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It was the fall of 2000. Suzie Thomas had been on the job for about six months as general counsel for Houston’s expansion team in the National Football League. The team unveiled its name — the Houston Texans — and its logo, and that was when she learned that being a lawyer in the NFL is different from standard corporate work. The unveiling came off without a hitch. In fact, public reaction was everything the team could have asked for. But then a Texans’ employee spotted a small ad in the Houston Chronicle sports section. Fans were being directed to a Web site for an Internet offer to buy shares of the fledgling team even before the official team name was announced. (Rumors of the name circulated for weeks before the announcement.) “It was total fraud,” Thomas alleges. She went online and saw what she describes as an “amateurish” and an “awful site.” On the morning when the team name was announced, Thomas discovered that a local TV station, clueless about what was going on, included a link to the site with its online coverage of the football team. So on the day of the team’s announcement, Thomas was busy contacting outside counsel, calling the TV station to get the link removed and fielding requests for information from the station as it sought to do a story on the bogus site. The online enterprise was shut down by a U.S. district judge, with the Securities and Exchange Commission hot on the trail of the site’s owner, who subsequently pleaded guilty to securities fraud and received probation, according to NFL reports. Thomas believes the site’s owner never sold any phony shares in the football team, but for her it was a lesson about the pitfalls of what can be involved with professional sports. “My indoctrination into all that happens in professional football and all of the people who come out of the woodwork started with that,” Thomas says. With nearly 18 years of corporate experience under her belt, Thomas joined the team with a background that would serve her well. (While technically employed by the McNair Group, headed by Texans owner Bob McNair, most of what Thomas does is for the football team.) But there still was a significant learning curve. For starters, she was playing in the testosterone-laden arena of the NFL, where only 10 women are in vice presidential positions or higher. And Thomas is the only one who serves as general counsel for a team. She also is a senior vice president and chief administrative officer for the McNair Group. Thomas’ bread-and-butter is contract work. She readily admits that the Xs and Os of the playing field elude her. No, she was not a football fan before joining the Texans. But she is quick to stress that she didn’t hate football, either. Thomas attended Houston Oilers’ games from time to time, before they moved to Tennessee to become the Titans; she usually saw games from the confines of a corporate suite and found the experience bland. That was back when she worked for the international energy service and manufacturing company Weatherford International Inc., where she spent 16 years, the final 12 of those years as senior vice president and general counsel. A 1978 graduate of the University of Houston Bates School of Law, she previously worked as an associate with Baker Botts in Houston doing contract work in the international group. After Weatherford was acquired by EVI in 1998, Thomas moved on and worked for more than a year as general counsel and vice president of human resources for meat processor Corporate Brand Foods America in Houston. Meanwhile, McNair plowed ahead with his football startup efforts, amid other enterprises, and forces aligned to bring Thomas to the legal gridiron. “The fewer employees, the better,” McNair says of his general corporate philosophy. But the legal bills were mounting. Aside from the legal nuts and bolts of putting together a professional team, there was the franchise agreement. There were stadium issues to work out with the Harris County-Houston Sports Authority, and negotiations had to be undertaken involving the Houston Livestock Show and Rodeo, which shares the new stadium that was built for the Texans. There were leases to suite holders in the stadium. There were sponsorship deals aplenty. The bric-a-brac of legal work — heavy on contract issues, but ranging all over the field — piled up. “We were spending a lot of money on the legal side,” McNair says. It was vice chairman Philip Burgu�eres who suggested bringing a lawyer onto the Texans team. He told McNair he needed an attorney to ride herd over the management of all that legal work. Burgu�eres previously had served as chairman and CEO of Weatherford International while Thomas was there, and he recommended her for the position. McNair says it was Burgu�eres’ prodding that led him to hire Thomas. A DIFFERENT ARENA The new job was a change for Thomas. Coming from a business-to-business environment, Thomas says she wasn’t used to a situation in which individual consumers were so important. Advertising issues were new to her. And the team trademark and logo — even the team colors — were a much bigger deal than she realized. “[It's] just a totally different arena,” Thomas says. However, there were contracts, lots of contracts, and that was where Thomas found her comfort zone. When it comes to stadium lease issues and related matters, Thomas sticks with what was in place when she arrived. She continues to farm out a variety of that legal work to the Houston office of Dallas-based Winstead Sechrest & Minick. General financial matters go to Houston-based Fulbright & Jaworski, the firm that represented McNair for many years before the football team came together, Thomas says. Many stadium construction issues were handled by lawyer Steve Patterson, the Texans’ senior vice president and chief development officer — Thomas says she still turns to him for help on those matters. Trademark-infringement issues are punted to the league. Then there are the contracts. They come through her, the only lawyer in the team’s legal department. At least, most of them do. The highest-profile contracts of a pro football team, the ones that get the real play in the media, are those between the team and the individual players. These contracts include myriad issues such as salary caps, free agency, limited free agency, franchise player designations, option years, the give-and-take between a player and an agent, contract holdouts, contract signings, and sign-and-trade agreements. Thomas doesn’t handle those negotiations — a hired negotiator handles most of the contract talks for the Texans, working in conjunction with the top brass. The league provides a standard player contract, which is a lengthy collection of documents. Thomas tweaks the contracts to suit individual situations and handles related paperwork. Her own versions of player contracts include marketing riders, public-appearance provisions and requirements regarding outside sponsorships. Players aren’t barred from having outside sponsors, but if a player is to be hired on behalf of a sponsor that is in competition with an official team sponsor, then the team sponsor gets a chance to negotiate a deal. “Keep us in the loop, and let us have a shot at it,” is how Thomas describes the addendum. Other teams are catching on and, Thomas says, adding the clause to their players’ contracts. Thomas did have an increased role in contract work with the Texans top draft pick — and No. 1 pick overall in the 2002 NFL draft — David Carr. The Fresno State quarterback, who was represented by major-league agent Michael Sullivan of Octagon (corporate clients include baseball’s Tom Glavine, basketball’s David Robinson, tennis’ Anna Kournikova and hockey’s Sergei Federov), scored a seven-year, $46 million contract. Sullivan did not return three calls seeking comment on Thomas’ role in the handling of Carr’s contract before presstime on Dec. 30. Media accounts, however, reported the contract talks were without any major divisions or difficulty. Thomas says Carr’s contract was more complicated than most, with extended negotiations on a signing bonus and multiple clauses giving the team an option to extend the contract, giving Carr the option to void the contract and giving the team the option to buy Carr out of the void option. Although Thomas aims for standardized contracts in most cases, she admits Carr’s status as the No. 1 draft pick provided some extra leverage. With her new position came game tickets, so Thomas and her husband are no longer confined to the corporate suites she found so bland in the past. They purchased personal seat licenses — PSLs in sports jargon — which essentially are contracts that provide the right to buy an actual game ticket. (PSLs were developed to help fund the construction of new stadiums.) Thomas, now in stadium seats, actually sees the action on the field. She prefers it that way. Although Thomas’ office is at the stadium, it doesn’t have a view of the field. But she says everyone in the office environment feels close to the game anyway. Where lawyers at a private firm may be pumped up after winning a big case, Thomas says everyone is “energized” at Texans’ headquarters when they win a game. And where new lawyers might be quizzed on legal developments, Thomas gets razzed occasionally about her less-than-expert knowledge of the game. The day the Texans took the field in Houston for the first time in a regular-season game — Sept. 10 — was also Thomas’ 49th birthday. The crowd was deafening, and Thomas cheered along with them as the home team upset the visiting Dallas Cowboys 19-10. Says Thomas, “That was an experience. Even for someone like me.” And not a bad birthday present, either.

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