West Side Project – Naming Rights
Represented a nationally prominent real estate firm, as lead counsel, in structuring and negotiating primary naming rights and secondary cornerstone sponsorship agreements for a mixed-use real estate development project located on the west side of Manhattan, one of the largest private real estate developments in New York City since Rockefeller Center.
Utah Jazz – Arena Naming Rights
Represented Larry H. Miller Sports & Entertainment (LHMSE), owner of the NBA's Utah Jazz, in a 10-year arena naming rights transaction with smart home provider and technology company Vivint. The 19,911-seat arena will now be known as the Vivint Smart Home Arena.
Legends Hospitality – Technology Investment
Represented Legends Hospitality in an investment in VenueNext, a technology company that provides smartphone-based software that gathers fan metrics and analytics at stadiums, arenas and other large scale entertainment venues.
Inergex – Acquisition of TREC
Represented Inergex in its acquisition of TREC Corporation and TREC Pacific Corporation, a call center with the base of its operations in the Philippines.
Intelsat Corporation – 11th Circuit Victory in Fraudulent Conveyance Litigation
Herrick represented Intelsat in its recent victory in the 11th Circuit, capping a 7-year litigation during which Herrick's arguments on behalf of Intelsat were upheld at every step. The trustee of the PSN USA Liquidating Trust originally sought to recover more than $7 million in disputed payments. During the discovery phase of the case, Herrick established that approximately $4 million of the payments were indisputably valid, leading the trustee to drop that portion of his claim. As to the remaining $3 million, the 11th Circuit's decision confirmed the decisions of the bankruptcy court and the district court that the payments to Intelsat could not be clawed back.
Acquisition of Fiber Optic Cable System
Represented a group of investors in a joint venture to acquire a fiber optic cable system from a network provider in New York. The transaction included a capital raise and obtaining a new franchise agreement from New York City.
Top Rank – Floyd Mayweather Jr. v. Manny Pacquiao
Represented Top Rank in the worldwide promotion of one of the most historic meetings of rivals in the ring, the Floyd Mayweather Jr. v. Manny Pacquiao bout, which took place at the MGM Grand in Las Vegas on May 2, 2015. The event was promoted by Mayweather Promotions LLC, Top Rank, Showtime Networks and Home Box Office and telecast live to more than 150 countries outside of the U.S. and Canada.
SEC Administrative Proceeding
Represented the former chairman of the board of directors of a start-up sports and entertainment company, and a company consultant, in an SEC administrative proceeding alleging violations of the anti-fraud, control person, broker registration and securities registration provisions of the federal securities laws.
Top Rank – Manny Pacquiao v. Chris Algieri
Represented Top Rank in the HBO Pay-Per-View worldwide promotion of the Manny Pacquiao v. Chris Algieri world championship title bout held November 22, 2014 at the Cotai Arena in Macau, China.
New York Market Radio – General Corporate
General corporate representation of New York Market Radio, a non-profit marketing association supported by the New York area radio stations.
NYCFC – Radio Broadcast
Represented the New York City Football Club (NYCFC) in a multi-year radio license with CBS Radio beginning in 2015 to broadcast NYCFC’s Major League Soccer matches on WFAN 660 AM / 101.9 FM, the first and most listened to sports radio station in the nation. CBS Radio also has the option under the license to broadcast friendly matches played by NYCFC during the multi-year partnership timeframe. NYCFC is Major League Soccer’s 20th expansion club and the first Major League Soccer club to call New York City home.
Palcap Advisors – Inergex Acquisition
Represented Palcap Advisors in its acquisition of Inergex, LLC, an IT services company, through a stock purchase and subsequent merger.
Telecommunications Company – NYC Fiber Optic Franchise
Representation of a major new telecommunications company in negotiating and obtaining approval for New York City franchise to install fiber optic cable throughout the City of New York.
Global Advertising Company – $10 Million Avoidance Action
Negotiated a settlement equal to two percent of the original demand on behalf of a global advertising services company in a $10 million avoidance action arising from a subsidiary's involvement in the advertising and branding campaign for the failed Fontainebleau hotel and casino in Las Vegas.
Hylan Credit Facility
Represented a U.S. commercial bank, as lender, in a secured credit facility consisting of a term loan and a revolving loan to Hylan, a fiber optic data communications contractor, to finance a recapitalization resulting in the sale of 50% of the company to a private equity firm. The loans are secured by a first lien on all present and future assets of the borrower.
Top Rank – Julio Cesar Chavez Jr. v. Bryan Vera
Represented Top Rank in the Julio Cesar Chavez Jr. v. Bryan Vera HBO televised super middleweight bout held March 1, 2014 at the Alamo Dome in San Antonio, Texas.
Top Rank – Sony Playstation 4 Sponsorship
Represented Top Rank in SONY Computer Entertainment's sponsorship of Top Rank's pay-per-view boxing programs. The sponsorship will give the Sony PlayStation 4 brand prominent placement at Top Rank's internationally televised matches, beginning with the April 12, 2014 Manny Pacquiao vs. Timothy Bradley rematch at the MGM Grand Garden Arena in Las Vegas.
Yankee Global Enterprises – 21st Century Fox
Represented the New York Yankees and Yankee Global Enterprises in 21st Century Fox's multi-billion dollar acquisition of a majority stake in the Yankees Entertainment and Sports Network (YES Network). The two-step acquisition raised 21st Century Fox's ownership position in the regional sports network to 80 per cent. The remaining 20 per cent stake continues to be held by Yankee Global Enterprises.
Google Inc. – NJ Appellate Division Affirms Summary Judgment
Represented Google Inc. before the NJ Appellate Division, which affirmed summary judgment granted by the New Jersey Superior Court in favor of Google, dismissing claims by an online merchant for breach of contract and the covenant of good faith and fair dealing. The appellate court upheld the terms and enforceability of Google’s online merchant "click-wrap" agreement, including its liability limitations, while rejecting plaintiff’s claim that it was an unenforceable contract of adhesion. D’Agostino v. Appliances by Phone, Inc., et al., 2016 N.J. Super. Unpub. LEXIS 504 (Mar. 8, 2016).
Yankee Global Enterprises – Major League Soccer Team
Represented an affiliate of Yankee Global Enterprises, LLC and the New York Yankees in their joint venture effort with the English Premier League's Manchester City to bring a new Major League Soccer team to New York City. The new team, called New York City Football Club, will begin play in 2015 and will be Major League Soccer's 20th franchise.
Yankee Global Enterprises – Senior Credit Facility
Represented Yankee Global Enterprises in the refinancing of its senior credit facility consisting of a term loan and a revolving line of credit. Yankee Global Enterprises is a holding company that invests in media and sports-related businesses, including the New York Yankees.
Legends Hospitality – One World Trade Center Observatory
Represented Legends Hospitality in the development and operation of the observation deck at the top of One World Trade Center.
Top Rank – Telecast Contracts
Represented Top Rank Inc. in contracting with athletes and arenas, domestic and international TV broadcasters, and HBO to broadcast numerous high-profile championship bouts around the world.
Top Rank – Julio Cesar Chavez v. Sergio Martinez WBC
Represented Top Rank in the Julio Cesar Chavez v. Sergio Martinez WBC middleweight championship bout held September 15, 2012 at the Thomas & Mack Center in Las Vegas and telecast on HBO pay-per-view.
Top Rank – Manny Pacquiao v. Timothy Bradley Jr. WBO
Represented Top Rank in the Manny Pacquiao v. Timothy Bradley Jr. WBO welterweight championship bout held June 9, 2012 at MGM Grand Garden Arena and telecast on HBO pay-per-view.
Top Rank – Manny Pacquiao v. Juan Manuel Marquez IV WBO
Represented Top Rank in the Manny Pacquiao v. Juan Manuel Marquez IV WBO held December 8, 2012 at MGM Grand Garden Arena and telecast on HBO pay-per-view.
$650 Million Loan for Sports Broadcaster
Represented a leading regional sports business broadcaster and franchise in the negotiation and closing of $630 million senior secured credit facility.
Online Marketing Company – National Leasing Matters
Represented an online marketing company in office lease agreements in a number of U.S. states, including New York, Boston, Arizona, Virginia and Texas.
Yankee Global Enterprises LLC – Refinancing
Representation of Yankee Global Enterprises LLC in refinancing its senior credit facility consisting of a term loan and a revolving line of credit. Yankee Global Enterprises LLC is a holding company that invests in media and sports related businesses, including the New York Yankees.
Legends Hospitality Management, LLC – Senior Secured Credit Facility
Representation of Legends Hospitality, LLC and Legends Premium Sales, LLC in connection with their senior secured credit facility consisting of a term loan and a revolving credit facility with a letter of credit and swing line subfacilities. Legends Hospitality provides sports and entertainment venues with food, beverage, merchandise and other hospitality services.
Plainfield Asset Management – Wake Music Catalog
Represented Plainfield in selling the Wake Music Catalog—a catalog of approximately 4,000 songs, including hits by Jennifer Lopez and other internationally renowned recording artists.
Planet Hollywood – New Restaurant Leases
Representation of Planet Hollywood International, Inc. in connection with the negotiation of leases for new restaurants in New York, Los Angeles and Boca Raton.
Documentary Film – Copyright Infringement
Representation of the producers and director of a documentary film in an action for copyright infringement tied to the use of certain pre and post 1972 sound recordings as background music under public television compulsory license provisions of the Copyright Act. We negotiated an early settlement that was satisfactory to our clients with no economic impact.
New York Yankees/Top Rank – Stadium Slugfest
Represented both Top Rank and the New York Yankees in the Stadium Slugfest event at Yankee stadium. The event featured the Super Welterweight Championship bout between Yuri Foreman and Miguel Cotto. This was the first boxing event at the new Yankee Stadium, which generated a great deal of media coverage and was offered as part of HBO's regular subscription service rather than pay-per-view. We represented Top Rank and the Yankees with respect to the site agreement, and also produced all agreements with the fighters, HBO, the international TV broadcasters and sponsors.
Intelsat – Bantel, LLC
Representation of Intelsat Corporation in chapter 11 proceedings of a satellite telecommunications company (S.D. Fla.).
Intelsat – Protostar
Represented Intelsat Corporation as successful purchaser of Protostar I satellite for $210 million in bankruptcy auction (D.Del.)
Intelsat – Sea Launch
Representation of Intelsat Corporation in chapter 11 proceedings of satellite launch service provider (D.Del.)
Telecommunications Class Action Dismissal
Representation of a major telecommunications company in a New Jersey class action lawsuit alleging overcharges for telephone services.
Canadian Hydroelectric Utility – Swap Rate Agreements
Representation of a Canadian hydroelectric utility on the enforceability and possible breaches of interest rate swap agreements it had entered into with one of the largest US insurance companies, which eventually became subject to the US financial bailout program.
Intelsat – Tribune Company
Representation of Intelsat Corporation in Chapter 11 proceedings of a diversified media company. (D. Del.)
Intelsat – Equity Media Holdings Corp.
Representation of Intelsat Corporation in connection with Chapter 11 proceedings of a television station operator. (E.D. Ark.)
Joint Venture Formation of Legends Hospitality
Represented Legends Hospitality LLC—a joint venture among the Yankees, Dallas Cowboys and two private equity firms—in setting up business operations (which include running concession services at stadiums, arenas and other large venues), obtaining necessary permits and authorizations in New York, New Jersey, Pennsylvania, Texas and Florida, and protecting the company's intellectual property rights.
General Counsel – Options Backdating Class Action
Representation of the former General Counsel of a major technology company in a class action against the company concerning stock options backdating.
New York Yankees – Online Sweepstakes
Represented the New York Yankees in two online sweepstakes in conjunction with a major electronics corporation, including drafting the sweepstakes official rules and winners' affidavits and assisting with the bonding/security requirements.
Computer Screen Interface Copyright Litigation
Represented Digital Dispatch Systems, Inc. in defeating the plaintiff’s motion for a preliminary injunction in a copyright action involving a computer screen interface. (Wireless TV Studios, Inc. v. Digital Dispatch Systems, Inc., E.D.N.Y.)
Outdoor Advertising Company – Preliminary Injunction Secured in Dispute over Times Square Billboard Lease
Represented a major outdoor advertising billboard company in seeking a permanent injunction to prevent the termination of a valuable lease for an iconic LED billboard space in the heart of Times Square. Following the landlord’s refusal to honor our client’s right to exercise a 10-year renewal option in the lease, Herrick secured a temporary restraining order preventing the defendants from taking steps to terminate or otherwise interfere with our client’s possession of the space. When negotiations failed to resolve the differences between the parties, Herrick successfully argued for a preliminary injunction pending a determination on the merits. In the wake of these successes, and on the eve of arguments on our motion for summary judgment, Herrick was able to negotiate a very favorable settlement that allowed our client to renew the lease and maintain its possession of the billboard space.
Yankee Stadium Technology Agreement
Represented the New York Yankees on their agreement with a technology developer that developed software to essentially run Yankee Stadium.
Private Equity Fund – Music Industry Deal Restructuring
Represented a private equity fund in the comprehensive restructuring of the acquisition financing for a music catalog. The restructuring involves the purchase of a music catalog in satisfaction of acquisition financing obligations, and also the funding of a music developer's participation in a new joint venture.
Telecommunications Services Company – Partial Ownership Assignment
Representation of a telecommunications services company in negotiating an amendment to the LLC Operating Agreement of a telecommunications company to reflect the assignment of a portion of the entity to a key employee. We previously represented the company in selling its assets and entities, described here.
Internet Company – Website Development and Contracts
Representation of a prominent website design/development and interactive marketing company in all of its development and marketing contract work, and related counseling and advice. Our work includes revising the company's standard form development agreements, and assessing their insurance coverages.