still do not see any language that the GOR lives on should ESPN wish to terminate before 2036.

Actually I think the language that says it lives on is stronger than the language that suggests it goes away when / if ESPN goes.
It explicitly says the Term is 2036. “Term” is capitalized and defined per the agreement. It’s very cut and dried.

DURING that Term, the members are obligated to fulfill duties as described in the ESPN agreement. The ESPN agreement spells out obligations but the absence of it does not modify the Term.
FSU argue that once the agreement that outlines their obligations is gone, so are their obligations. It’s a good argument (better than any other they’ve made so far), but not an absolute one.

The bylaws you posted and specifically the paragraphs you cited earlier are interesting to me because even if the ACC successfully argues that 2036 means 2036, if they can’t find a deal that 2/3 of members approve, there is little point in hiding behind the GOR any longer and it will bring everyone to the table.
It gets interesting if teams announce their intent to leave and consequently lose their vote… the bar to 2/3 approval lowers with each announced departure

 

[Techster]

Actually I think the language that says it lives on is stronger than the language that suggests it goes away when / if ESPN goes.
It explicitly says the Term is 2036. “Term” is capitalized and defined per the agreement. It’s very cut and dried.

DURING that Term, the members are obligated to fulfill duties as described in the ESPN agreement. The ESPN agreement spells out obligations but the absence of it does not modify the Term.
FSU argue that once the agreement that outlines their obligations is gone, so are their obligations. It’s a good argument (better than any other they’ve made so far), but not an absolute one.

The bylaws you posted and specifically the paragraphs you cited earlier are interesting to me because even if the ACC successfully argues that 2036 means 2036, if they can’t find a deal that 2/3 of members approve, there is little point in hiding behind the GOR any longer and it will bring everyone to the table.
It gets interesting if teams announce their intent to leave and consequently lose their vote… the bar to 2/3 approval lowers with each announced departure

Respectfully disagree. You need to see how "Term" is used in Paragraph 1 Grant of rights, and how the use of the word "Term" is tied to the ESPN media contract.

Like I said, it's clear...as mud.

I think GT is going to the B1G, so a part of me wants to see ESPN terminate the deal early to see how this is litigated in court.

 

[RonJohn]

1. I do not disagree about the bolded part below.

The GOR does include "regardless of whether such Member Institution remains a member of the Conference during the entirety of the Term" So it would still own the media rights of members even if they leave.

I don't think anyone is arguing that if everything remains unchanged (i.e. ESPN does not exercise its unilateral option to terminate the ACC deal early) ALL ACC schools, including FSU, are bound by the terms of the GOR until 2036...whether they are in the conference or leave. I think that's a good foundation for this and any future discussions of the ACC GOR to start.

2. I think the debate happens IF (big IF) ESPN decides to unilaterally exercise its option to terminate the Media Agreement BEFORE 2036:

The language of the ESPN Agreement doesn't necessarily mean that it is integral to the GOR. It says "obligations of the Conference expressly set forth in the ESPN Agreement" Does that mean the ESPN agreement, or the obligations specified in the ESPN agreement? I think that is an actual legal argument that can be made IF there is an option to cancel the agreement AND it is cancelled. However, there are obligations specified in the ESPN agreement, even if the ESPN agreement is no longer valid. An argument can also be made that the schools still owe those obligations to the ACC and that the ACC can include those in another media agreement.

IMO, and I'm not a lawyer, and I haven't slept at a Holiday Inn in over a decade, the way I read the GOR is that it exists for the sole purpose of the ESPN media contracts.

1. Grant of Rights. Each of the Member Institutions hereby (a) irrevocably and exclusively grants to the Conference during the Term (as defined below) all rights (the "Rights'') necessary for the Conference to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement, regardless of whether such Member Institution remains a member of the Conference during the entirety of the Term and (b) agrees to satisfy and perform all contractual obligations of a Member Institution during the Term that are expressly set forth in the ESPN Agreement.

The bolded and underlined Part A of Paragraph 1 specifically binds the Member Institutions media rights "irrevocably and exclusively" to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement. Read that part again. Further, Part B again repeats the phrase "satisfy and perform all contractual obligations of a Member Institution during the Term that are expressly set forth in the ESPN Agreement."

For me, that is key to understanding that the GOR does not exist past any "contractual obligations" set forth by the ESPN Agreement. In other words, the GOR exists solely to satisfy the ESPN Media contract. What happens once the ESPN media contract is either satisfied to term (in 2036) or should ESPN unilaterally exercises its option to terminate the media contract with ACC early? IMO, it's clear (as mud) that the GOR and each member's obligation to it also terminates.

Also, there is no language that allows the ACC to "substitute" the ESPN media contract (should ESPN exercise its right to terminate the media contract early) with another media contract, nor is there language that afford the ACC time to look for another media contract. Could it exist in the mysterious ESPN media contract referenced many times in the GOR, and being litigated by the Florida AG to see sunlight? It's possible, but I do not see why ESPN Media contract would involve itself in the governance outside of any agreement between the ACC and ESPN, unless there's language that says ESPN reserves the right to match another offer.

Further, if you look at the GOR, every time any media contract is mentioned, it specifically refers back to the ESPN media contract. That is a pretty strong indication that the ACC can not arbitrarily use the GOR to "substitute" any other media agreement.

I am going to get too far into the weeds in this post, sorry.

First, I haven't seen proof that such an option actually exists for ESPN to completely withdraw from the contract. I am not saying no such option exists, but I don't know that it does. However, for this discussion, let's assume that it does exist and that ESPN informs the ACC in January that it is opting out of the ACC. The rumors are that in 2027 or 2028 there would no longer be an active contract between ESPN and the ACC. You are inferring that the "ESPN Agreement" would no longer exist, and thus this phrase would cancel the GOR: "all rights (the "Rights'') necessary for the Conference to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement". However there is a definition of the "ESPN Agreement" in the GOR. It is a document. Even if it isn't an active contract, there will still be an "ESPN Agreement" document that is defined in the GOR. There will still be obligations in that document, even if those obligations are no longer owed to ESPN. IOW, there will still be "obligations of the Conference expressly set forth in the (document defined in the GOR)". I can read that phrase and understand the way you understand. I can also read that phrase and understand that the obligations survive the cancellation of the agreement with ESPN since the "ESPN Agreement" document still exists.

I don't know what laws would apply. I don't know what case law exists around the laws that would apply. I don't know what jurisdiction would handle such lawsuits. I would assume that if that situation occurs, there will be lawsuits filed in at least: Florida, SC, NC, VA, and KY. Possibly in GA. Would there be four to seven individual lawsuits determining what the contract means, or would they all be moved to NC since that is the central location of all involved? None of that is clear to me. It would come down to words, phrases, and punctuation.

 

[Techster]

I am going to get too far into the weeds in this post, sorry.

First, I haven't seen proof that such an option actually exists for ESPN to completely withdraw from the contract. I am not saying no such option exists, but I don't know that it does. However, for this discussion, let's assume that it does exist and that ESPN informs the ACC in January that it is opting out of the ACC. The rumors are that in 2027 or 2028 there would no longer be an active contract between ESPN and the ACC. You are inferring that the "ESPN Agreement" would no longer exist, and thus this phrase would cancel the GOR: "all rights (the "Rights'') necessary for the Conference to perform the contractual obligations of the Conference expressly set forth in the ESPN Agreement". However there is a definition of the "ESPN Agreement" in the GOR. It is a document. Even if it isn't an active contract, there will still be an "ESPN Agreement" document that is defined in the GOR. There will still be obligations in that document, even if those obligations are no longer owed to ESPN. IOW, there will still be "obligations of the Conference expressly set forth in the (document defined in the GOR)". I can read that phrase and understand the way you understand. I can also read that phrase and understand that the obligations survive the cancellation of the agreement with ESPN since the "ESPN Agreement" document still exists.

I don't know what laws would apply. I don't know what case law exists around the laws that would apply. I don't know what jurisdiction would handle such lawsuits. I would assume that if that situation occurs, there will be lawsuits filed in at least: Florida, SC, NC, VA, and KY. Possibly in GA. Would there be four to seven individual lawsuits determining what the contract means, or would they all be moved to NC since that is the central location of all involved? None of that is clear to me. It would come down to words, phrases, and punctuation.

The bolded part above is my point. The language leaves it up to interpretation of the beholder.

My overall point is, there is nothing definitive enough for anyone to say for certain either way.

It makes for great discussion on messageboards, and increases the page count on threads, but it's definitely an exercise that's probably better left for the courts.

 

[CEB]

Respectfully disagree. You need to see how "Term" is used in Paragraph 1 Grant of rights, and how the use of the word "Term" is tied to the ESPN media contract.

Like I said, it's clear...as mud.

I think GT is going to the B1G, so a part of me wants to see ESPN terminate the deal early to see how this is litigated in court.

I see only one definition of “Term” and it’s 2036.
There is zero doubt that the “Term” will be challenged in the absence of an ESPN agreement, for the reasons you state.
There is no debate that the “Term” is worthless if the ACC can’t replace ESPN with another media deal.
But, as it stands now, I’d be more confident arguing the clearly defined Term than the other gymnastics. But the reality is that the ACC will have to acquiesce in the absence of a media deal, regardless of how strong their legal argument is.
Fwiw, I also have a sneaky suspicion that the Big Ten door is still open to us…

 

[Techster]

I see only one definition of “Term” and it’s 2036.
There is zero doubt that the “Term” will be challenged in the absence of an ESPN agreement, for the reasons you state.
There is no debate that the “Term” is worthless if the ACC can’t replace ESPN with another media deal.
But, as it stands now, I’d be more confident arguing the clearly defined Term than the other gymnastics. But the reality is that the ACC will have to acquiesce in the absence of a media deal, regardless of how strong their legal argument is.
Fwiw, I also have a sneaky suspicion that the Big Ten door is still open to us…

Well, unless FSU folds, I think a LOT of our questions will be answered in court soon. The GOR and ESPN media deal will be parsed and analyzed from all angles.

Until then, we'll have to agree to disagree my friend!

 

[orientalnc]

I have attached my source which is Microsoft AI. Mark Packer on the ACC network mentioned to a guest coach that he would see him at the ACC meeting. I started to look for the date since I wanted to listen for any news on the FSU---Clemson situation. The regular sources did not seem to have any info, so I went to AI. I only mention this because one of their links in their answer went to The Georgia Bar meeting at the same location??? So, I hope I haven't given our members a bad date.

However, I have attached the reply from AI with the info about the Presidents. If this is correct, the Presidents do not attend, but ADs, Faculty reps, and others do. I don't know about ESPN.

Perhaps, our Colleague, (Oriental) could confirm the date through his UNC neighbor.

The ACC annual Spring meeting in 2023 was in Amelia Island. Neighbor said he does not know planned meeting dates other than the 2024 football kickoff meeting in July in Charlotte.

 

[forensicbuzz]

From what I have been told, you guys are arguing a fruitless straw man argument. The ESPN option is to continue the ACCN to 2036 or to end it in 2027. The ESPN/ACC media contract is through 2036, regardless.

Now, I may be misinformed, but I have some pretty reliable sources. But, this is what I’ve been told. FSU is walking a very thin line with IP law and potentially disclosing privileged information. The FL AG ia under no such obligation, which is why she’s trying so hard to get a copy of the ESPN contract.

 

[Techster]

From what I have been told, you guys are arguing a fruitless straw man argument. The ESPN option is to continue the ACCN to 2036 or to end it in 2027. The ESPN/ACC media contract is through 2036, regardless.

Now, I may be misinformed, but I have some pretty reliable sources. But, this is what I’ve been told. FSU is walking a very thin line with IP law and potentially disclosing privileged information. The FL AG ia under no such obligation, which is why she’s trying so hard to get a copy of the ESPN contract.

Again, people keep saying it, but there has been nothing released to confirm the bolded portion above. In fact, I believe the word you used previously was "unequivocal". Unequivocal implies there's no ambiguity to your bolded statement. Unless I'm missing something, and I'm more than happy to be proven wrong so we can avoid another endless debate about it, I have yet to see an actual document that confirms the bolded part of your post. If you could point us to the document that confirms your bolded part is "unequivocal" I'll be happy to yield to this point.

FSU has made the ESPN unilateral option a big point in their case against the ACC. I would venture to guess that the bolded part above will be confirmed (or disproven) soon enough...and it may force ESPN to declare its long (or short) term intentions for the ACC.

 

[rfjeff9]

I see only one definition of “Term” and it’s 2036.
There is zero doubt that the “Term” will be challenged in the absence of an ESPN agreement, for the reasons you state.
There is no debate that the “Term” is worthless if the ACC can’t replace ESPN with another media deal.
But, as it stands now, I’d be more confident arguing the clearly defined Term than the other gymnastics. But the reality is that the ACC will have to acquiesce in the absence of a media deal, regardless of how strong their legal argument is.
Fwiw, I also have a sneaky suspicion that the Big Ten door is still open to us…

I tend to agree - Atlanta and Georgia are still pretty desirable entities for B1G to plant a flag. Throw in Academics and AAU and one has to think we would be given serious consideration. I wouldn't be surprised to find that there is an offer when the levee breaks.

But we are in a situation right now where we are playing the long game. The longer this draws out the more our stock can climb if CBK is who I think he is. 15 years ago, nobody is talking about Clemson. But it didn't take long for them to be upper tier. Can we do the same, IDK but we can get people to notice our program if we can get a couple good seasons behind us.

So for now we wait and it's a good thing that there are 3 or so more years before any decision need be made. It gives us time to improve and maybe even pay down that monumental debt. I had planned to do the latter myself had I won that last $1.5B lottery, but alas!

Can CBK have all the talking heads mentioning us in 3 years as top of ACC? Entirely possible, and from what I have seen probable. We just need to get there so that B1G officials are doing the same.

We will be B1G before it's over.

 

[CEB]

I tend to agree - Atlanta and Georgia are still pretty desirable entities for B1G to plant a flag. Throw in Academics and AAU and one has to think we would be given serious consideration. I wouldn't be surprised to find that there is an offer when the levee breaks.

But we are in a situation right now where we are playing the long game. The longer this draws out the more our stock can climb if CBK is who I think he is. 15 years ago, nobody is talking about Clemson. But it didn't take long for them to be upper tier. Can we do the same, IDK but we can get people to notice our program if we can get a couple good seasons behind us.

So for now we wait and it's a good thing that there are 3 or so more years before any decision need be made. It gives us time to improve and maybe even pay down that monumental debt. I had planned to do the latter myself had I won that last $1.5B lottery, but alas!

Can CBK have all the talking heads mentioning us in 3 years as top of ACC? Entirely possible, and from what I have seen probable. We just need to get there so that B1G officials are doing the same.

We will be B1G before it's over.

Agreed! I’m all good with the ACC holding this thing together for a while and taking the next few years to improve our stock. I’m hopeful that we make big strides this year and next just in case…

 

[forensicbuzz]

Again, people keep saying it, but there has been nothing released to confirm the bolded portion above. In fact, I believe the word you used previously was "unequivocal". Unequivocal implies there's no ambiguity to yourI bolded statement. Unless I'm missing something, and I'm more than happy to be proven wrong so we can avoid another endless debate about it, I have yet to see an actual document that confirms the bolded part of your post. If you could point us to the document that confirms your bolded part is "unequivocal" I'll be happy to yield to this point.

FSU has made the ESPN unilateral option a big point in their case against the ACC. I would venture to guess that the bolded part above will be confirmed (or disproven) soon enough...and it may force ESPN to declare its long (or short) term intentions for the ACC.

There are no publicly available documents to corroborate this. It comes down to how much weight you put on the information people share with you. Like I said, I'm pretty comfortable with my sources of information, but I'm not asking anyone else to rely on my sources without me divulging who they are, which I won't. I don't remember saying it was unequivocal, but then again I might have been drinking, so who knows? I think ESPN will extend the contract to 2036 and we'll never know what the contract actually said. The only way we will know for sure is if they choose not to extend the ACCN contract.

 

[orientalnc]

There are no publicly available documents to corroborate this. It comes down to how much weight you put on the information people share with you. Like I said, I'm pretty comfortable with my sources of information, but I'm not asking anyone else to rely on my sources without me divulging who they are, which I won't. I don't remember saying it was unequivocal, but then again I might have been drinking, so who knows? I think ESPN will extend the contract to 2036 and we'll never know what the contract actually said. The only way we will know for sure is if they choose not to extend the ACCN contract.

My source (yesterday, with a beer in his hand) said basically the same thing. He said ESPN likes the ACC contract and doesn't have anything comparable to take the place of that much content. His contact at ESPN indicated it might take a SCOTUS decision to open the contract to the public. Without an agreement or a court order the ACC is not showing the contract. A court order will trigger ESPN appealing up the ladder.

 

[WreckinGT]

I mean, FSU is pretty clear on what they believe the ESPN option is. They presented it in public BOT meetings and spelled it out pretty clearly in their legal filings. We know for sure that they have seen the ESPN contract. To believe that the option is for something completely different, you have to not only believe that multiple people here have friends with access to the super secret contract but also that the legal team representing FSU chose to lie in a legal filing about something easily verifiable.

 

[RonJohn]

I mean, FSU is pretty clear on what they believe the ESPN option is. They presented it in public BOT meetings and spelled it out pretty clearly in their legal filings. We know for sure that they have seen the ESPN contract. To believe that the option is for something completely different, you have to not only believe that multiple people here have friends with access to the super secret contract but also that the legal team representing FSU chose to lie in a legal filing about something easily verifiable.

To believe that it is exactly what you think it is, you have to believe FSU's characterization 100%. Their legal filing does contain things that are not 100% unbiased. I guarantee you there is no chart in the ESPN agreement that is blank at the bottom and contains the words - nothing unless ESPN exercises a unilateral option, yet that is presented in the FSU filing as part of the contract. If the option is so easy to verify, please read the ESPN contract and verify it. Oh, you can't because it isn't available to the public.

Lawyers are not supposed to include facts in their filings that they know to be false. However, they can include characterizations that push the boundaries of credibility. The client can include only people with partial information in filing the lawsuit with the intent that some of the information might not be accurate. There are ways that the characterization that FSU put in their filing can get there and not cause legal problems for the lawyers.

I have no belief that no such option exists. However, I also have no belief that such an option does exist. I have not seen anything that leads me to actually believe one way or the other. I highly suspect that the only way the public is ever going to know is IF there is such an option AND ESPN drops the ACC. ESPN continuing with the ACC will not prove anything about it. ESPN dropping the ACCN, but keeping the ACC doesn't prove that no such option ever existed.

It disturbs me that so many people believe it to be true based on one filing by FSU. My aversion isn't necessarily about the FSU situation, but about the public in general. Truth is no longer dependent on actual facts. Somebody posts something on Tik Tok, it goes viral, and it is the truth. It doesn't matter whether it actually is true, the public just buys into things hook, line, and sinker without any skepticism at all. In this case, FSU put that in their original filing. There hasn't been any supporting evidence for it. There hasn't been any criticism of it. People just simply accept it as a fact, even though they have no actual evidence of it one way or the other.

 

[UgaBlows]

Lots of the same conjecture, arguments, and opinions over and over but none of us (nor secret sources/neighbors) know what the hell is going to happen or exactly what is in those contracts or how they tie-into each other. IF Espn declines to re-up the ACC contract in 2027 then that seems to me like a pretty clear indicator that they want to blow up the ACC and snag certain schools for the SEC. Hopefully in the meantime the lawsuits will sus out some of the details of just what exactly the 2027 contract re-up is for and how the Espn contract and GOR contract are tied to one-another.

 

[WreckinGT]

To believe that it is exactly what you think it is, you have to believe FSU's characterization 100%. Their legal filing does contain things that are not 100% unbiased. I guarantee you there is no chart in the ESPN agreement that is blank at the bottom and contains the words - nothing unless ESPN exercises a unilateral option, yet that is presented in the FSU filing as part of the contract. If the option is so easy to verify, please read the ESPN contract and verify it. Oh, you can't because it isn't available to the public.

Lawyers are not supposed to include facts in their filings that they know to be false. However, they can include characterizations that push the boundaries of credibility. The client can include only people with partial information in filing the lawsuit with the intent that some of the information might not be accurate. There are ways that the characterization that FSU put in their filing can get there and not cause legal problems for the lawyers.

I have no belief that no such option exists. However, I also have no belief that such an option does exist. I have not seen anything that leads me to actually believe one way or the other. I highly suspect that the only way the public is ever going to know is IF there is such an option AND ESPN drops the ACC. ESPN continuing with the ACC will not prove anything about it. ESPN dropping the ACCN, but keeping the ACC doesn't prove that no such option ever existed.

It disturbs me that so many people believe it to be true based on one filing by FSU. My aversion isn't necessarily about the FSU situation, but about the public in general. Truth is no longer dependent on actual facts. Somebody posts something on Tik Tok, it goes viral, and it is the truth. It doesn't matter whether it actually is true, the public just buys into things hook, line, and sinker without any skepticism at all. In this case, FSU put that in their original filing. There hasn't been any supporting evidence for it. There hasn't been any criticism of it. People just simply accept it as a fact, even though they have no actual evidence of it one way or the other.

It disturbs you to think that some believe the FSU general counsel and one of the largest lawfirms in the country (Greenberg Traurig) may not be lying when they make a claim in a lawsuit? This isn't pushing the bounds of credibility. It would be a flat lie if the option either doesn't exist or only exists for the ACC network. It's fine if you think FSU and their lawyers are choosing to be untruthful in their lawsuit. It's not really the big stretch you claim it is for others to believe they are probably telling the truth.

 

[LT 1967]

The ACC annual Spring meeting in 2023 was in Amelia Island. Neighbor said he does not know planned meeting dates other than the 2024 football kickoff meeting in July in Charlotte.

Thanks for checking. The last two Spring meetings concluded on May 12 in 2022 and May 17 in 2023 according to media reports. ACC may not have planned one this Spring due to Turmoil.

Occasionally, I watch "ACC PM" at 4:00 PM. I will post a date if one is announced.