Big 12 thread

[WhosYourDawggy]

"Why would a bunch of schools in the Southwest, that are in a conference that is based in Irving, Texas, be forced to go to Delaware, 1500 miles away, to litigate over things that have never happened in Delaware, and when all the parties have never done anything in Delaware except file some papers. That is why jurisdiction can be in the state of incorporation (Delaware) OR the state of the domicile (Texas). In this case, where there have been zero B12 operations in the State of Delaware, no B12 teams are domiciled in Delaware, none of the GOR issues took place in Delaware, all the B12's continuous operations took place in Texas, the Delaware courts would defer to the Texas courts. They would say that there is nothing about the case that ties it to Delaware and everything that ties it to Texas." - @WhosYourDawggy

LOL FFS

I already told you why.

Here...... https://hooplanation.com/threads/big-12-thread.465/page-156#post-1319581
And Here..... https://hooplanation.com/threads/big-12-thread.465/page-156#post-1319585

Apparently the hot shot atty (cough cough) can't read a fucking contract.

Legal matters involving the Big 12's internal governance WILL be heard in Delaware courts.
Why? Because all members signed the contract stating such. That the entire conference WILL be governed by Delaware Bylaws.

Yet hotshot atty comes at me with some strawman of "iF A TrUcK fRoM A dElEwArE CoRpOrAtiON HiTs yOu iN NeBrAsKa yOU DoN't hAvE To gO To dELaWaRe To sUe ThEm"

Of course I don't. I could sue them in Nebraska because I'm not a part of that Delaware corporation. I've never signed anything tying myself to that Delaware corporation. I'm not a part of that corporation's Bylaws and therefore I'm not bound to said Bylaws in any way.

Every Big 12 team signed the contract stating that Delaware Bylaws would be used to settle any and all disputes. The Big 12 Board of Directors are also bound to Delaware Bylaws. They themselves signed the document stating as such. If the Big 12 BOD is reviewing a dispute with or between two or more conference members they use Delaware Bylaws to settle the dispute. NOT tejas Bylaws. They don't even open a tejas law book because it would be a waste of their time.

I actually agree with @Thiefery in that this 'never sees court'. However, not for his reasoning.
It won't see court because TX/OU aren't going to the SEC before 2025 when the GOR expires. The TX/OU athletic departments are NOT going to take the $80 million(+) haircut that would certainly be given them by Delaware courts. IF it ever does see court it WILL be heard in Delaware.

One more time for the back of the class..... TX/OU are part of a Delaware corporation that governs itself entirely with Delaware Bylaws. They signed a contract agreeing to such. NOT tejas Bylaws, NOT Oklahoma Bylaws, NOT Iowa Bylaws, NOT Kansas Bylaws, NOT West Virginia Bylaws.

SMH ...

One of us is a lawyer and understands the law. You, on the other hand, have done an hour of googling and think you know what you are talking about. You don't, I assure you. I've dealt with pro se litigants before ... it's tough when people actually think they know what they are talking about but don't and lack the self-awareness and intellect to realize they are in over their heads. You are in over your head. You have come to a gun fight with a knife ... or better yet, totally unarmed. Move along son, you are out of your league.

I gave it a try, but at the end of the day, idiots are idiots.

 

[Volbound1700]

@Red_Alert

The one item you are forgetting is that Oklahoma and Texas are public institutions and not Corporations. They are not a normal party to enter a contract with and it complicates things.

As I pointed out, enforceability of a contract could not be there (the main aggrieved party is in fact Fox and not Big12 as it sounds like Big12 got the buy-out they want which makes me think the cost could be more than even you are predicting when you count Fox's cut). However, as ridiculous as my premise of Oklahoma and Texas not paying sounds, there is precedence. Government entities have basically told courts to fuck off in the past and nothing happened. Basically Oklahoma and Texas could totally get away with it as long as they had the backing of their State Governor and Legislature.

Several famous instances of courts being ignored were the Dredd Scott decision and Andrew Jackson who basically ignored a Supreme Court ruing while he was President and told Marshall that he can come enforce it. There are other examples in the past.

The reason this could be a political firestorm is that Oklahoma and Texas are, once again public institutions, and therefore receive government funding paid for by, you name it, tax payers. If most people in Texas think the contract is stupid and unfair and pushed the legislature to do something about it, Fox and the Big12 would be shit out of luck.

I don't see that happening because public opinion in the area has actually seem to lean more towards the Big12 and defending it since it includes other Oklahoma and Texas Universities.

 

[Thiefery]

That is because these media rights contracts/payouts are fluid. The Big 12 gets a percentage of the fiscal year revenue earned by the broadcasters for airing their content. If the broadcaster makes less then obviously they pay the Big 12 less. If the broadcaster makes more then the conference gets paid more.

However, that doesn't matter to the Big 12 because TX/OU will be paying a penalty TO THE BIG 12 that supplements what the Big 12 won't be receiving from the broadcasters.

yes they are fluid but it's usually around 40 mil.. which the Big12 obviously wants but they still rather get an exit fee along with the revenue from FOX for the '24 season.

Fox doesn't want to pay the full share without UT and ou.. It's their right too, but at the end everyone will agree to something..or not lol

BTW I wonder if FOX also wants them to wait for the SEC move til '25 in order to have most of the storylines around the additions of SC and UCLA in the BiG next year?

 

[Volbound1700]

Also another thing about fighting it in court is that a decision wouldn't come quickly. By the time a decision rolls around, it would be 2026 or 2027 and OU and Texas would have been long gone.

 

[Thiefery]

Also another thing about fighting it in court is that a decision wouldn't come quickly. By the time a decision rolls around, it would be 2026 or 2027 and OU and Texas would have been long gone.

yeah.. think would get dragged so long that it would end up being settled out of court anyways.. and what would have been the real win with so much time and money going to lawyers? Again, this is why I feel it will get settled soon

 

[Volbound1700]

yeah.. think would get dragged so long that it would end up being settled out of court anyways.. and what would have been the real win with so much time and money going to lawyers? Again, this is why I feel it will get settled soon

I think if you guys had enough political backing, you could totally exit early and Fox would be stuck there with its thumb in its ass. Texas Government would not enforce any court ruling against Texas Austin. They could argue crap like the unhealthy atmosphere towards the athletes at Texas to stay in Big12 or some other political reason. They can also cite that Fox failed to get prime time games for them, etc.

Fox would also not want to anger millions of people in Texas and lose subscription in other sports (i.e. Dallas Cowboy viewers) because they did the Longhorns wrong...

The problem is that I think the politics are against Texas as well because you are seen as abandoning Baylor, TCU, Texas Tech, etc.

 

[Volbound1700]

Back to actual rumor mill again:

Still hearing Big12, OU-Texas, ESPN, and SEC all are onboard with a plan for them to leave early. Only Fox is hold-up. Fox maybe pushing for OOC games between the New Big12 and OU and Texas (perhaps OU-Okie State or something). Fox also wants payment for RRSO in 2024.

To me, what Fox is proposing could be a win for everyone.

Again, just rumors. @Thiefery or @outofyourmind might have a better take than me.

 

[Thiefery]

Back to actual rumor mill again:

Still hearing Big12, OU-Texas, ESPN, and SEC all are onboard with a plan for them to leave early. Only Fox is hold-up. Fox maybe pushing for OOC games between the New Big12 and OU and Texas (perhaps OU-Okie State or something). Fox also wants payment for RRSO in 2024.

To me, what Fox is proposing could be a win for everyone.

Again, just rumors. @Thiefery or @outofyourmind might have a better take than me.

FOX is trying to squeeze out a CFP game lol

 

[Thiefery]

I think if you guys had enough political backing, you could totally exit early and Fox would be stuck there with its thumb in its ass. Texas Government would not enforce any court ruling against Texas Austin. They could argue crap like the unhealthy atmosphere towards the athletes at Texas to stay in Big12 or some other political reason. They can also cite that Fox failed to get prime time games for them, etc.

Fox would also not want to anger millions of people in Texas and lose subscription in other sports (i.e. Dallas Cowboy viewers) because they did the Longhorns wrong...

The problem is that I think the politics are against Texas as well because you are seen as abandoning Baylor, TCU, Texas Tech, etc.

Yeah.. most schools in the system (UTSA, UTA, UTEP) are cool with UT.. along with RIce.. But yeah everyone else.. they love to try and stick it to UT on almost anything. UH got mad about UT buying Houston property to build a medical center, Tech is upset that UT didn't take them but outside of that not sure why else they could be mad.. Hell UT backed them when aggy was going scorched earth when they added a Vet/ag school.

Baylor just throws tantrums in forms of suing schools if things don't go their way.. how do you think they got in over TCU/SMU/UH and Rice when the Big12 was formed?

But UT isn't the one hitting up the state for funding when they build sporting facilities.. hell they don't even hit up the local taxpayers in Austin.. it's all done in house with donations.

 

[Wishbone]

Oklahoma football will be better but I think it is a tall leap to say you will go from 6-7 to Big12 Champions. I could be wrong and some of the stronger Big12 teams from 2022 should be down (notably TCU). I would think Kansas State would be the favorite in 2023 followed by Texas. Not sure what happened to Oklahoma State in 2022 but they were very disappointing. Sometimes the disappointing teams will bounce back the following year. Baylor could also be sleeper.

Big12 in Basketball will be fine even after OU and Texas leave. OU and Texas have good basketball but they were not great (i.e. making Final Fours and winning National Titles). Kansas is truly the only great program but Baylor won a National Title recently and Texas Tech had that Final Four run. Kansas State and Iowa State are NOT slouches either and TCU seems to be pulling their weight. They also add Cincinnati who has a great basketball history. BYU, Houston, and UCF have all made noise in basketball at some point.

Big12 wills till be towards top in Basketball. I do see the Big12 struggling to keep pace with B1G and SEC (and perhaps ACC if ACC survives) in the long-term for football. They will look a lot like the Big East from 2002 - 2011 or so in that they will likely have a sleeper program or 2 in the playoffs every year but won't be a big player in scheme of things. Pac12 may fall into that category as well if it survives.

Regarding Basketball, OU-Alabama is not a good barometer. On that same day, Tennessee drilled Texas. That says more about Alabama than about Oklahoma. Kansas is still the royalty of the Big 12 for Basketball, IMO, and even with their recent struggles, I would still not count them out.

Overall, Big12 will lose some credibility with OU and Texas gone but I don't think they will be a sinking ship and I don't think OU and Texas are going to just dominate the league over next 2 years.

Regarding Big 12 football. Dave Aranda won 2 games in his first year at Baylor and won the Big 12 in his second year. TCU won the Big 12 this year after firing their coach last year. So its not a stretch to say that OU can win the conference next year. Especially since OU has more Big 12 titles than the other schools combined. It's kind of expected.

 

[Red_Alert]

SMH ...

One of us is a lawyer and understands the law. You, on the other hand, have done an hour of googling and think you know what you are talking about. You don't, I assure you. I've dealt with pro se litigants before ... it's tough when people actually think they know what they are talking about but don't and lack the self-awareness and intellect to realize they are in over their heads. You are in over your head. You have come to a gun fight with a knife ... or better yet, totally unarmed. Move along son, you are out of your league.

I gave it a try, but at the end of the day, idiots are idiots.

LMAO!! You're a fraud who doesn't understand even the most basic concepts of Corporate Internal Affairs Doctrine.

Here, let me slap you around a little more......

This dude (who was a member of a Delaware corporation) tried to sue said corporation in California. Even though he'd signed agreements limiting his corporation inspection rights, he filed suit under California section 1601.







i.e. A Delaware corporation, it's members, and all internal affairs are governed by Delaware General Corporation Law. This has been ruled on by the SCOTUS.
i.e. Being that TX/OU are members of a Delaware corporation (The Big 12), who signed a contract stating they will be bound to "internal affairs" based on Delaware Bylaw, the case (if any) WILL be heard in Delaware.

Delaware Court of Chancery: "Internal affairs doctrine" bars stockholder from using California Corporations Code to inspect books and records of a Delaware corporation – four takeaways | DLA Piper

www.dlapiper.com

Business Law Prof Blog: The United States of Delaware

In Juul Labs v. Grove, Vice Chancellor Laster held that inspection rights are a matter of internal affairs, and therefore California’s Section 1601, which grants inspection rights to shareholders of California corporations and foreign corporations with headquarters in California, is...

lawprofessors.typepad.com

 

[Red_Alert]

@Red_Alert

The one item you are forgetting is that Oklahoma and Texas are public institutions and not Corporations. They are not a normal party to enter a contract with and it complicates things.

As I pointed out, enforceability of a contract could not be there (the main aggrieved party is in fact Fox and not Big12 as it sounds like Big12 got the buy-out they want which makes me think the cost could be more than even you are predicting when you count Fox's cut). However, as ridiculous as my premise of Oklahoma and Texas not paying sounds, there is precedence. Government entities have basically told courts to fuck off in the past and nothing happened. Basically Oklahoma and Texas could totally get away with it as long as they had the backing of their State Governor and Legislature.

Several famous instances of courts being ignored were the Dredd Scott decision and Andrew Jackson who basically ignored a Supreme Court ruing while he was President and told Marshall that he can come enforce it. There are other examples in the past.

The reason this could be a political firestorm is that Oklahoma and Texas are, once again public institutions, and therefore receive government funding paid for by, you name it, tax payers. If most people in Texas think the contract is stupid and unfair and pushed the legislature to do something about it, Fox and the Big12 would be shit out of luck.

I don't see that happening because public opinion in the area has actually seem to lean more towards the Big12 and defending it since it includes other Oklahoma and Texas Universities.

LMAO!!! I ain't forgetting shit.

They are members of a Delaware corporation and signed contract that they will follow Delaware Bylaw.

 

[Volbound1700]

Regarding Big 12 football. Dave Aranda won 2 games in his first year at Baylor and won the Big 12 in his second year. TCU won the Big 12 this year after firing their coach last year. So its not a stretch to say that OU can win the conference next year. Especially since OU has more Big 12 titles than the other schools combined. It's kind of expected.

Good points. I guess you guys could win it but I would need to see more first after a 6-7 season.

 

[Hu War Yu]

ThEy'Re BaSeD iN DeLaWaRe!1!1!1

We get it, lady...sheesh

 

[WhosYourDawggy]

LMAO!! You're a fraud who doesn't understand even the most basic concepts of Corporate Internal Affairs Doctrine.

Here, let me slap you around a little more......

This dude (who was a member of a Delaware corporation) tried to sue said corporation in California. Even though he'd signed agreements limiting his corporation inspection rights, he filed suit under California section 1601.

View attachment 97680

View attachment 97681

View attachment 97682

i.e. A Delaware corporation, it's members, and all internal affairs are governed by Delaware General Corporation Law. This has been ruled on by the SCOTUS.
i.e. Being that TX/OU are members of a Delaware corporation (The Big 12), who signed a contract stating they will be bound to "internal affairs" based on Delaware Bylaw, the case (if any) WILL be heard in Delaware.

Delaware Court of Chancery: "Internal affairs doctrine" bars stockholder from using California Corporations Code to inspect books and records of a Delaware corporation – four takeaways | DLA Piper

www.dlapiper.com

Business Law Prof Blog: The United States of Delaware

In Juul Labs v. Grove, Vice Chancellor Laster held that inspection rights are a matter of internal affairs, and therefore California’s Section 1601, which grants inspection rights to shareholders of California corporations and foreign corporations with headquarters in California, is...

lawprofessors.typepad.com

Put down the knife son, you are in a gun fight. You are now just grabbing random shit you know nothing about and posting it like it means something. Quit embarrassing yourself.

I said in many posts back, internal corporate disputes like bylaws, shareholder derivative suits, etc. would be handled in Delaware because that is what they are good at. What you have quoted is the type of stockholder dispute where Delaware is very relevant. The dispute over the GOR has nothing to do with the corporate internal affairs.

Why do I keep trying to educate your rude ass? You insist that OU and UT would be required to go to Delaware. Not so, but what about ESPN and Fox? They are parties to the GOR ... they aren't part of the conference. do you think they could be required to go to Delaware?

It's time you stop trying to be a Web Lawyer. You are just throwing a bunch of google searches together without understanding significant issues.

Put down the knife.

 

[Red_Alert]

yes they are fluid but it's usually around 40 mil.. which the Big12 obviously wants but they still rather get an exit fee along with the revenue from FOX for the '24 season.

Fox doesn't want to pay the full share without UT and ou.. It's their right too, but at the end everyone will agree to something..or not lol

BTW I wonder if FOX also wants them to wait for the SEC move til '25 in order to have most of the storylines around the additions of SC and UCLA in the BiG next year?

They don't have to IF they don't get the same revenue they'd have gotten with TX/OU in the Big 12. Since TX/OU make up the lion's share of broadcast revenue to the Big 12 then obviously FOX's payment to the Big 12 will be less.

However, since TX/OU will be required by Delaware Bylaw to pay over $160 million (between the two) to the Big 12 corporation, the Big 12's distribution to it's surviving members will be made whole (for two years).

 

[Red_Alert]

Also another thing about fighting it in court is that a decision wouldn't come quickly. By the time a decision rolls around, it would be 2026 or 2027 and OU and Texas would have been long gone.

Who gives a flying fuck?

Anyway Delaware's General Corporation Law (DGCL) is streamlined to adjudicate these types of cases swiftly. That is one of the many benefits of incorporating in Delaware.

 

[WhosYourDawggy]

They don't have to IF they don't get the same revenue they'd have gotten with TX/OU in the Big 12. Since TX/OU make up the lion's share of broadcast revenue to the Big 12 then obviously FOX's payment to the Big 12 will be less.

However, since TX/OU will be required by Delaware Bylaw to pay over $160 million (between the two) to the Big 12 corporation, the Big 12's distribution to it's surviving members will be made whole (for two years).

JFC ... "required by Delaware Bylaw" ... LOL, Mr. WebAttorney sounding like an idiot. Doesn't even know the difference between a bylaw and a law. Put down the knife!

 

[Red_Alert]

Put down the knife son, you are in a gun fight. You are now just grabbing random shit you know nothing about and posting it like it means something. Quit embarrassing yourself.

I said in many posts back, internal corporate disputes like bylaws, shareholder derivative suits, etc. would be handled in Delaware because that is what they are good at. What you have quoted is the type of stockholder dispute where Delaware is very relevant. The dispute over the GOR has nothing to do with the corporate internal affairs.

Why do I keep trying to educate your rude ass? You insist that OU and UT would be required to go to Delaware. Not so, but what about ESPN and Fox? They are parties to the GOR ... they aren't part of the conference. do you think they could be required to go to Delaware?

It's time you stop trying to be a Web Lawyer. You are just throwing a bunch of google searches together without understanding significant issues.

Put down the knife.

LMAO!!! It has EVERYTHING to do with "internal affairs".

You're a fraud. If you're even an atty you're an ambulance chaser at best.

Hence your point..... "iF A TrUcK fRoM A dElEwArE CoRpOrAtiON HiTs yOu iN NeBrAsKa yOU DoN't hAvE To gO To dELaWaRe To sUe ThEm"

If FOX/ESPN signed paperwork that they would follow Delaware Bylaw to settle disputes then they would certainly be required to go to Delaware where the case would be heard.

 

[WhosYourDawggy]

LMAO!!! It has EVERYTHING to do with "internal affairs".

You're a fraud. If you're even an atty you're an ambulance chaser at best.

Hence your point..... "iF A TrUcK fRoM A dElEwArE CoRpOrAtiON HiTs yOu iN NeBrAsKa yOU DoN't hAvE To gO To dELaWaRe To sUe ThEm"

If FOX/ESPN signed paperwork that they would follow Delaware Bylaw to settle disputes then they would certainly be required to go to Delaware where the case would be heard.

You keep bringing up the Nebraska truck case, so I'll explain why it's relevant even though you keep spelling it like it was some dumb reference.

There are rules for where disputes are resolved. I've pointed that out - legal concepts of jurisdiction, and conflicts of laws when those concepts conflict. You keep saying that because the B12 is incorporated in Delaware, they get to choose where the jurisdiction is for their litigation. I provided a US Supreme court case that showed you were full of shit and you responded like a typical WebAttorney with TLDR. Basically, you can't understand what I wrote, so you just ignored it.

The wreck example is to show you that corporations in lawsuits don't get to decide where they are sued just by filing papers in another jurisdiction. Hell, if it were that easy, I'd have incorporated in the state of Washington, and then whenever I got sued, I'd make them go to Washington to sue me. Smart people can see that you aren't allowed to do that. It's called "forum shopping." Here is a link - you won't read it because it has too many words, and/or you are too dumb to understand them - Forum shopping - Wikipedia

In any event, the truck example was to show you that a corporation doesn't get to decide where to file the suit - there are rules in place to do that.

You last point is kind of funny because that is what I said in my very first post - the parties may well have agreed where the contract dispute would be heard. Hell, I provided a clause I used in my agreements. So, you finally say one thing correct, and it's something I brought up 5 pages of post ago, and doesn't help you idiot ideas.

Put down the knife, son, you are outgunned here, and it's not even close.