Telephonic Proceedings Before Judge Meenu Sasser

Freedom Soccer vs. Women's Soccer

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IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA CASE NO: 50 2011 CA 018214 AI

FREEDOM SOCCER, LLC AND MAGICTALK SOCCER CLUB, LLC, Plaintiffs, vs. WOMEN'S SOCCER, LLC, Defendant. ________________________________________/

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TRANSCRIPT OF THE TELEPHONIC PROCEEDINGS BEFORE THE HONORABLE MEENU T. SASSER

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West Palm Beach, Florida January 31, 2012 Preferred Real-Time Reporting Reported by: Tracey A. Slye
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APPEARANCES: FOR THE PLAINTIFFS: CARLTON FIELDS 525 Okeechobee Boulevard, Suite 1200 West Palm Beach, FL 33401 BY: JOSEPH IANNO, JR., ESQUIRE CHARLES M. ROSENBERG, ESQUIRE FOR THE PLAINTIFFS: ARNOLD & PORTER, LLP 399 Park Avenue New York, NY 10022-4690 BY: LOUIS S. EDERER, ESQUIRE

FOR THE DEFENDANT: BERMAN, RENNERT, BOGEL & MANDLER, P.A. 2900 Miami Tower 100 SE Second Street Miami, FL 33131 BY: JILL NEXON BERMAN, ESQUIRE

SNR DENTON US, LLP 525 Market Street, 26th Floor San Francisco, CA 94105-2708 BY: PAMELA FULMER, ESQUIRE

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P R O C E E D I N G S _ _ _ Be it remembered that the following proceedings were had telephonically before the HONORABLE MEENU T. SASSER from Preferred Real-Time Reporting, 2 Harvard Circle, Suite 100, West Palm Beach, Florida, on January 31, 2012, beginning at 9:30 a.m. with appearances as hereinabove noted, to wit: _ MR. IANNO: _ _

Joe Ianno and along with me We do have a

Charles Rosenberg and Lou Ederer. court reporter on the line. THE COURT: MS. FULMER: Okay.

That's fine.

Pam Fulmer is in the airport.

I apologize if there's any background noise. MS. BERMAN: This is Jill Berman in Miami.

David Ackerman is in court in another matter and won't be joining us so we are all here. THE COURT: Good morning, everyone. We have

set -- thank you for getting in touch with our chambers last evening. We have set for hearing

plaintiff's motion to suspend the February 1st injunction hearing and Mr. Ianno, I did read your motion. Are you going to argue or Mr. Ederer? Mr. Ederer is, Your Honor.
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MR. IANNO:

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MR. EDERER:

Good morning, Your Honor.

Your

Honor, the announcement by the league that it has suspended its 2012 season, which is detailed in our motion that we filed yesterday, completely changes the motion for temporary injunctive relief. We're operating on a totally different We reviewed the motion for All of the relief we're

landscape now.

temporary relief.

seeking in the injunction portion of that motion was of a temporary immediate nature and it was geared towards the reinstatement of our team into the league in time to participate in the 2012 season. Now apparently there is no 2012 season. at first glance -- and we were honestly completely blindsided by this announcement yesterday. We hadn't heard a word about it. So

This kind of thing doesn't happen overnight, but we had no communication from opposing counsel. We feel it does not appear we need to go forward with the injunction portion of this motion. we were hoping to have a little more time to consider this, but we may well be willing to withdraw this motion for temporary relief at this time without prejudice, and the only reason I say
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Now,

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without prejudice because what happens if the league changed its mind tomorrow after we withdraw the motion and they say, okay, now we're going to play the 2012 season. Well, if that

happens we would want to reinstate the motion, but otherwise it appears to us there is no need for this motion at this point. And as I said, we wanted to have a day or so to consider our position, but as we advised opposing counsel yesterday we don't think there's any need to rush down to Florida and have a full blown hearing on the temporary injunction portion of this motion for no reason. We think that

there are two directions the case should go now, one of two directions, neither of which involves an injunction hearing. First of all, if the

dispute is going to go forward then in view of the court's earlier decision on the contract issues we should proceed directly to dispute resolution at this point. In fact, we tried to start this process already by letter to the league and we received no response. The second option, however, and

this is the one we believe should be pursued, involves settlement. We were before Your Honor
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on January 18th and if you recall at the league's behest we stayed up the whole night before and we worked out a comprehensive settlement. position is this is a settled case. understand what happened here. Our

We don't

Apparently the

league has decided it doesn't want to settle the case, it wants to get out of the settlement, but as far as we're concerned we had a final settlement agreement. All of the terms were

agreed to and the only issue we were talking about with the Soccer Federation, and these discussions were ongoing as we told the court in our phone conference last week, were the circumstances under which the Soccer Federation would allow its Women's National Team players to play in these exhibition matches that the parties were talking about. And these discussions were ongoing and we were making progress -- and by the way, if we couldn't work something out, the settlement could have gone forward anyway. We could have just

played the games without the Women's National Team players, but this is a done deal and in any case these discussions were only revolving around what was going to happen in 2012 which apparently
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is now a moot point since the league is not playing in 2012. So our position is we have a done settlement and to the extent that the league is taking the position that we don't, we intend to seek enforcement of that agreement by way of motions to the court or otherwise and that's why we read the terms into the record on the 18th because we didn't want the league to run away from the deal that we had worked out with them. By the way, and I don't want to go into a long discussion about this, but one of the provisions of that agreement was a no-disparagement clause and yesterday was disparage Dan Borislow Monday. The league

practically blamed Mr. Borislow for the demise of the league. There was a live conference call

that the league had with reporters and we have a transcript of that call and it was the same thing and you can only imagine what it took for my client, who doesn't mince words, not to speak out yesterday. He was getting calls from reporters

every five minutes and there were hundreds of news reports that came out all blaming him for the league's demise. So we want to make a motion
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to enforce the settlement agreement and we also want relief with respect to any future violation of the settlement agreement. It's our position that there is a final settlement here, there's no need for injunction hearings and we may even request discovery with respect to that because we suspect that there may be other reasons why the league decided to cancel its season having nothing to do with Mr. Borislow, but the bottom line is there is no need for an injunction hearing. That only had to

do with the immediate relief needed for the 2012 season that is now not going to be played. We

will likely withdraw the motion for injunctive relief without prejudice and we're either going to press forward with dispute resolution or more likely with a motion to enforce the terms of settlement and for related relief. And in any

case, Your Honor, we don't think there's any need for an injunction hearing tomorrow because the issues that that hearing was intended to address now appear to be moot. THE COURT: Thank you, Mr. Ederer. Miss

Berman, Miss Fulmer, response? MS. BERMAN: Yes. I'll be speaking. Miss
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Fulmer was worried about the noise at the airport. She is at the San Francisco Airport. First of

Again, this is Jill Berman speaking.

all, Your Honor, we would have no objection to them withdrawing their motion for temporary relief if that's what they choose to do, but I want to point out that the only relief sought in this case is the very relief sought in the injunctive portion. sought in this case. There is no other relief And really this case should

be dismissed based on the circumstances that we have. We have no objection to spending a couple We agree that this

days trying to work that out.

case should preclude to a dispute resolution and we are prepared to offer a very fast track on that. Mr. Ederer, if you could put the phone

away from your face a little bit it would be helpful. The dispute resolution calls for three steps which is the settlement efforts which we think we've really fulfilled. then arbitration. quickly with that. There's mediation and

We're prepared to proceed The only relief sought by the

plaintiff in this case was to put Mr. Borislow back in the league. Pending that now that there
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is no season there's no purpose for that and we're prepared to go forward with that. With regards to settlement, a number of statements made by Mr. Ederer which we firmly dispute, we have no desire to get out of this settlement whatsoever. What happened is that

both of the parties, both Mr. Borislow or Mr. Ederer or our representative went directly to US Soccer as did we and we believe that US Soccer has made it clear that there is no scenario other than Mr. Borislow's team being a part of our league under which they would allow the National Women's Team members to participate. If there is

another scenario that does not involve those members we can certainly discuss it, but our understanding has been, and to our chagrin, that US Soccer has refused to allow the National Team Women to play absent some affiliation with a league and the settlement that we announced was explicitly dependent on US Soccer approval. Everybody recognized that. at a dead end on that. Therefore, there is no settlement to enforce. Nevertheless, all of those issues could We believed we were

be taken up in the alternative dispute resolution

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mechanism that the parties have agreed to and since there's no reason not to proceed with that, we're ready, willing and able to go on that. However, we do not believe it's appropriate to keep this case pending and out there while we're doing that. The sole purpose of this case was to The court ruled that we were

get us to ADR.

required to do that before termination could be effective. We're prepared to do that and to go

forward and at this point this suit is basically a hollow shell and does not need to remain of record and should be dismissed by the plaintiff. THE COURT: MR. EDERER: Any rebuttal, Mr. Ederer? Yes, Your Honor. First of all,

we think the issue of settlement is before Your Honor. We read the settlement into the record

and we believe we have a final settlement in this court. It's not part of ADR; it's part of what's

before you. Secondly, there is an underlying complaint in this case which hasn't been final with the term and that may well be that that can be disposed of summarily, but it has not been finally determined. We have an underlying claim

for, I believe it's specific performance and for

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declaratory judgment and that has to be decided. The case is not over. Maybe it could be over

tomorrow if Your Honor were to enter an order based upon the order you've already entered with respect to the motion for preliminary injunction on the contract portion, but this case is not over. And in any event, we think we have the

right outside of ADR to enforce a settlement that was announced in court to Your Honor. We don't

think that that's part of anything having to do with the parties' underlying relationship. That

has to do with the settlement of this lawsuit that's before this court. THE COURT: Okay. Thank you. I'm going to

grant plaintiff's motion to suspend a February 1st injection hearing in this case. So if

plaintiff would like to withdraw their motion for an injunction and file a notice to withdraw, that's certainly fine, but at this point in time all I'm going to do procedurally is I'm going to grant plaintiff's motion to suspend the February 1st hearing. With respect to any motions to

enforce settlement agreements, those can certainly be filed. them. I'll be happy to consider

Any written oppositions can certainly be

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filed.

As to the issues on the arbitration, the Certainly

alternative is dispute resolution.

those are not matters for this court to address. Those would be outside this court's jurisdiction. So at this point in time all I'm going to do, Counsel, is I'm going to go ahead and grant plaintiff's motion to suspend the February 1st hearing. You can file any appropriate motions

that are necessary with respect to settlement and I'll be happy to consider those at the time. Mr. Ederer, if you want to send me an order on this February 1st hearing, I'll be happy to sign it. MR. EDERER: I will prepare one and

circulate it, Your Honor. THE COURT: great day. (Thereupon, the hearing was concluded at 9:44 a.m.) Thank you everyone. Have a

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HEARING CERTIFICATE

I, TRACEY SLYE, certify that I was authorized and did stenographically report the foregoing proceedings and that this transcript is a true record of the proceedings before the Court. I further certify that I am not a relative, employee, attorney, or counsel for any of the parties nor am I a relative or employee of any of the parties' attorney or counsel connected with the action, nor am I financially interested in the action. Dated this 1st day of January, 2012.

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____________________________ TRACEY A. SLYE Notary Public, State of Florida

Commission #DD765450 My Commission Expires: February 7, 2012