Supreme Court of the United States · 2010-05-24
Case and law context
Role: applied; posture: civil; summary judgment for defendants on single-entity defense, affirmed by CA7; certiorari; only the antecedent question whether the league, teams and their licensing corporation are capable of concerted action is decided; result: remanded; claim:
Instances and excluded annotation blocks
| Case | Element | Holding and scope | Variant | Exact source quotations |
|---|---|---|---|---|
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Concerted action ("contract, combination ... or conspiracy") between separate economic decisionmakers | satisfied Counted merits instance applied / merits basis: law; party: the 32 NFL teams, acting directly among themselves; subject: party=the 32 NFL teams, acting directly among themselves Functional (Copperweld) test: teams are independently owned, profit-maximizing potential competitors in trademark licensing; necessity of cooperation to produce games goes to reasonableness, not to plurality. | capacity-to-conspire/separately-owned-teams-licensing-ip-collectively | Originally organized in 1920, the NFL is an unincorporated association that now includes 32 separately owned professional football teams.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [823:960] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Each team has its own name, colors, and logo, and owns related intellectual property.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [961:1046] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.In December 2000, the teams voted to authorize NFLP to grant exclusive licenses, and NFLP granted Reebok International Ltd. an exclusive 10-year license to manufacture and sell trademarked headwear for all 32 teams.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [1980:2195] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The teams compete with one another, not only on the playing field, but to attract fans, for gate receipts, and for contracts with managerial and playing personnel.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [18901:19064] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The key is whether the alleged “contract, combination ... , or conspiracy” is concerted action — that is, whether it joins together separate decisionmakers.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [15568:15724] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Because the inquiry is one of competitive reality, it is not determinative that two parties to an alleged § 1 violation are legally distinct entities. Nor, however, is it determinative that two legally distinct entities have organized themselves under a single umbrella or into a structured joint venture.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [17655:17960] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The NFL teams do not possess either the unitary decision-making quality or the single aggregation of economic power characteristic of independent action.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [18235:18388] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Directly relevant to this case, the teams compete in the market for intellectual property. To a firm making hats, the Saints and the Colts are two potentially competing suppliers of valuable trademarks.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [19260:19462] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Concerted action ("contract, combination ... or conspiracy") between separate economic decisionmakers | satisfied Counted merits instance applied / merits basis: law; party: the teams acting through NFLP (their jointly owned licensing corporation); subject: party=the teams acting through NFLP (their jointly owned licensing corporation) Court calls this the closer question (separate corporation, own management, equal revenue sharing) but a legally single entity controlled by competitors who retain separate interests is a vehicle for concerted action. | capacity-to-conspire/jointly-owned-licensing-corporation-as-instrumentality | In 1963, the teams formed National Football League Properties (NFLP) to develop, license, and market their intellectual property.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [1408:1537] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.NFLP’s licensing decisions are made by the 32 potential competitors, and each of them actually owns its share of the jointly managed assets.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [24773:24913] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Unlike typical decisions by corporate shareholders, NFLP licensing decisions effectively require the assent of more than a mere majority of shareholders.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [26318:26471] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The 32 teams capture individual economic benefits separate and apart from NFLP profits as a result of the decisions they make for NFLP.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [26652:26787] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Agreements made within a firm can constitute concerted action covered by § 1 when the parties to the agreement act on interests separate from those of the firm itself,Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [25489:25656] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.For that reason, decisions by NFLP regarding the teams’ separately owned intellectual property constitute concerted action.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [25840:25963] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.In making the relevant licensing decisions, NFLP is therefore “an instrumentality” of the teams.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [27145:27241] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Restraint of trade or commerce among the several States or with foreign nations | not_reached Excluded from merits counts applied / merits | Unspecified variant | No source quotation recorded for this block. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Private antitrust injury and fact of damage (Clayton Act §§ 4, 16; Brunswick Corp. v. Pueblo Bowl-O-Mat) | not_reached Excluded from merits counts applied / merits | Unspecified variant | No source quotation recorded for this block. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Per se illegality for naked restraints manifestly anticompetitive and lacking redeeming virtue | not_reached Excluded from merits counts rule-announced / meritsCourt directs Rule of Reason on remand (stated in the first paragraph as well) without analysing the exclusive license itself; a mode-of-analysis direction, arguably dictum, not a finding about the restraint. | per-se-rejected/cooperation-essential-to-product | When “restraints on competition are essential if the product is to be available at all,” per se rules of illegality are inapplicable, and instead the restraint must be judged according to the flexible Rule of Reason.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [28918:29134] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.What role it properly plays in applying the Rule of Reason to the allegations in this case is a matter to be considered on remand.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [30540:30670] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Presumptive Rule of Reason burden-shifting analysis (antitrust market + anticompetitive effect vs procompetitive justification) | not_reached Excluded from merits counts applied / meritsReasonableness of the exclusive headwear license left for remand; competitive balance flagged as a possible justification. | Unspecified variant | No source quotation recorded for this block. |
| /us/560/0183-01 — Supreme Court of the United States · 2010 | Copperweld / American Needle single-entity incapacity to conspire | not Counted merits instance applied / merits basis: law Mirror image of the agreement element (Copperweld immunity pleaded as a defense); recorded separately because that is how it was litigated. | single-entity/sports-league-joint-venture | In their answer to the complaint, the defendants averred that the teams, the NFL, and NFLP were incapable of conspiring within the meaning of § 1 “because they are a single economic enterprise, at least with respect to the conduct challenged.”Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [2454:2697] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The justification for cooperation is not relevant to whether that cooperation is concerted or independent action.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [23082:23195] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.But it is not dispositive that the teams have organized and own a legally separate entity that centralizes the management of their intellectual property.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [20601:20754] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.The mere fact that the teams operate jointly in some sense does not mean that they are immune.Source: docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [24094:24188] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781. |
Court interpretations recorded from this case
interpretation
The key is whether the alleged “contract, combination ... , or conspiracy” is concerted action — that is, whether it joins together separate decisionmakers.
/us/560/0183-01 — Supreme Court of the United States · 2010
The key is whether the alleged “contract, combination ... , or conspiracy” is concerted action — that is, whether it joins together separate decisionmakers.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [15568:15724] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Encompasses two distinct sub-inquiries: (1) capacity/plurality of actors (Copperweld Corp. v. Independence Tube Corp., 467 U.S. 752 (1984); American Needle), and (2) existence/proof of an actual agreement rather than unilateral conduct (United States v. Colgate & Co., 250 U.S. 300 (1919)) or mere conscious parallelism (Twombly; Matsushita).
interpretation
Because the inquiry is one of competitive reality, it is not determinative that two parties to an alleged § 1 violation are legally distinct entities. Nor, however, is it determinative that two legally distinct entities have organized themselves under a single umbrella or into a structured joint venture.
/us/560/0183-01 — Supreme Court of the United States · 2010
Because the inquiry is one of competitive reality, it is not determinative that two parties to an alleged § 1 violation are legally distinct entities. Nor, however, is it determinative that two legally distinct entities have organized themselves under a single umbrella or into a structured joint venture.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [17655:17960] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Encompasses two distinct sub-inquiries: (1) capacity/plurality of actors (Copperweld Corp. v. Independence Tube Corp., 467 U.S. 752 (1984); American Needle), and (2) existence/proof of an actual agreement rather than unilateral conduct (United States v. Colgate & Co., 250 U.S. 300 (1919)) or mere conscious parallelism (Twombly; Matsushita).
interpretation
When “restraints on competition are essential if the product is to be available at all,” per se rules of illegality are inapplicable, and instead the restraint must be judged according to the flexible Rule of Reason.
/us/560/0183-01 — Supreme Court of the United States · 2010
When “restraints on competition are essential if the product is to be available at all,” per se rules of illegality are inapplicable, and instead the restraint must be judged according to the flexible Rule of Reason.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [28918:29134] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Reserved for horizontal price fixing (Socony-Vacuum), bid rigging, horizontal market/customer allocation (Palmer v. BRG; Cooperative Theatres), certain horizontal group boycotts denying access to an essential facility/market (Northwest Wholesale Stationers; Tunica Web), and tying where the seller has appreciable economic power in the tying product market (Jefferson Parish). Vertical minimum and maximum resale price maintenance are no longer per se unlawful (Leegin, 551 U.S. 877 (2007); State Oil v. Khan, 522 U.S. 3 (1997)).
interpretation
The justification for cooperation is not relevant to whether that cooperation is concerted or independent action.
/us/560/0183-01 — Supreme Court of the United States · 2010
The justification for cooperation is not relevant to whether that cooperation is concerted or independent action.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [23082:23195] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Mirror image of `agreement` plurality: a parent corporation and its wholly owned subsidiary (Copperweld, 467 U.S. 752 (1984)), or a corporation and its officers/employees/agents acting on its behalf (Harvey v. Fearless Farris), are a single economic actor incapable of conspiring under § 1; however, legally single joint ventures controlled by separate potential competitors acting on separate economic interests are not immune (American Needle).
interpretation
The key is whether the alleged “contract, combination ... , or conspiracy” is concerted action — that is, whether it joins together separate decisionmakers.
/us/560/0183-01 — Supreme Court of the United States · 2010
The key is whether the alleged “contract, combination ... , or conspiracy” is concerted action — that is, whether it joins together separate decisionmakers.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [15568:15724] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Whether an arrangement joins separate economic decisionmakers capable of concerted action (Copperweld / American Needle) is a threshold inquiry separate from whether cooperation is necessary or procompetitive under the Rule of Reason.
interpretation
The justification for cooperation is not relevant to whether that cooperation is concerted or independent action.
/us/560/0183-01 — Supreme Court of the United States · 2010
The justification for cooperation is not relevant to whether that cooperation is concerted or independent action.Source:
docroot/ir/caselaw/us_560.jsonl#/us/560/0183-01; Unicode character offsets [23082:23195] (end exclusive); SHA-256 cf72a4ed4aef4713db524f26772ccec608b918010b615cbaa37484af6a480781.Whether an arrangement joins separate economic decisionmakers capable of concerted action (Copperweld / American Needle) is a threshold inquiry separate from whether cooperation is necessary or procompetitive under the Rule of Reason.