FILED: NEW YORK COUNTY CLERK 0//0 0: AM INDEX NO. 0/0 NYSCEF DOC. NO. RECEIVED NYSCEF: 0//0 EXHIBIT C
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK : TRIAL TERM PART - - - - - - - - - - - - - - - - - - - - -x TCR SPORTS BROADASTING HOLDING, LLP, Petitioner, - against - WN PARTNER, LLC ; NINE SPORTS HOLDING, LLC ; WASHINGTON NATIONALS BASEBALL CLUB, LLC ; and THE OFFICE OF THE COMMISSIONER OF BASEBALL, 0 Respondents, - and- THE BALTIMORE ORIOLES BASEBALL CLUB and BALTIMORE ORIOLES LIMITED PARTNERSHIP, in its capacity as managing partner of TCR SPORTS BROADCASTING HOLDING, LLP, Nominal Respondents. Index No. 0/ Motion - - - - - - - - - - - - - - - - - -x 0 Centre Street New York, New York August, 0 BEFORE : HONORABLE LAWRENCE K. MARKS, 0 Justice. APPEARANCES : CHADBOURNE & PARKE, LLP, Attorneys for the Petitioner 0 Rockefeller Plaza New York, New York 0 BY : THOMAS J. HALL, ESQ. BENJAMIN D. BLEIBERG, ESQ.
0 0 SIDLEY AUSTIN LLP Attorneys for Nominal Respondents Baltimore Orioles Baseball Club and Baltimore Orioles Limited Partnership Seventh Avenue New York, New York 00 BY : BENJAMIN R. NAGIN, ESQ. KWAKU AKOWUAH, ESQ. RIFKIN WEINER LIVINGSTON LEVITAN & SILVER, LLC Attorneys for Nominal Respondent Baltimore Orioles Limited Partnership as managing partner of TCR 00 Clipper Park Road, Suite 0 Baltimore, Maryland BY : ARON U. RASKAS, ESQ. ARNOLD M. WEINER, ESQ. QUINN EMANUEL URQUHART & SULLIVAN, LLP Attorneys for Respondent Washington Nationals Madison Avenue, nd Floor New York, New York 000 BY : STEPHEN R. NEWIRTH, ESQ. JULIA J. PECK, ESQ. WILLIAMS & CONNOLLY, LLP Attorneys for Respondent The Off ice Of Commissioner of Baseball Twelfth Street, N. W. Washington, D. C. 000 BY : JOHN J. BUCKLEY, JR., ESQ. C. BRYAN WILSON, ESQ. BARBARA STROH, CSR, CRR, CMR OFFICIAL COURT REPORTER
Proceedings don ' t want to get, you know, too far into it, but what ' s the matter of urgency right now? MR. HALL : The Nationals have threatened that if we don ' t honor this award and pay them an additional $0 million that they claim they are due under the award today, they ' ve threatened to terminate our right 0 to telecast their games as of midnight tonight, and we ' re willing to bond that amount, Judge. We ' re willing to move very promptly with this proceeding to vacate the award, but we ' re in the untenable position of they don ' t even have a judgment yet, Judge. If they had a judgment, we could bond that appeal, but all they have is an arbitration award not yet conf i rmed and subject to very vigorous THE COURT : Are they obligated to have the arbitration award confirmed in a court? MR. HALL : v a cature petit ion. Certainly when it ' s subject to a The flip side of that is 0 confirmation. But we cite numerous cases to the effect that, you know, an award isn ' t really final until it ' s affirmed by a court. confirmed by a court. THE COURT : It ' s unenforceable until it ' s Is that consistent with the rules of Major League Baseball? Do the rules address that? MR. HALL : The rules do not address the issue,
Proceedings except the arb i tration clause here does say it is final and binding upon us, but it does give us the right to challenge the award. The arbitration clause expressly gives it. On top of that, the Federal Arbitration Act gives us that right, which the Federal Arbitration Act says it's nonwaivable. So, regardless of what the rules of baseball 0 say, we have an absolute right under federal law to go to court to petition to vacate the award. Your Honor, I think the harm is obvious, the irreparable harm that if they are allowed to terminate this agreement tonight and within six months we get the award vacated, terminate us, so it ' s determined there is no ground to our business will be in shambles, and you can ' t unscramble the egg. The impact on our advertisers, irreparable. our affiliates and our employees could be 0 The Nationals argue, well -- and they kind of flip the irreparable argument on its head. They ignore the irreparable harm that we ' re trying to prevent, which is termination, and they say, well, if you only pay us $0 million, you can avoid this mess. Well, there are multiple problems with that, your Honor. That ' s not the end of it. There is
Proceedings another $ million in a couple of months, another $ million in a couple of months after that, and it goes on and on. Separately we have submitted the affidavit of our CFO talking about the devastating impact this would have on his company and his ability to do business. It would cut their cash reserves to virtually zero. It would cut t heir operating margins as thin as 0 thin could be, and if they were to lose one or two of these affiliated agreements, desperate financial shape. they ' d be really in There is also always a repayment risk. The Nationals say we ' re over- solvent. We ' re in good shape. 0 That could be true today, but there ' s no guarantee that that would be so in six or nine months. There is also, as I mentioned, the baseball tax involved. If we pay this money to the Nationals, Baseball will tax it, and if we pay and it ' s taxed, how do we get that -- how do we unscramble that? That ' s another big issue. Separately -- and this is areal procedural quirk here, Judge: Under our agreement we are obligated to pay the same telecast rights fees to the Nationals and to the Orioles. All three of us went to this arbitration for