City of Seattle v. Professional Basketball Club LLC

Filing 81

Proposed Pretrial Order by Plaintiff City of Seattle. (Harrison, Jonathan)

City of Seattle v. Professional Basketball Club LLC Doc. 81 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 CITY OF SEATTLE, Plaintiff, v. PROFESSIONAL BASKETBALL CLUB LLC, Defendant. The Honorable Marsha J. Pechman UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON AT SEATTLE No. C07-01620-MJP PRETRIAL ORDER Pursuant to Local Rule CR 16.1, Plaintiff City of Seattle (the "City") and Defendant The Professional Basketball Club, LLC ("PBC") hereby submit the Pretrial Order in the above-captioned case: JURISDICTION This Court has jurisdiction of this civil action under 28 U.S.C. 1332(a) because the parties are citizens of different states and the value of the amount in controversy exceeds $75,000. CLAIMS AND DEFENSES The City will pursue the following claim: 1. A declaratory judgment that the City is entitled to specific performance of PRETRIAL ORDER - 1 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 Dockets.Justia.com 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Article II of the Premises Use & Occupancy Agreement ("Lease"), the Professional Basketball Club's ("PBC's") contractual obligation to schedule and play all Seattle SuperSonics ("Sonics") home games at KeyArena through the 2009-10 National Basketball Association season. PBC will pursue the following affirmative defenses: 1. 2. 3. The City has unclean hands The City has an adequate remedy at law. Specific performance would impose an undue hardship on PBC. ADMITTED FACTS The following facts are admitted by the parties: 1. In 1993-94, the City and SSI Sports, Inc. ("SSI") negotiated the Lease for the Seattle Center Coliseum. Both parties were represented by counsel during the negotiations. Supplemental RFA No. 4. 2. On February 14, 1994, the Seattle City Council passed, and the Mayor signed, Seattle Ordinance 117049, under which the Seattle Center Director was authorized to enter into the Lease. 3. The City and SSI executed the Lease on March 14, 1994 and February 24, 1994, respectively. 4. The Coliseum was renovated between 1994 and 1995 and renamed KeyArena, after Key Bank purchased the naming rights. 5. The Seattle City Council recently stated that the contract for renovation had been approved with only a 15 year lease term "because of the cultural, civic and community benefits derived from having the Seattle Supersonics play their home games in the City of Seattle." (PBC: Subject to relevance objection.) PRETRIAL ORDER - 2 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 6. After beginning play at the Coliseum/KeyArena in 1994, the Sonics played all regular season home games (except one) and all home playoff games at the Coliseum / KeyArena through the end of the 2007-08 NBA season. 7. As allowed under the Lease's definition of "Home Games," the Sonics played one regular season home game in Japan to open the 2003-04 NBA season. 8. The Basketball Club of Seattle, LLC ("BCOS") sold the Sonics to PBC in 2006 for $350,000,000. 9. In a side letter dated July 18, 2006 in connection with the sale, Clay Bennett for PBC wrote to Howard Schultz of BCOS: "In addition, we will obviously assume all of BCOS' obligations regarding the Key Arena Use Agreement at closing and intend to honor those obligations just as the current ownership group has done." (PBC: Subject to relevance objection.) 10. PBC became a party to the Lease through an Instrument of Assumption executed on October 23, 2006. The Instrument of Assumption stated in part: "PBC acknowledges having been provided a copy of the [Lease] and agrees that, from and after the Closing Date, it shall assume, and hereby agrees to satisfy or perform (as applicable), all liabilities and obligations of BCOS under the [Lease]." 11. The Lease is valid and binding between the City and PBC. (PBC: Subject to the interpretation of the Lease by the Court.) 12. PBC entered into an agreement with the NBA, dated September 26, 2006, requiring it to fulfill all of its obligations under the Lease. (PBC: Subject to the interpretation of the Lease by the Court.) PRETRIAL ORDER - 3 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 13. PBC knew prior to purchase that the Lease had been characterized by NBA Commissioner David Stern as "the most unfavorable in the NBA." (PBC: Subject to relevance objection.). 14. PBC intends to relocate to Oklahoma City, Oklahoma prior to the end of the Lease term for the start of the 2008-09 NBA season if the Court rules that the City is not entitled to specific performance of Article II of the Lease. 15. The NBA will not allow PBC to relocate the Sonics prior to the end of the Lease term unless the City allows PBC to do so or the Court rules that the City is not entitled to specific performance. 16. PBC will comply with a declaration by the Court that it is required to specifically perform its obligations under Article II of the Lease to play Sonics Home Games exclusively at KeyArena through the 2009-10 NBA season. 17. The Sonics NBA franchise was started in Seattle in 1967 and has played in Seattle for 41 seasons. The 2006-07 NBA season marked the Sonics 40th anniversary in Seattle. (PBC: Subject to relevance objection.). 18. The Sonics won the NBA championship in 1979, which was Seattle's first national championship in any professional sports league since the Seattle Metropolitans of the Pacific Coast Hockey Association won the 1917 Stanley Cup. (PBC: Subject to relevance objection.). 19. The Sonics' 1979 NBA championship was a source of civic pride and there was a tremendous amount of excitement around the team during its playoff runs in the 1990s. (PBC: Subject to relevance objection.). PRETRIAL ORDER - 4 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 20. The Sonics have a rich history and tradition in Seattle, and generations of fans have enjoyed their presence. (PBC: Denied as to the last several years.). 21. When PBC bought the team, Clay Bennett said "The Sonics and Storm are synonymous with Seattle, and it is our desire to have the Sonics and Storm build upon their great legacies in the Seattle area." 22. The Sonics are involved heavily in local charitable and community activities and are a great corporate citizen, supporting a wide variety of civic and charitable organizations, and appearing at schools, hospitals, and in the broader community. (PBC: Subject to relevance objection.). 23. The Seattle City Council has recognized that the Seattle community has been immeasurably enriched through the volunteer work of Sonics players. (PBC: Subject to relevance objection.). 24. The Sonics are part of the Sonics & Storm Foundation (the "Foundation"), which supports community programs that teach, encourage and motivate children, young adults and families. The Foundation focuses on educational and health & fitness initiatives and seeks to make a difference through the game of basketball. (PBC: Subject to relevance objection.). 25. The Foundation made financial contributions to build or refurbish 26 basketball courts through the Neighbor Hoops program. (PBC: Subject to relevance objection.). 26. The Foundation actively supports the Read to Achieve Program in Seattle, which is a year-round campaign to help young people develop a love for reading and encourage adults to read regularly to children. The Sonics started the Read to Achieve PRETRIAL ORDER - 5 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 program in Seattle in 1996 in conjunction with the Seattle Public Schools. The rest of the NBA and, as well as the WNBA, subsequently adopted the Read to Achieve program. On January 22, 2008, Sonics players Luke Ridnour and Chris Wilcox read to Seattle area school children as part of the Read to Achieve program. (PBC: Subject to relevance objection.). 27. The Foundation recently awarded $10,000 in scholarships to four college- bound seniors at Rainier High School. Each student received $2,500 as the recipients of the newly named Dennis Johnson Memorial Scholarship Fund, named after the Sonics Legend who passed away in February 2007 at age 52. (PBC: Subject to relevance objection.). 28. The Sonics actively supports the NBA's Hip to Be Fit Program, which is dedicated to educating Seattle's students about the importance of proper nutrition and physical fitness. On March 17, 2008, Sonics players Mickael Gelabale and Mouhamed Sene visited Brighton Elementary, where Sonics Legend Donald Earl "Slick" Watts teaches physical education, to participate in the Hip to Be Fit Fitness Clinic with the elementary school students. (PBC: Subject to relevance objection.). 29. The presence of the Sonics in Oklahoma City would produce non-financial benefits for that City. 30. for that City. 31. PBC's investors have substantial resources and can without difficulty fund any The presence of the Hornets in Oklahoma City produced non-financial benefits forecast operating losses incurred by PBC during the 2008-09 and 2009-10 NBA seasons. (PBC: Subject to relevance objection.). 32. PBC knew BCOS had experienced operating losses before PBC bought the team. (PBC: Subject to relevance objection.). PRETRIAL ORDER - 6 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 33. A team's winning percentage (among other factors) affects attendance. (PBC: Subject to relevance objection.). 34. During the 2007-08 season, the Sonics winning percentage (20-62) was the second worst in the NBA and the worst in Sonics' history. (PBC: Subject to relevance objection.). PLAINTIFF'S FACTUAL CONTENTIONS 1. The City and PBC are parties to the Lease under which PBC is required to play Sonics home games exclusively in Seattle's KeyArena through the end of the 2009-10 NBA season. PBC wants to breach the Lease by moving the team to Oklahoma City for the 200809 and 2009-10 NBA seasons. 2. The Sonics bring substantial economic benefits to Seattle (as they would to another city), including an overall increase in economic activity that greatly exceeds the lease payments or direct tax revenues associated with the team. The dollar value of these benefits is difficult to measure with reasonable certainty. These benefits will be lost if the Sonics relocate. 3. The Sonics also bring intangible benefits to Seattle (again, as they would to another city). These benefits are substantial, although their dollar value is difficult to measure with reasonable certainty. These benefits will also be lost if the Sonics relocate. 4. The Sonics are a unique tenant that cannot be replaced for the remaining two years of the Lease term. 5. PBC's breach of the Lease would cause substantial harm to the City and its citizens that cannot be calculated with reasonable certainty as monetary damages. PRETRIAL ORDER - 7 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 6. PBC's breach of the Lease would deny the City the benefit of its bargain. As consideration for the 15 year term of the Lease, the City spent approximately $84 million in 1994-95 to renovate KeyArena from the ground up as a venue for professional men's basketball. The City's purpose in entering into the Lease was to keep the Sonics in Seattle and specifically playing on the Seattle Center grounds. 7. The Sonics experienced $15.1 million in operating losses in 2006-07. The causes of these losses included substantial losses in ticket revenue due to the team's poor performance and uncertainty over the team's future in Seattle. 8. Ticket revenues for the Sonics' 2007-08 season were substantially lower because of the team's poor record and PBC's announced intent to relocate the team. 9. Regardless of the Sonics' operating profits or losses, the benefits of team ownership include tax benefits worth an estimated $50 million and substantial capital appreciation. 10. 11. The harms now claimed by PBC were foreseeable and/or voluntarily assumed. The City was willing to work with PBC to renovate KeyArena and revise the Lease which would have alleviated the harms PBC now alleges. The PBC has thus far been unwilling to consider a renovated KeyArena. 12. The City filed its declaratory judgment action after PBC threatened to breach the Lease and relocate the Sonics. DEFENDANT'S FACTUAL CONTENTIONS The lease is not specifically enforceable for the following reasons: 1. The amounts owing for the remainder of the lease can be calculated with reasonable certainty. PRETRIAL ORDER - 8 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 1 2. To the extent cognizable as damages, taxes that would be paid by PBC during the remainder of the Lease can be calculated with reasonable certainty. 3. The City has no damages beyond amounts owing under the Lease because there will be no net economic loss to the City if the Sonics leave Seattle, and the majority of the public does not care if the Sonics leave Seattle.1 4. KeyArena. 5. The City lacks clean hands because it is using specific performance as a means PBC will suffer undue hardship if forced to play the remaining seasons at of forcing PBC to sell the team or face "forced bleeding," i.e., millions of dollars in losses, and is seeking to "drive a wedge" between PBC and the NBA. PLAINTIFF'S ISSUES OF LAW PBC should be required to specifically perform its obligations under the Lease in light of the following legal issues: 1. 2. 3. The Lease constitutes a binding contract between the parties. The terms of the Lease are clear as to all material terms. Legal remedies (e.g., damages, restitution) are inadequate to provide the City its expectation interests under the Lease. 4. Specific performance would not cause "unreasonable hardship or loss" to PBC, as the party in breach, or to innocent third parties. 5. Damages cannot adequately and completely compensate the City for loss of the benefits from having the Sonics fulfill the remaining term of the Lease. 6. The rationale underpinning specific performance in this case is not only that As detailed in the PBC's Conclusions of Law, the PBC contends that such damages to the public, if they existed, are not cognizable in law or equity. PRETRIAL ORDER - 9 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the Sonics' tenancy is unique, but it is also difficult to value, thus money cannot adequately compensate the City if PBC fails to fulfill its obligations as promised. 7. Filing suit to enforce contractual rights is not unclean hands as a matter of law. DEFENDANT'S ISSUES OF LAW 1. PBC agrees with the City's Issues of Law Nos. 1 and 2 subject to interpretation of the Lease by the Court. 2. PBC disagrees with the City's Issues of Law Nos. 3 through 7. EXPERT WITNESSES (a) Each party shall be limited to expert witnesses on the issues of . (b) The names and addresses of the expert witnesses to be used by each party at the trial and the issue upon which each will testify are: (1) On behalf of plaintiff: Andrew Zimbalist c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Zimbalist will testify that there are substantial intangible benefits to having a local sports team, but that these benefits are difficult to quantify. Mr. Zimbalist's opinions are set forth in his expert report. Todd Menenberg c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Menenberg will testify regarding various opinions as set forth in his expert report. He will describe that the Sonics had significant operating losses prior to the 2005-06 season; PRETRIAL ORDER - 10 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 the Sonics losses in 2006-07 increased substantially from 2005-06 due to declines in attendance and ticket revenue, and substantial increases in player salaries; and the Sonics losses in 2007-08 are projected to be substantially higher, driven by the same factors (lower attendance, higher salaries). He also will explain that PBC's operating losses are likely offset by capital appreciation (10-15% annually) and tax benefits from purchase (around $50 million). Lon Hatamiya c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Hatamiya will testify regarding the substantial economic benefits the Sonics bring to Seattle both directly and indirectly. Mr. Hatamiya's opinions are set forth in his expert report. (2) On behalf of defendant. Danny Barth c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Barth is the Interim President and CEO of the Sonics. He will testify about the matters set forth in his expert report, the Sonics' financial performance, the decline in fan interest in the team, the decline in sponsorships, the inadequacies of KeyArena, and all matters detailed in his deposition. PRETRIAL ORDER - 11 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Deborah Jay c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Ms. Jay will testify as to the matters detailed in her expert report about the survey of Seattle residents regarding their views about the impact on their lives if the Sonics leave Seattle. Mitchell Ziets c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Ziets will testify about the matters detailed in his expert report, including the financial impact of the Sonics playing in Seattle for the final two years of the lease as a "lame-duck franchise." Brad Humphreys c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Humphreys will testify as to the matters detailed in his expert report, including the fact that there will be no net economic impact on Seattle if the Sonics leave Seattle. PRETRIAL ORDER - 12 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 PRETRIAL ORDER - 13 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 OTHER WITNESSES The names and addresses of witnesses, other than experts, to be used by each party at the time of trial and the general nature of the testimony of each are: (a) On behalf of plaintiff: Virginia Anderson c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Ms. Anderson will testify regarding the negotiation of KeyArena Lease, including the City's purposes in negotiating a 15 year term. She also will offer testimony regarding the benefits to the Seattle Center of having the Sonics play in KeyArena. Bob Watt c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Watt may testify regarding the benefits stemming from the presence of the Sonics in Seattle. Jyo Singh c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Singh will testify regarding the renovations of KeyArena, the characteristics of KeyArena and its functionality as a venue for professional basketball, and the nature of the working relationships between Seattle Center and Sonics staff. KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Clayton Bennett c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Bennett will testify regarding the Lease, PBC's obligations, negotiations, due diligence efforts, and understanding of the BCOS operating losses. He will describe the various acknowledgements (public and otherwise) in which PBC claimed intended to honor the Lease through 2010 and find a suitable location for a new arena in the Seattle metropolitan area. Mr. Bennett will testify regarding broad economic and non-economic benefits NBA teams provide to their home city. He will testify regarding various admissions PBC made in response to discovery requests. Mr. Bennett will testify that the terms of the Lease and the condition of KeyArena are the same as they were when PBC bought the team. Mr. Bennett may also testify by deposition as designated by the City. Danny Barth c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Barth will testify regarding PBC's intent to run the Sonics in same way if specific performance is ordered, including PBC's compliance with its obligations under the Lease. He will explain the various ways in which losing the Sonics will impact the Seattle community negatively, including the opportunity to see NBA games live. He will describe the Sonics' rich history, history of fan support, and strong community and charitable involvement. He will testify regarding the causes of the Sonics' losses (uncertainty and team performance). Mr. Barth will also testify by deposition as designated by the City. PRETRIAL ORDER - 14 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 James Donaldson c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Donaldson will testify regarding the Sonics' involvement in community, charitable activities, and general benefits to the City from the presence of the Sonics. Matthew Wade c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Wade may testify regarding the Sonics' involvement in community and charitable activities. Sherman Alexie c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Alexie will testify regarding the Sonics' role in the Seattle metropolitan community from the perspective of a Season Ticket holder, the diverse nature of Sonics' crowds, the impact of the Sonics on minority communities, and the impact of sports on family relationships. Mitch Levy 950 KJR Sports Radio 351 Elliot Avenue West, Suite 300 Seattle, WA 98119 Mr. Levy will testify regarding his experience with the Sonics before and after PBC purchased the team. PRETRIAL ORDER - 15 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Greg Nickels c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mayor Nickels will testify regarding the contributions of professional sports, including the Sonics, in making Seattle a great city. He will describe how the health and vitality of KeyArena affects the general health and vitality of the larger Seattle Center campus, including the Seattle Opera, the Pacific Northwest Ballet, etc. Mayor Nickels will describe the noneconomic benefits the Sonics bring to Seattle, including: community spirit and pride; City exposure; cultural vitality; enhanced ability to attract new residents; and charitable activities with Seattle organizations and institutions. Nick Licata c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Licata will testify regarding the extent to which the Sonics provide the City with a cultural and civic benefit, and his interactions with constituents regarding this issue. Aubrey McClendon (will testify by deposition) c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. McClendon will testify via deposition regarding his understanding that the opportunity to purchase Sonics was unique. He describe that as a representative of PBC, he did not focus on financial elements of the Sonics acquisition and is able to handle any losses PRETRIAL ORDER - 16 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 related to the team's operation. Mr. McClendon will testify regarding PBC's expectations for moving the Sonics to Oklahoma City. Mr. McClendon will also testify by deposition as designated by the City. (If Mr. McClendon agrees to testify in person, the City may also present testimony by deposition.) James Couch (will testify by deposition) Office of the City Manager 200 N Walker, 3rd Floor Oklahoma City, OK 73102 Mr. Couch is the City Manager of Oklahoma City. He will testify regarding the matters addressed in the deposition excerpts designated by the City, including the economic and intangible benefits to Oklahoma City of having an NBA team, communications with PBC regarding the Sonics and relocation of the Sonics, and the terms of the Ford Center lease between PBC and Oklahoma City. Brent Gooden (will testify by deposition) c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Gooden is a public relations consultant hired by PBC. He may testify regarding the matters addressed in the deposition excerpts designated by the City (subject to resolution of the City's motions in limine), including Mr. Gooden's work for and his communications with PBC and its members. PRETRIAL ORDER - 17 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Joel Litvin (will testify by deposition) NBA 30(b)(6) deponent c/o Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, New York 10036 Mr. Litvin is the 30(b)(6) deponent from the NBA. He will testify about the matters addressed in the deposition excerpts designated by the City (Mr. Litvin's deposition has been identified as Confidential Material by the NBA). Roy Williams (will testify by deposition) The Greater Oklahoma City Chamber of Commerce 30(b)(6) deponent c/o Crowe & Dunleavy 20 North Broadway Suite 1800 Oklahoma City, OK 73012 Mr. Williams will testify regarding the matters addressed in the deposition excerpts designated by the City, including the economic and intangible benefits to Oklahoma City of having an NBA team, the campaign for approval of a tax to pay for the renovations of the Ford Center in Oklahoma City, PBC's contributions to that campaign, the tax break provided to PBC by Oklahoma State, and the NBA relocation committee's visit to Oklahoma City. (b) On behalf of defendant: Clay Bennett (will testify) c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. Bennett is the Chair of the PBC. He will testify concerning the PBC, the PBC's acquisition of the team, its efforts to obtain a new arena in the greater Seattle area, the losses it PRETRIAL ORDER - 18 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 anticipates if it continues to play at KeyArena relative to the financial impact of playing in Oklahoma City, the reasons for relocating the team to Oklahoma City, and all matters addressed in his deposition. Aubrey McClendon (will testify) c/o Byrnes & Keller 1000 Second Avenue 38th Floor Seattle, WA 98104 Mr. McClendon is a member of the PBC. He will testify about the PBC's intention to secure a new arena in the Seattle area. James Couch (will testify) Office of the City Manager 200 N Walker, 3rd Floor Oklahoma City, OK 73102 Mr. Couch is the City Manager of Oklahoma City. He will testify about when the PBC first contacted the City about relocating to Oklahoma City, efforts the City made to accommodate relocation, the steps that have been taken to prepare for the Sonics in Oklahoma City, including local and state legislation and remodeling of Ford Center, the interest among Oklahoma City residents in having the Sonics move to Oklahoma City, and the matters addressed in his deposition. Walter Walker (will testify) c/o Michael A. Goldfarb Peterson Young Putra 2800 Century Square 1501 4th Avenue Seattle, WA 98101 PRETRIAL ORDER - 19 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Mr. Walker may testify about his involvement in the City's efforts to use specific performance to force the PBC to sell the Sonics, his involvement with potential buyers of the Sonics, the problems with KeyArena as a venue for NBA basketball, and efforts to persuade the NBA not to permit the PBC to relocate the Sonics to Oklahoma City. Mathew Griffin (will testify) Mr. Griffin will testify about his involvement in the City's efforts to use specific performance to force the PBC to sell the Sonics, and his efforts to secure city and state support of a new arena. Tim Ceis (may testify) Mr. Ceis may testify about the City's efforts to lobby against the PBC's attempt to secure legislative support for a new arena in the greater Seattle area. He may also testify about the City's efforts to use specific performance to force the PBC to sell the Sonics, and the City's efforts to obtain legislative support for remodeling KeyArena, and efforts to persuade the NBA not to permit the PBC to relocate the Sonics to Oklahoma City. Richard Conlin (may testify) (by deposition) Mr. Conlin may testify about the City's efforts to lobby against the PBC's attempt to secure legislative support for a new arena in the greater Seattle area. He may also testify about the City's efforts to use specific performance to force the PBC to sell the Sonics, and the City's efforts to obtain legislative support for remodeling KeyArena. Mr. Conlin may also testify about the lack of any cultural or economic impact of the Sonics on the City of Seattle. PRETRIAL ORDER - 20 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Nick Licata (will testify) c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Licata may testify about the City's efforts to lobby against the PBC's attempt to secure legislative support for a new arena in the greater Seattle area. He may also testify about the City's efforts to use specific performance to force the PBC to sell the Sonics, and the City's efforts to obtain legislative support for remodeling KeyArena. Mr. Licata may also testify about the lack of any economic or cultural impact of the Sonics on the City of Seattle, and his role in Initiative 91, which limits the use of public funds for sports facilities in Seattle. Larry Nichols (may testify) Mr. Nichols may testify about the PBC's intention to attempt to obtain a new arena in the greater Seattle area, and the impact of that intention on potential investors in the PBC. Robert Nellams (may testify) (by deposition) Mr. Nellams may testify about the economics of KeyArena from the perspective of the City, why those economics render the lease unworkable from the City's perspective, and his involvement with potential buyers of the Sonics. Greg Nickels (may testify) c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Nickels may testify about the cultural impact of the Sonics leaving Seattle, the City's efforts to obtain legislative support for remodeling KeyArena, the inadequacies of KeyArena, the City's goal in bringing this lawsuit, and all matters addressed in his deposition. PRETRIAL ORDER - 21 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Terry McLaughlin (may testify) Mr. McLaughlin is a former executive with the Sonics, both when they were owned by the PBC and previously by the Schultz group. Prior to that, he worked for the Seattle City Center. Mr. McLaughlin may testify about efforts by the Schultz ownership group and the PBC to obtain support from the legislature for either a remodel of KeyArena or a new multipurpose arena. He may also testify about the circumstances of the negotiation of the original lease, and the inadequacies of KeyArena. James Kneeland (may testify) Mr. Kneeland is the principal of Pacific Public Affairs, a public relations and lobbying firm. He may testify about the efforts made by the PBC and his company to obtain a new multipurpose arena in the greater Seattle area. Gerry Johnson (may testify) c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Johnson is a lawyer with K&L Gates. He will only be called to authenticate documents if the City does not stipulate to authenticity of such documents. PRETRIAL ORDER - 22 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Slade Gorton (may testify) c/o K&L Gates 925 Fourth Ave, Suite 2900 Seattle, WA 98104 Mr. Gorton is a lawyer with K&L Gates. He will only be called to authenticate documents in the event that the City does not stipulate to the authenticity of such documents. Cushman & Wakefield Document Custodian (may testify) The custodian will only testify in the event that the City disputes the authenticity of Cushman & Wakefield documents. HOK Sports Document Custodian (may testify) The custodian will only testify if the City does not stipulate to the authenticity of HOK documents. Bill Alves (may testify) Mr. Alves, a city employee, may be called to testify regarding the KeyArena Subcommittee report and the fact that there is no economic benefit to the City from the Sonics. PRETRIAL ORDER - 23 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 PRETRIAL ORDER - 24 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 EXHIBITS (a) Admissibility stipulated: Plaintiff's Exhibits No. of Ex. 5 6 7 8 9 10 11 Date Description Icon Venue Group - Sonics 3 Year Outlook Confidential Tier One Projects Tier Two Projects Tier Three Projects Exhibit number not used Exhibit number not used The Professional Basketball Club, LLC Financial Statement Package September 30, 2007 Confidential The Basketball Club of Seattle, LLC Financial Statements for the Years Ended September 30, 2004 and 2003, and Independent Auditors' Report. The Basketball Club of Seattle, LLC Audited Financial Statements as of and for the Years Ended September 30, 2005 and 2004. The Basketball Club of Seattle, LLC Consolidated Financial Statements as of and for the Years Ended September 30, 2006 and 2005, and Independent Auditors' Report. Financial Statements for the Fiscal Year Ended September 30, 2005. Exhibit number not used Exhibit number not used Exhibit number not used The Professional Basketball Club, LLC Consolidated Financial Statements as of and for the Year Ended September 30, 2007, and Independent Auditors' Report. Web Page Capture - www.nba.com/standings Goldman Sachs Presentation: Benchmarking the Sonics: An Empirical Assessment. PBC_ 4702 Prefix ICON OKCCC OKCCC OKCCC Beg Doc 3398 383 386 388 End Doc 3411 385 387 388 PBC 107767 107774 12 PBC_ 20 37 13 PBC_ 4729 4747 14 PBC 104887 104907 15 16 17 18 19 PBC_ 4753 4753 PBC 104868 104886 20 22 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 27 The Professional Basketball Club LLC Consolidated Income Statement (Including Playoff Budget) for the Eleven Months Ended September 30, 2007 Confidential E-mail string between Aubrey McClendon and Tom Ward re: Sonics. Exhibit number not used Seattle City Council Ordinance 117049 Seattle City Council Ordinance 117050 ICON Venue Group - Sonics powerpoint presentation - Confidential Memo from J. Kneeland to C. Bennett re: Thoughts on Monday's meeting messages (Duplicate of PBC_14385-14387; Dep Ex. 126) Strategy for Next 60 Days - Clay Bennett (Duplicate of PBC_06309-06310; Dep. Ex. 140) 1/11/1993 3/18/1993 Letter from V. Anderson to N. Rice re: Sonics Lease Negotiations Memorandum of Understanding between the City of Seattle/Seattle Center and Ackerley Communications, Inc./SSI Sports, Inc. City Council Briefing - Coliseum Renovation Project Memorandum from D. Clausen, M. Lester, Council Central Staff to All Councilmembers re: Sonics Agreement, Coliseum Renovation Exhibit number not used Premises Use & Occupancy Agreement Between The City of Seattle and SSI Sports, Inc. ("Lease") Memorandum from James Couch to Mayor & Members of the City Council re: Solicitation of Major League Sports Franchise Exhibit number not used Season 40, PowerPoint presentation Basketball Club of Seattle article: Sonics & Storm contribute to Washington's communities Exhibit number not used 6/13/2006 6/18/2006 Letter from G. E. Evans to J. Cahilly - No Subject NBA Cares tracking September 1 - December 21, 2006 PBC 107769 28 30 32 33 34 38 PBC 106596 ICON PPA 10004 5003 10013 5005 39 PS_ 237 237 40 41 PBC PBC 100446 100286 100450 100295 42 43 3/22/1993 4/23/1993 PBC PBC 101488 101581 101579 101628 44 45 3/2/1994 50 7/20/2004 51 53 54 6/28/1905 6/28/1905 PBC PPA 104730 3897 104756 3897 57 58 59 PBC_ PBC_ 9854 106123 9858 106127 26 PRETRIAL ORDER - 25 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 60 7/12/2006 E-mail string from C. Bennett to T. Ward and A. McClendon re: Any news on the Sonics? E-mail string between Audrey McClendon, Clayton Bennett and Tom Ward National Basketball Association Franchise Purchase Agreement by and among The Professional Basketball Club, LLC and The Basketball Club of Seattle, LLC. Exhibit number not used Exhibit number not used Letter from Clayton Bennett to Howard Schultz re: good faith efforts Exhibit number not used E-mail string from D. Khani to A McClendon re: did you participate in the group that is brining (sic) Seattle Supersonics to OKC? E-mail from Ed Evans to Clayton Bennett; Brent Gooden re: Tim Ceis E-mail string from C. Bennett to A. McClendon, B. Gooden, jeff.records@midfirst.com; T. Ward and E. Evans re: from KING-TV poll E-mail string between Tom Ward, Aubrey McClendon, Dory Wiley, Tex Gross, Jim Gardner and Sself@clgroup.org July 29, 2006 NBC Oklahoma City Interview with Aubrey McClendon, CEO of Chesapeake Energy Media - ESPN-New Sonics Owner-Key Arena won't cut it Memorandum from C. Bennett to Investors in the Professional Basketball Club, LLC re: Sonics Investor Information with attached investor information and presentations Exhibit number not used Seattle SuperSonics - Financial Projections - NBA Package - Confidential Instrument of Assumption among The City of Seattle,The Professional Basketball Club, and The Basketball Club of Seattle PBC 106929 106929 61 7/12/2006 PBC 106821 106822 62 7/14/2006 PBC_ 9346 9403 63 64 65 67 68 7/18/2006 7/19/2006 PBC 106644 106645 69 70 7/20/2006 7/20/2006 PBC_ PBC 12863 107000 12863 107002 71 7/28/2006 PBC 106577 106578 72 7/29/2006 PBC 106763 106775 74 75 9/9/2006 9/12/2006 PBC_ 10652 10925 76 78 10/17/2006 ICON 5091 5096 79 10/23/2006 PRETRIAL ORDER - 26 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 81 11/1/2006 Letter from Harvey E. Benjamin to The Professional Basketball Club, LLC and CCed to David J. Stern; Adam Silver; Joel M. Litvin; Wayne D. Katz, Esq. re: confirming that the NBA has approved the sale of the Seattle SuperSonics from The Basketball Club of Seattle, LLC to The Professional Basketball Club, LLC PBC_ 6425 6464 82 84 11/20/2006 Exhibit number not used E-mail string from Clayton Bennett to Kendra Bridges re: FW: Final Budget Presentation.ppt, with attached Final Budget Presentation.ppt E-mail string from Jim Kneeland to Clayton Bennett re: [SPAM] - Schedule 2007-08 Seattle Supersonics Marketing Overview Plan E-mail from B. Gooden to A. McClendon, T. Ward, C. Bennett, B. Cameron, and J. Garrison re: Hornets Game - National Television Tonight Exhibit number not used Letter from Clayton Bennett to Gov. Christine Gregoire Letter from J. Kneeland to C. Bennett re: The road ahead Exhibit number not used E-mail from B. Gooden to B. Cameron; jay@balon.com; everettd@dobson.net; bob@mbokc.com, Cced: C. Bennett re: Update from Clay - Important Information and Overview of Activities This Week - Confidential Transcript: Senate Ways & Means Committee Clay Bennett Exhibit number not used Exhibit number not used E-mail string from Clayton Bennett to Jenny A. Durkan re: Arena The Professional Basketball Club, LLC Explanation of Significant Variances - Year to date variance report. Letter from D. Johnson to R. Dupree - No subject Exhibit number not used Letter from Dianna Finnerty of the Ronald McDonald House Charities to Rick DuPree of the Seattle Sonics PBC_ 13399 13430 85 86 12/6/2006 Jan-07 1/4/2007 PBC_ PBC_ PBC 13492 104969 106379 13493 104978 106379 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 94 95 96 98 103 2/13/2007 88 89 90 91 93 1/18/2007 2/5/2007 87 PPA GOODE NGOODE N- 4973 123 4975 125 2/11/2007 119 120 2/14/2007 2/28/2007 PBC_ PBC_ 8062 7870 8063 7879 105 106 107 3/14/2007 PPA 5686 5687 3/16/2007 PPA 5630 5630 PRETRIAL ORDER - 27 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 108 4/3/2007 E-mail from A. McClendon to B. Howard, K. Bridges, Everettd@dobson.net, jeff.records@midfirst.com, jay@balon.com, tward@sdrge.com and bcameron@af-group.com re: From Clayton I. Bennett The Journal Record: Hard Work, Luck Make Billions Exhibit number not used Exhibit number not used E-mail string from A. McClendon to T. Ward, C. Bennett and CCed to jeff.records@midfirst.com re: Seattle Times story posted tonight E-mail from Clayton Bennett to jlitvin@nba.com re: Question E-mail string between Clayton Bennett and Joel Litvin. E-mail string from Clayton Bennett to Brent Gooden re: FW: Las Vegas Exhibit number not used The Professional Basketball Club, LLC - Financial Statement Package - April 30, 2007 The Professional Basketball Club, LLC operational results for the six months ended April 30, 2007 Memo from Clayton Bennett to the Professional Basketball Club Partners re: Board Meeting E-mail string between Clayton Bennett and Brent Gooden E-mail from C. Bennett to B. Gooden re: Refined Standby Statement - Arena Lease Project E-mail from J. Cronin to C. Bennett and CCed to T. Romani, A. Aaron and F. Hill re: Market Delta Analysis for Kansas City and Oklahoma City with attached SonicsKCOKCDelta.ppt Exhibit number not used E-mail string from Dan Mahoney to Clayton Bennett and CCed to Brent Gooden re: Newsok E-mail from D. Mahoney to C. Bennett re: Ch 9 Exhibit number not used Exhibit number not used E-mail string from C. Bennett to T. Romani re: Tim Romani PBC 106454 106454 110 112 114 115 4/13/2007 PBC_ 11409 11415 4/19/2007 PBC 107016 107017 116 117 118 119 121 4/23/2007 4/25/20074/26/2007 4/28/2007 PBC_ PBC_ PBC_ 8127 7353 14100 8127 7354 14100 4/30/2007 PBC_ 7645 7659 122 4/30/2007 PBC_ 14106 14202 123 5/7/2007 PBC 106541 106541 124 125 5/22/2007 5/22/2007 PBC_ PBC_ 7308 7361 7361 126 5/25/2007 PBC_ 14245 14255 127 128 5/29/2007 PBC_ 7017 7018 129 130 131 132 5/30/2007 PBC_ 7019 7019 6/9/2007 PBC_ 7366 7367 PRETRIAL ORDER - 28 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 133 134 135 136 6/11/2007 6/30/2007 Exhibit number not used Exhibit number not used E-mail string between Clayton Bennett and Tom Ward The Professional Basketball Club, LLC - Financial Statement Package - June 30, 2007 & Operational Results for the Eight Months ended June 30, 2007 Video - 2007-07-20 Clay Bennett E-mail from Aubrey McClendon to Clayton Bennett and CCed to bgooden@goodengroup.com re: Interview E-mail from A. McClendon to C. Bennett and CCed to bgooden@goodengroup.com re: Interview in Journal Record E-mail exchange between Clayton Bennett, David Stern and Joel Litvin Letter from Aubrey McClendon to David Stern E-mail string between David Stern and Clayton Bennet re: Personal E-mail from C. Bennet to amcclendon@chkenergy.com re: Good evening Seattle SuperSonics, Business Development Overview, 2007-2008 Season. The Professional Basketball Club's Arbitration Demand The Professional Basketball Club, LLC - YTD Detail by AP Name The Professional Basketball Club, LLC Consolidated Financial Statements as of and for the Year Ended September 30, 2007, and Independent Auditors' Report Exhibit number not used The Professional Basketball Club, LLC Consolidated Income Statement Annual Budget for the Fiscal Year Ended September 30, 2007 Exhibit number not used Exhibit number not used PBC Consolidated Income Statement for the Eleven Months Ended September 30, 2007 Confidential PBC_ PBC_ 11440 6203 6216 137 138 7/20/2007 8/13/2007 PBC_ 6250 6250 139 8/13/2007 PBC_ 6752 6753 141 142 143 145 8/13/2007 8/16/2007 8/18/2007 8/27/2007 PBC_ PBC_ PBC_ PBC_ 8043 7132 11441 7619 7132 11443 7619 146 9/14/2007 PBC_ 14342 14343 147 148 149 9/19/2007 9/30/2007 9/30/2007 PBC_ PBC_ 107765 104868 107766 104886 150 151 9/30/2007 PBC 104664 152 153 154 9/30/2007 PBC 107769 PRETRIAL ORDER - 29 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 155 9/30/2007 The Professional basketball Club, LLC YTD Detail by AP Name FYE - Confidential Exhibit number not used The Professional Basketball Club, LLC Consolidated Income Statement (Regular Season & Playoffs) for the One Month Ended October 31, 2007 - Confidential Defendant's, The Professional Basketball Club's Answer and Affirmative Defenses Memo from Danny Barth to Clay Bennett re: Financial and Operational Update Q1 2008 Exhibit number not used Exhibit number not used Defendant's, The Professional Basketball Club's Responses to Plaintiff's First Set of Requests for Production of Documents E-mail from Clay Bennett to Clay Bennett re: FW: revised talking pts for ORA Tuesday, with attached ORA_talkingpoints_2.doc; NewOrleansHornets_EconomicImpact06-07 PBC 107765 156 157 10/31/2007 PBC 107777 158 11/16/2007 160 12/17/2007 PBC_ 12234 12238 161 163 164 1/30/2008 165 2/4/2008 PBC_ 12196 12200 168 169 170 2/19/2008 E-mail from Dan Mahoney to Greg Johns re: Comment? Exhibit number not used E-mail from david.holt@okc.gov to OCanfield@Oklahoman.com and CCed to mick.cornett@okc.gov, gayleen.keeton@okc.gov, C. Reid, C. Berney re: Op-Ed for the Oklahoman by Mayor Mick Cornett Exhibit number not used The Professional Basketball Club, LLC Consolidated Income Statement for the Five Months Ended February 29, 2008 - Confidential The Professional Basketball Club, LLC YTD Detail by AP Name 2/29/2008 Exhibit number not used Letter signed by Christine Gregoire, Frank Chopp and Lisa Brown to Sims, Nickels and Conlin re: Key Arena Funding Proposal PBC_ 12205 12205 2/28/2008 OKC_E 7314 7314 171 172 2/29/2008 PBC 107108 173 174 175 2/29/2008 PBC 107766 3/10/2008 MWC_ 118 120 PRETRIAL ORDER - 30 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 176 3/14/2008 The Professional Basketball Club's letter to Oklahoma City Mayor Mick Cornett, expressing PBC's intent to relocate the Seattle SuperSonics to Oklahoma City. Seattle SuperSonics Financial Analysis presented to Byrnes & Keller, LLP by MZ Sports LLC Eric Williams' posting to the Tacoma News Tribune's "Sonics Insider" blog, entitled "Transcripts of OKC Press Conference" Exhibit number not used Sonics Relocation Proposal: Estimated Total Economic Impact and State and Local Tax Revenues Defendant's The Professional Basketball Club's Answers and Objections to Plaintiff's First Set of Interrogatories The Professional Basketball Club's Response to Notice of Videotaped 30(b)(6) Deposition Memorandum from James D. Couch to Chairman and Trustees of the Oklahoma City Public Property Authority re: Arena Use Licensing and Agreement with the City of Oklahoma City, SMG and Professional Basketball Club, LLC.... Professional Basketball Club's Responses to the City of Seattle's Supplemental Interrogatories Professional Basketball Club's Answers to the City of Seattle's Requests for Admission Web Page Capture http://www.nba.com/sonics/community/ticketsforki ds.html Web Page Capture http://www.nba.com/sonics/community/appearanc es.html Web Page Capture http://www.nba.com/sonics/community/hip_tobe_f it.html Web Page Capture http://www.nba.com/sonics/#/tickets/luxury Web Page Capture http://www.nba.com/sonics/community/readtoachi eve.html PBC_ 107518 107536 177 3/17/2008 179 3/25/2008 181 182 4/1/2008 PBC_ 14399 14404 183 4/7/2008 184 4/11/2008 193 4/15/2008 196 4/28/2008 197 4/30/2008 17 18 19 20 21 22 23 24 25 26 202 5/1/2008 200 5/1/2008 199 5/1/2008 201 5/1/2008 203 5/1/2008 PRETRIAL ORDER - 31 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 204 5/1/2008 Web Page Capture http://www.nba.com/sonics__storm_TEAM_Foun da-56858-51.html Professional Basketball Club's Supplemental Responses to Plaintiff's First Set of Interrogatories Professional Basketball Club's Supplemental Response to Plaintiff's Supplemental Interrogatory No. 13 Professional Basketball Club's Responses to the City of Seattle's Supplemental Requests for Production Professional Basketball Club's Supplemental Response to Plaintiff's Supplemental Request for Production No. 17 Web Page Capture www.nba.com/sonics/schedule/results_2007.html Web Page Capture www.nba.com/sonics/schedule/results_2006.html Exhibit number not used Letters from the Seattle Public Entities reflecting Seattle Sonics community services Photos: Rashard Lewis - Opening of the Rashard Lewis Theater at Ronald McDonald House (2003) Ray Allen's Giving Tree Rashard Lewis Food Drive 209 5/15/2008 210 5/15/2008 211 5/15/2008 212 5/15/2008 213 5/20/2008 214 5/20/2008 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 220 225 226 227 228 229 10/31/2006 230 233 7/31/2007 7/19/2006 8/2/2006 8/14/2007 9/3/2007 3/25/2008 217 218 219 E-mail from Aubrey McClendon to Tom Ward Email from McClendon to Litvin re Journal Record Email from Clayton Bennett to David Stern Relocation Committee Meeting Be Part of It: Seattle Supersonics 2007 Summer Marketing Campaign Press Release: Danny Barth Named Interim President & CEO of Sonics & Storm PBC PBC_ PBC_ NBA PBC_ 106596 11405 14340 3874 7379 11408 14340 3888 7387 PPA Email from Terry McLaughlin to Clayton Bennett PBC_ Email from Brent Gooden to Aubrey McClendon PBC 2173 6690 106944 6691 106945 PRETRIAL ORDER - 32 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 234 235 236 237 238 239 240 242 243 7/24/2006 8/6/2006 8/6/2006 Memorandum from Jim Kneeland/Dave Fisher to Clayton Bennett - Confidential Email from Jim Kneeland to Brent Gooden/Richard Milne Email from Jim Kneeland to Richard Milne Gooden PPA PPA PPA PPA PPA Gooden Gooden 434 2630 2132 2564 2919 201 470 297 439 2631 2133 2568 2921 8/21/2006 Email from Brent Gooden to Jim Kneeland 9/18/2006 Email from Brent Gooden to Clayton Bennett 9/26/2006 Email from Brent Gooden to Clayton Bennett 10/9/2006 10/29/2006 Gooden Group Transcript - Confidential 11/7/2006 Email from Brent Gooden to Jim Kneeland, Clayton Bennett, Richard Milne PBC_ PBC PBC PBC 13328 106605 106809 106831 13329 106606 106810 106832 318 Email from Brent Gooden to Dan Mahoney Confidential 471 245 10/10/2006 7/10/2006 7/13/2006 Email from Aubrey McClendon E-mail string from T. Ward to A. McClendon re: Did Paul Mott get fired? E-mail string from E. Evans to A. McClendon re: Latest turn of the Purchase Agreement E-mail string from A. McClendon to KM8881@aol.com" re: FW: The Oklahoma City Sonic Boom (or maybe Sonic Boomers!) Baby!!!!!!!!!! Email from Martin Stringer to Aubrey McClendon regarding memo from Clay e-mail string from B. Gooden to A. McClendon re: Important inormation and documents for today's conference call Seattle Sonics News Release: Clay Bennett Statement Regarding Possible Relocation Cities 6/18/2007 7/18/2007 E-mail string from C. Bennett to A. McClendon re: Checking in E-mail from B. Gooden to A. McClendon, B. Cameron, everettd@dobson.net, tward@tlwinv.com, jaybalon.com, B. Howard, J. Records, StringerM@McKinneyStringer.com, Frank.Hill@mcafeetaft.com, D. Mahoney and CCed to cbennett@dorcap.com re: Update from Clay - Seattle (E-mail Attachement: july18_19agenda_release[1].doc -- NOT included with document) 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 246 247 248 7/12/2006 PBC 106816 106816 249 250 10/15/2006 2/11/2007 PBC PBC 106597 106409 106599 106410 251 PBC_ 12040 12040 252 253 PBC PBC 106626 106877 106626 106877 PRETRIAL ORDER - 33 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 260 3/14/2008 Letter from the Professional Basketball Club, LLC and signed by Clayton Bennett to Mick Cornett, Mayor of Oklahoma City re: Relocation of SuperSonics E-mail from Ed Evans to Clayton Bennett; Brent Gooden re: Draft talking points on the arena situation, with attached Arena Frameworkdoc E-mail string from Jim Kneeland to Clayton Bennett re: [SPAM] - Re: [SPAM] - Re: P-I story heads up - Bayesian Filter detected spam Bayesian Filter detected spam E-mail string from Tim Romani to Clayton Bennett re: [SPAM] - RE: - Bayesian Filter detected spam E-mail string from Tim Romani to Clayton Bennett an CCed to 'Art Aaron'; 'Jim Cronin' re: ICON E-mail string from Clayton Bennett to 'Tim Romani' re: FW: Sabey, with attached Edited Sabey-PBC Terms.doc E-mail string from Art Aaron to Clayton Bennett and CCed to 'Hill, Frank D.'; '.lim Cronin'; 'Tim Romani' re: RE: Financial Model, with attached Financial Model January 16, 2006 letter to Clay Bennett from Jim Kneeland re: Arena Conversations E-mail from Brent Gooden to 'Jim Kneeland' and CCed to 'Richard Mime'; 'Dan Mahoney'; Clayton Bennett re: PBC - Media/PR Thoughts, Strategy and Statements - Messaging N/A N/A N/A 262 7/20/2006 PBC_ 12855 12858 263 11/10/2006 PBC_ 13285 13286 264 12/1/2006 PBC_ 13488 13489 265 12/30/2006 PBC_ 13608 13611 266 1/6/2007 PBC_ 07636 07636 267 1/9/2007 PBC_ 107138 107151 13 14 15 16 17 18 19 20 21 22 23 24 25 26 272 273 274 275 2/4/2007 2/28/2007 3/20/2007 3/28/2007 270 271 1/17/2007 1/31/2007 268 1/16/2006 PPA 004988 004989 269 1/17/2007 PBC_ 13623 13625 Email from Brent Gooden to Jim Kneeland - PBC Media Thoughts E-mail from Clayton Bennett to Brent Gooden and CCed to 'Jim Kneeland'; 'Dan Mahoney'; 'richard' re: RE: PBC - Frank Hughes and Percy Allen E-mail string from Steve Balimer to Clayton Bennett re: RE: Update II E-mail string from Jim Kneeland to Clayton Bennett re: FW: Sonics E-mail string from Clayton Bennett to Jim Kneeland re: Letter E-mail from Jim Kneeland to Clayton Bennett re: Sonics ask PBC_ PBC_ 13623 08058 13625 08059 PBC_ PBC_ PBC_ PBC_ 13732 13853 07476 13873 13733 13855 07476 13874 PRETRIAL ORDER - 34 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 276 1/5/2006 Governor messages - Meeting with Chris Gregoire, 1/5/06; Speaker Frank Chopp Messages for 1/4/06 Meeting; Restaurant Association - Messages for 1/4/06 meeting Memorandum from Clayton I. Bennett to The Professional Basketball Club Partners re: Board Meeting E-mail string from Clayton Bennett to Tom L. Ward re: Sonics Memorandum from Clayton Bennett to Members of the Professional Basketball Club, LLC re: Investor Update Clay Talking Points w/ Mayor Nickels E-mail from Clayton Bennett to Jim.Couch@OKC.GOV re: Dates Be Part Of It - Seattle SuperSonics 2007 Summer Marketing Campaign NBA Relocation Committee Report Draft: Talking points for the meeting with the Governor Draft talking points with Governor - Confidential E-mail from C. Bennett to B. Gooden re: Kneeland Memo E-mail from B. Gooden to C. Bennett; J. Kneeland; D. Mahoney; R. Milne re: PBC Interview Request Email from Brent Gooden to Clayton Bennett, Jim Kneeland, Dan Mahoney, Richard Milne Email from Clayton Bennett to Brent Gooden E-mail string from B. Gooden to C. Bennett re: Las Vegas Email from Clayton Bennett to Brent Gooden Email from Clayton Bennett to Brent Gooden regarding actionable ideas - tactics and strategies E-mail from B. Gooden to C. Bennett; D. Mahoney, Cced: M Stringer; F. Hill re: Action Review - Press Release - Re-open discussions PPA 004996 005002 277 5/7/2007 PBC_ 11431 11431 278 279 6/11/2007 6/15/2007 PBC_ PBC 11440 106621 11440 106624 280 281 283 287 289 290 291 292 6/27/2007 6/14/2007 4/10/2008 12/31/2006 12/31/2006 2/10/2007 2/25/2007 PBC_ PBC_ PBC_ 07117 14317 007379 07119 14317 007387 GOODE NGooden PBC_ PBC_ 0000042 7 427 0000736 9 0001376 3 0000042 8 428 0000736 9 0001376 3 293 2/25/2007 294 295 296 4/28/2007 297 5/14/2007 7/4/2007 PBC_ PBC_ 14219 0000697 6 14220 0000697 7 PBC_ 14003 14004 4/15/2007 4/28/2007 PBC_ PBC_ 14061 0001400 3 14063 0001400 4 PBC_ 13763 301 303 8/20/2007 304 Email from Clayton Bennett to Brent Gooden regarding investor communications Seattle Supersonics Public Relations News Release re: Jim Kneeland and Pacific Public Affairs PBC_ Gooden6663 117 117 PRETRIAL ORDER - 35 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 305 306 8/21/2006 10/20/2006 Letter from C. Bennett to J. Peoples - No subject Memo to All Staff re: Sonics Welcome Cleveland High School to Tonight's Game Memo from J. Cronin, A. Aaron to C. Bennett, Cced: F. Hill; M. Stringer; T. Romani re: Microsoft Opportunity E-mail string from C. Bennett to M. Meagher, Cced: J. Martin; D. Iannelli re: [SPAM] - Public Strategies - Found word(s) survey marketing email campaigns in the Text body Email from Richard Milne to Brent Gooden and Clayton Bennett Email from Clayton Bennett to Pete von Reichbauer Email from Clayton Bennett to Kathy Keolker regarding King County Events Center PBC PPA 13043 00271 13043 00273 307 1/29/2007 ICON 05280 05284 308 8/17/2007 PBC 08050 08052 309 315 10/19/2006 PBC_ PBC_ 13181 8046 8047 9 316 4/16/2007 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 322 324 4/7/2007 11/9/2006 318 319 321 8/2/2007 8/2/2007 4/20/2007 317 4/21/2007 12/21/2006 PBC_ Email from Clayton Bennett to Kathy Keolker regarding King County Events Center PBC_ Options for Publicly Funded Arena Proposal Confidential Email from Dan Mahoney to Terry McLaughlin PBC_ Email string from Martin Stringer to Clayton Bennett and Dan Mahoney, Cced Frank Hill; bgooden@goodengroup.com re: Mayor Email string from Clayton Bennett to Steve Ballmer re: Thinking Email string from Clayton Bennett to Brent Gooden re: I-91 and its progeny ICON 8053 8054 4937 6218 4943 6220 PBC_ PBC_ PBC_ 17179 14007 15251 17180 14008 15252 Defendant's Exhibits Exhibit No. A-6 Date Description Prefix Beg Doc End Doc No objection 00/00/0000 Spreadsheet: Fox Sports Northwest Seattle Sonics - Nielsen Ratings 200405 through 2007-08 and spreadsheet: 2007-08 Seattle SuperSonics on FSN Northwest Seattle DMA PBC 107953 107954 X PRETRIAL ORDER - 36 Case No. C07-01620-MJP K:\2065932\00001\20516_HAH\20516P2271 KIRKPATRICK & LOCKHART PRESTON GATES ELLIS LLP 925 FOURTH AVENUE SUITE 2900 SEATTLE, WASHINGTON 98104-1158 TELEPHONE: (206) 623-7580 FACSIMILE: (206) 623-7022 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 A-7 00/00/0000 Spreadsheet: National Basketball Association Net Gate Receipts/ And Paid Attendance (Tickets Sold) Comparison Report 9/30/2003 The Basketball Club of Seattle, LLC Financial Staements for the Years Ended September 30, 2003 and 2002 and Independent Auditors' Report 9/30/2005 The Basketball Club of Seattle, LLC Financial Staements for the Years Ended Sep