11/9/2020 9:13 AM

Marilyn Burgess - District Clerk Harris County

Envelope No. 47912158
2020-71920 / Court: 125 PM 1335233113513

CAUSE N O .

JEFF LUHNOW, IN T H E DISTRICT COURT

Plaintiff,

v. HARRIS COUNTY, TEXAS

HOUSTON ASTROS, L L C

Defendant. _ J U D I C I A L DISTRICT

Original Petition

Plaintiff Jeff Luhnow files this original petition against the Houston Astros. As the Astros’

General Manager, Luhnow transformed the franchise from the worst team in Major League

Baseball to one of the best in less than a decade. During his tenure, the Astros w o n three division

titles, two American League pennants, and the first World Series in team history.

Despite this phenomenal success, the Astros fired Luhnow (allegedly for cause) less than

three months after the team played in the 2019 World Series based on anM L B “investigation” into

a sign-stealing scandal. The MLB’s “investigation” actually was a negotiated resolution between

Astros’ owner Jim Crane and M L B Commissioner Robert Manfred that enabled the team to keep

its World Series championship, went to great lengths to publicly exonerate Crane, and scapegoated

Luhnow for a sign-stealing scandal that he had no knowledge of and played no part in. The sign‑

stealing activities were not directed by the Astros’ front office. Rather, they were devised and

executed‐as noted by the Commissioner’s own fmdings‐by baseball operations employees in

collaboration with coaches and players. The Astros f1red Luhnow even though he had no

knowledge o f ‐ o r involvement i n ‐ t h e sign-stealing schemes. Yet everyone above and below

Luhnow in the Astros’ organization came away unscathed (with the lone exception of Manager

A.J. Hinch, who admitted he knew about the schemes). Remarkably, the video room employees
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who conceived and orchestrated the sign-stealing system remained employed by the club

throughout the 2020 season.

The Commissioner’s “investigation” was deeply flawed. The report stated there was

“documentary and testimonial evidence that indicates Luhnow had some knowledge” of the video

room sign-stealing scheme. In fact, there is no credible evidence that Luhnow had any such

knowledge. Here is what the Commissioner failed to disclose in his report: After conducting

interviews of 68 witnesses and reviewing “tens of thousands” of emails, text messages, Slack

communications, video clips, and photographs, his “investigation” could produce only one

untrustworthy source‐the actual ringleader of the Astros’ sign-stealing schemes who “implicated”

Luhnow to save his own job. The “investigation” apparently did not review‐and the

Commissioner conveniently neglected to mention in his report‐the more than 22,000

contemporaneous text and chat messages sent or received by this individual that undermine his

after-the-fact finger-pointing at Luhnow. Moreover, the Commissioner could not find a single

document showing any reference to in-game electronic sign-stealing despite having access to tens

of thousands of Luhnow’s emails, text messages, memos, and other communications.

The truth is that the Astros had no basis to fire Luhnow, a respected executive with an

unblemished record and a l6-year history of compliance with M L B rules. The Astros breached

their contract with Luhnow.

Discovery Control Plan

1. Plaintiff intends to conduct discovery under Level 2 of Texas Rule of Civil

Procedure 190.3 and affirmatively pleads that this suit is not governed by the expedited-actions

process in Texas Rule of Civil Procedure 169 because Plaintiff seeks monetary relief over

$100,000.
 Claim for Relief

2. Plaintiff seeks monetary relief over $1,000,000.

Parties

3. Plaintiff Jeff Luhnow is anindividual residing in Harris County, Texas.

4. Defendant Houston Astros, L L C (the “Houston Astros” or the “Astros”) is a Texas

limited liability company that has its principal place of business in Houston, Texas, and operates

as the Houston Astros Baseball Club, a member of Major League Baseball. Defendant Houston

Astros, L L C may be served with process through its registered agent, Corporate Creations Network,

Inc., 5444 Westheimer #1000, Houston, Texas, 77056.

Venue

5. Venue for this suit is proper in Harris County under Texas Civil Practice &

Remedies Code section 15.001, el seq. because all or a substantial part of the events giving rise to

the claim occurred in Harris County and Harris County is where Defendant Houston Astros, L L C

has its principal place of business.

Factual Allegations

A. Luhnow brings an extraordinary business background to M L B and has

immediate success with the St. Louis Cardinals.

6. Luhnow earned degrees in economics and engineering from the University of

Pennsylvania and an M B A from the Kellogg School of Management at Northwestern University.

Luhnow had a remarkable and diverse business career: he founded and served as president and

COO of Archetype Solutions, worked for Gore-Tex in engineering and product development,

became the general manager and vice president of marketing at Petstore.com, and spent six years

asa consultant with McKinsey & Company.

 7. Despite having no experience in sports, Luhnow was hired by the St. Louis

Cardinals asa Vice President in baseball operations in 2003 and was promoted to scouting director

in 2005. In his first three years in that role, the Cardinals drafted 24 future major leaguers, the

most of any team during that period. In its 2009 ranking of the best minor league farm systems,

Baseball America noted that the Cardinals previously had a “lack of homegrown talent,” but had

made “significant strides since Jeff Luhnow took over their scouting operations.”

8. Luhnow’s success in scouting, drafting, and player development paid dividends on

the field for more than a decade. Stocked with players drafted under Luhnow, the Cardinals have

posted winning records in 13 of the past 14 seasons. The team made the playoffs in 10 of those

seasons (including five straight from 2011 to 2015), advanced to the National League

Championship Series six times, and played in the World Series three times. The franchise w o n

the World Series in 2006 and again in 2011, Luhnow’s last year with the Cardinals.

B. Luhnow revives the Astros as General Manager and leads them to the pinnacle
of baseball, winning the 2017 Wo r l d Series.

9. In December 2011, on the heels of his success with the Cardinals, Luhnow was

hired by the Astros as General Manager. Team President George Postolos hailed Luhnow’ s “track

record in scouting and player development during his eight-plus seasons with the Cardinals.”

Luhnow’s task, as Sports Illustrated put it, was figuring out “how to defibrillate a club that was

dying.” At the time, the Astros were the worst team in baseball. They had a league-worst 56-106

record in 2011. For the fourth time in five years, they had finished at least 10 games below .500.

They had not been to the postseason since 2005. They had an aging roster, a bloated payroll, and

a bad television deal. And help was not on the way. The Astros had few promising prospects in

their minor league farm system. In 2009, BaseballAmerica ranked the Astros’ farm system asthe

worst in baseball “by a fairly wide margin,” explaining that the club had “drafted cheaply and
poorly for most of the last four years.” From 2005 to 2007‐the same period that Luhnow was

stockpiling talent in the Cardinals’ organization‐Houston drafted just four future major leaguers,

the fewest of any team. In 2010, BaseballAmerica again rankedthe Astros’ farm system the worst

in baseball. Luhnow had joined an organization plagued by what The New York Times described

as “years of farm-system decay.”

10. During the next eight years, Luhnow radically transformed the Astros as the chief

architect of a rebuilding project that Sports Illustrated dubbed a “grand experiment.” Luhnow

employed a strategic approach that blended cutting-edge statistical and scientific analysis with the

traditional expertise of scouts, coaches, and analysts. By 2015, the barren farm system that

Luhnow had inherited became one of the best in baseball. Based on this pipeline of minor league

talent and Luhnow’s innovative approach, a June 2014 Sports Illustratedcover story predicted‑

prophetically, asit turned out‐that the Astros would be the “2017 World Series Champs.”

11. After a few lean years of rebuilding, the Astros emerged as one of the best teams in

baseball through the talent Luhnow stockpiled in the farm system and the players he acquired in

trades. By 2015, the club’s young core had propelled the Astros to the playoffs for the first time

in a decade. Just t w o years later, the Astros w o n their division and defeated the Boston Red Sox,

New York Yankees, and Los Angeles Dodgers on their way to winning the first World Series in

club history. The next year, the Astros w o n the division title and advanced to the American League

Championship Series. And, in 2019, the Astros w o n the division, captured another American

League pennant, and returned to the World Series before falling to the Washington Nationals in

seven games.

12. The Astros’ run from 2017 to 2019 ranks as one of the most successful in baseball

history. The club became only the sixth team to win at least 100 games in three straight seasons.
In less than a decade, Luhnow had elevated the Astros from a perennial cellar dweller to World

Series champions. And that on-f1eld success proved hugely lucrative for the Astros organization

and ownership. Since Luhnow joined the Astros in 2011 (the same year Crane purchased the club),

the franchise has nearly quadrupled in value and is now worth an estimated $1.8 billion.

C. An M L B “investigation” uncovers that the Astros’ video r o o m staff and

players engaged in electronic sign-stealing methods that violated M L B rules.

13. In November 2019‐just weeks after the Astros played in the World Series‐Zhe

Athletic reported that the team had engaged in electronic sign-stealing during the 2017 season in

violation of M L B rules. Sign-stealing entails detecting the signs being given by the opposing

catcher to the opposing pitcher and then relaying those signs to give the batter apotential advantage

by knowing what kind of pitch is coming next.

14. Sign-stealing in itself does not inherently violate baseball rules. In fact, sign‑

stealing has a long and colorful history in baseball. The New York Times has written that stealing

signs is “something of an art form in baseball” that is “tolerated, even admired.” If a team has a

runner on second base, for example, it is not against the rules for the player to relay the catcher’s

signs to the batter. However, it is a violation of M L B rules to use electronic equipment‐such as

video cameras, walkie-talkies, laptops, cell phones, or smart watches‐ to steal signs.

15. After the sign-stealing allegations surfaced in The Athletic, the Commissioner

initiated an “investigation.” On January 13, 2020, he publicly issued a report which included his

“findings.” At the start of the 2017 season, employees in the Astros’ video replay review room

began using a live-game feed from a camera positioned in center field to decode and transmit the

signs of opposing teams. As the scheme worked, a player in the video room would relay the

information to someone in the dugout. This was done by one of the Astros coaches calling the
replay room or by employees sending text messages to the dugout. From there, the information

would be conveyed to an Astros’ baserunner and, in turn, to the batter.

16. The Commissioner’s report revealed that, a couple of months into the 2017 season,

an Astros coach and a player arranged for the installation of a video monitor outside of the team

dugout to display the center field camera feed. One or more players would watch the live feed on

the monitor, and, after decoding the catcher’ s sign, bang a trash can with a bat to communicate the

upcoming pitch to the batter. The Astros players used both methods of sign-stealing throughout

the 2017 season. The Astros’ video room staff continued, at least for part of the 2018 season, to

steal signs using the live camera feed. The Astros did not deploy the banging scheme in 2018.

17. The Commissioner found that the “Astros’ methods in 2017 and 2018 to decode

and communicate to the batter an opposing Club’s signs were not an initiative that was planned or

directed by the Club’s top baseball operations officials.” Rather, the use of the video room staff

to decode signs using the center field camera “was originated and executed by lower-level baseball

operations employees working in conjunction with Astros players and [a coach].” The banging

method “was, with the exception of [one coach], player-driven and player executed.” The

Commissioner also found that while Hinch did not devise or participate in either sign-stealing

method, he was aware of both methods and did not stop them.

18. The discipline imposed by the Commissioner ignored his findings that the players

and video room staff‐not the Astros’ front office‐were responsible for the sign-stealing schemes.

That is because the Commissioner vetted potential penalties with Crane, and the two exchanged a

series of proposals. Those negotiations proved beneficial to Crane and the Astros. The

Commissioner allowed the Astros to keep their 2017 World Series championship, imposed a $5

million fine (a fraction of the revenues Crane had reaped as part of the team’ s recent success), and
took away four draft picks. He also issued a blanket vindication of Crane, absolving him of any

responsibility for failing to supervise his club. Moreover, Crane and the Astros were assured of

fielding a contending team in 2020‐the team advanced to the American League Championship

Series for the fourth straight year‐because the Commissioner did not suspend or penalize any of

the players who were directly involved in the scandal. The Commissioner also declined to punish

any lower-level Astros employees who created and participated in the scheme. And he let the

ringleader keep his position in exchange for providing information that would implicate Luhnow.

By contrast, Luhnow and Hinch bore the brunt of the deal struck between Crane and the

Commissioner.

D. Despite turning up no corroborating evidence that Luhnow knew about the

sign-stealing schemes, the Commissioner holds h i m responsible.

19. The Commissioner struck a deal with Crane to make Luhnow the scapegoat of the

cheating scandal while absolving Crane, the players, and others of responsibility. The

Commissioner’s report concluded that “Luhnow neither devised nor actively directed the efforts

of the replay review room staff to decode signs in 2017 or 2018.” Even so, the Commissioner held

Luhnow “personally accountable for the conduct of his Club” irrespective of whether Luhnow

knew about the Astros’ sign-stealing schemes and suspended him for the 2020 season.

1. Luhnow did not know about the electronic sign-stealing schemes.

20. Luhnow has forcefully denied, and continues to deny, any knowledge of the sign‑

stealing systems. The Commissioner conceded that Luhnow was unaware of the banging scheme.

But he purported to find that there was “documentary and testimonial evidence that indicates

Luhnow had some knowledge” of the video room scheme. In fact, there is no evidence that

Luhnow had knowledge of either scheme.

 21. The documents reviewed by the Commissioner provide no evidence that Luhnow

knew about any scheme. The Commissioner had full access to tens of thousands of Luhnow’s

emails, text messages, memos, and other communications, but could not point to a single document

that Luhnow sent or received discussing in-game electronic sign-stealing.

22. Significantly, the Commissioner also had access t o ‐ b u t apparently did not review

and conveniently failed to reference in his report‐more than 22,000 text and chat messages sent

or received by Tom Koch-Weser, the ringleader of the Astros’ sign-stealing schemes. These

thousands of messages documented the Astros’ sign-stealing schemes in real time and detail how

coaches, video room staffers, and other employees openly discussed their sign-stealing activities.

Tellingly, none of these messages sent or received by Koch-Weser included Luhnow or suggested

that he had any awareness of the activity. Koch-Weser, who served asmanager of Major League

advanced information, even texted his colleagues “don’t tell Jeff.” The text messages effectively

identify the actual participants in the sign-stealing schemes. Luhnow is not implicated in the texts

because he was never aware of or involved in the sign‐stealing schemes.

23. As part of the effort to scapegoat Luhnow, the Commissioner ignored the 22,000

text messages. Instead, he based his case against Luhnow on selected snippets from three

documents. But none of those documents implicate Luhnow. The first document is a PowerPoint

slide from September 2016‐before the start of either sign-stealing scheme‐discussing

“Codebreaker,” the title of an Excel spreadsheet which logged opposing pitchers’ signs and used

an algorithm to decode the sign sequences after a game was completed. The Commissioner

himself recognized that Codebreaker “started as a non-in-game effort to decode signs. Lots and

lots of teams do that. It does not violate our rules.” The second document is a five-page email to

Luhnow in May 2017 that includes a reference to “pitch tipping” on the final page under the
heading “The System.” Nothing in this email states or suggests that the Astros were using

electronic equipment during games to steal signs. Pitch tipping is entirely permissible under M L B

rules. The third and final document the Commissioner relied on to implicate Luhnow is a dense,

eight-page email in August 2017 that vaguely referred to “dark arts” without mentioning in-game

electronic sign-stealing.

24. Likewise, the testimonial evidence cited by the Commissioner does not implicate

Luhnow. Of the nearly 70 interviews conducted by M L B investigators, Koch-Weser is the only

witness to claim that Luhnow mentioned electronic sign-stealing. Once again, the Commissioner

is less than transparent by neglecting to disclose that Koch-Weser is a biased source who has zero

credibility. Here are the known facts about Koch-Weser that the Commissioner deliberately

withheld from his report: He cheated during baseball games by stealing signs, he lied repeatedly

during the M L B investigation, and he had a powerful motive to implicate Luhnow. The Astros

told Koch-Weser that he could keep his job so long as his actions were sanctioned by his

supervisors, including Luhnow. As a result, Koch-Weser‐the person who conceived the Astros’

sign-stealing system‐remained employed by the team during the 2020 season despite his direct

involvement in the scandal. No other witnesses confirmed Koch-Weser’ s testimony. At best, they

provided uncorroborated and vague speculation that Luhnow may have known about the scheme.

The testimony provided by Koch-Weser and others will be undermined by a parade of witnesses

who are able to directly rebut Koch-Weser’s self-serving allegations.

2. Luhnow took adequate steps to ensure that the Astros were complying
with M L B rules.

25. Besides knowing nothing about electronic sign-stealing, Luhnow took adequate

steps to ensure that everyone within the Astros organization complied with M L B rules, including

those governing the use of electronics. The Commissioner’s assertion that Luhnow “failed to take

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any adequate steps to ensure that his Club was in compliance with the rules” ignores the many

precautions that he actually took.

26. In September 2017, Luhnow listened to a conference call in Crane’s office during

which the Commissioner announced that he was fining the Red Sox for using an Apple Watch in

the dugout as part of a sign-stealing scheme. Following the call, Crane asked whether anything

similar was happening in the Astros organization. Luhnow replied that he did not think so, but

that he would check. Later that same day, Luhnow texted Hinch, stating that he wanted to discuss

the “Yankees-Red Sox apple watch situation” when the team returned from its road trip. On the

same day the two met‐September 15, 2017‐the Commissioner wrote directly to all M L B general

managers and managers (including Luhnow and Hinch) emphasizing the prohibition against using

electronic devices to steal and transmit signs. At their meeting, Hinch told Luhnow that one of the

Astros coaches had worn an Apple Watch during games before realizing the device had become

an issue in the Red Sox investigation. Hinch assured Luhnow that the Astros were not using any

technology in the dugout besides what M L B had approved. Furthermore, Hinch mentioned

nothing about electronic sign-stealing at the meeting. Importantly, Hinch later told the

Commissioner that he failed to disclose to Luhnow that the Astros were using electronic equipment

to steal, decode, and transmit signs during games.

27. Throughout 2018 and 2019, Luhnow repeatedly instructed Astros personnel to

comply with M L B rules governing electronic sign-stealing (even though, as with many teams, the

primary responsibility for imparting M L B rules fell to Assistant General Manager Brandon

Taubman). Luhnow’s repeated and consistent compliance efforts included the following:

o In March 2018, Luhnow arranged for Hinch and other members of the Astros’ coaching
staff to attend a spring training meeting with Joe Torre, MLB’s chief baseball officer,
and Peter Woodfork, MLB’s senior vice president of baseball operations. During this

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meeting, the M L B officials discussed rules pertaining to the use of electronics in the
dugout.

Also in March 2018, Torre sent Luhnow, Taubman, and Astros President Reid Ryan a
memorandum on the rules prohibiting the use of electronic equipment in the dugout,
which was later forwarded to relevant Astros staff members.

In April 2018, Luhnow called video room personnel to inquire about a potential
violation of the electronic equipment rules after he saw an Astros hitting coach using
the bullpen phone. Luhnow took no further action after receiving a satisfactory
explanation that the use of the dugout phone in this instance did not violate any rules.

In June 2018, Luhnow forwarded Torre’s warning about improper use of the dugout
phone‐along with Torre’s March 2018 memo on the electronic equipment rules‐to
Hinch, Koch-Weser, and Taubman. As a result, the Astros staff was informed to
discontinue use of the dugout phone for any reason other than replay.

In October 2018, Luhnow wrote to M L B executives, copying Hinch and Taubman: “I

have reviewed the memo sent by Joe Torre this morning and will assure you that the
Astros will not improperly use any electronic or video equipment for the purposes of
gaining an advantage that is against the rules of MLB. We believe in a level and fair
playing field and I will do everything I can to achieve that outcome.” Later that day,
Luhnow emailed the MLB’s memorandum on postseason sign-stealing to Koch-Weser
and a member of the Astros’ coaching staff and instructed them to ensure that the Astros
would comply with M L B rules.

In September 2019, Luhnow emailed M L B ’ s memorandum on postseason sign-stealing

and electronic equipment regulations to Taubman and Koch-Weser. He wrote: “This
goes without saying, but we absolutely will not do anything this post season that even
remotely could be considered aswrongdoing.”

In fact, these actions by Luhnow are similar to the compliance measures that led

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responsible for the sign-stealing scheme. In the Astros case, by contrast, Luhnow was disciplined

while Koch-Weser received no punishment and remained employed by the team.

29. It is no surprise that Astros players and replay room staff members engaged in

prohibited sign-stealing without Luhnow’s knowledge and despite Luhnow’s repeated efforts at

compliance with M L B rules. A typical M L B team’s operations department employs

approximately 200 individuals. The Astros’ operations department employed approximately 150

people. As General Manager, Luhnow had direct and supervisorial responsibility for a wide range

of activities and functions, including overseeing international operations; scouting players;

developing prospects; conducting trades; hiring and firing managers, coaches, and staff;

negotiating contracts; handling media relations; and approving the budget. As The Athletic

recently put it, “a baseball team is a vast apparatus with too many tentacles for one executive to

monitor.” Similarly, a recent survey of M L B general managers included a consensus that

electronic sign-stealing could occur on their team without their knowledge or awareness. In

punishing Luhnow, the Commissioner’s stated premise that a general manager should be “aware

of the activities of his staff and players” ignores these realities. This is particularly the case when,

as here, the coaching staff, video room staff, and players concealed their sign-stealing conduct

from Luhnow and other senior Astros executives, including Crane, Ryan, Special Assistant to the

General Manager Enos Cabell, Special Assistant to the General Manager Craig Biggio, and

Assistant General Manager Mike Elias. The Commissioner himself even acknowledged that

everyone involved with the Astros’ sign-stealing scandal operated within a “cone of silence in the

dugout and the clubhouse.”

30. The Commissioner had no basis to punish Luhnow for the Astros’ sign-stealing

activities while letting the players and video room staff responsible for the schemes off the hook.

l3
 E. The Astros breach Luhnow’s contract by terminating him based on the
Commissioner’s flawed investigation and findings.

31. On January 13, 2020‐the same day the Commissioner released his report

suspending Luhnow‐Crane and the Astros terminated Luhnow, purportedly for cause. However,

termination “for Cause” under Luhnow’s contract with the Astros could only result from the

following: “1) any material violation of Club policies; 2) any act of dishonesty toward the Club

or fraud; 3) any criminal act involving moral turpitude; or 4) any material failure or refusal by

Employee to follow the material, lawful instructions of the Club relating to his duties.” None of

these acts or violations occurred.

32. The Astros based their “for Cause” determination entirely on the Commissioner’s

flawed report that had been negotiated with Crane: “Pursuant to Commissioner Manfred’ s letters

to you dated January 2, 2020 and January 13, 2020, it has been determined that your actions were

in violation of the [Major League Rules], the [contract between Luhnow and the Astros], the Astros’

Company policies, and our material and lawful instructions relating to your duties as President of

Baseball Operations and General Manager.” But the Commissioner never considered whether any

basis for termination in Luhnow’ s contract was satisfied, and the Astros never conducted their own

investigation.

33. In fact, the Astros breached their contract with Luhnow in terminating him “for

Cause” by failing to satisfy any of the bases for termination in his contract. Luhnow received no

instructions (much less a material instruction) from Crane or others at the club regarding sign‑

stealing that he could have possibly violated. Luhnow could not have acted dishonestly toward

the team because he had no knowledge of the sign-stealing scandal. And, to the extent the Astros

have a policy to follow M L B rules, Luhnow took more than sufficient steps to ensure that the

Astros organization was aware of M L B rules. Luhnow reasonably expected that Astros employees

14
would comply with M L B rules. Instead, they violated M L B rules and intentionally kept Luhnow

in the dark. The Astros’ termination of Luhnow is an attempt‐like the Commissioner before

them‐to make Luhnow the scapegoat for the organization while the players and video room staff

who devised and executed the schemes went unpunished. Even more egregiously, most of the

culprits in the sign-stealing scheme remained employed by the club. The Astros concocted

grounds to fire Luhnow “for Cause” in order to save more than $22 million in guaranteed salary.

Luhnow more than upheld the terms and conditions of his contract by making the Astros a

perennial contender. He is entitled to the remaining compensation under his contract.

34. Luhnow’s contract with the Astros requires that “any dispute between [Luhnow]

and Club in regard to the formation, application or interpretation of ’ the contract be resolved by

“arbitration by the Commissioner or the Commissioner’s designee.” This is a narrow arbitration

clause that does not cover the subject matter of this suit. Moreover, even if the arbitration clause

were to apply, it is not enforceable in this case due to impossibility of performance. The Astros’

sole basis for firing Luhnow was the Commissioner’s report‐the result of collaborations between

the Commissioner and Crane. Since submitting his report, the Commissioner has vehemently

disparaged Luhnow and sought to justify to the public the deal he made with Crane. Under these

circumstances, an arbitration before the Commissioner or his carefully selected designee would be

a complete sham, with the Commissioner essentially grading his own paper and effectively rubber‑

stamping his own flawed “investigation.” Such bias, hardwired into the proceeding, would deprive

Luhnow of the due process that is fundamental to the performance of any arbitration agreement.

For these reasons, the arbitration agreement cannot be enforced and the case is properly before this

Court. Alternatively, the Court should appoint a neutral arbitrator to resolve this dispute.

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 Claim for Relief

Count 1 ‐ Breach of Contract

35. Luhnow restates and realleges all of the foregoing paragraphs.

36. On May 24, 2018, Luhnow and the Houston Astros executed a valid and

enforceable written contract. The contract provided that Luhnow would serve as the Astros’

President of Baseball Operations and General Manager and that the Astros would pay Luhnow

more than $31 million in guaranteed compensation, in addition to performance bonuses, a profits

interest in Houston Baseball Partners L L C (scheduled to vest between 2021 and 2025), and other

benefits.

37. Luhnow was fully and satisfactorily performing his duties as President of Baseball

Operations and General Manager when the Astros purported to terminate him “for Cause” on

January 13, 2020. The Astros had no basis to terminate Luhnow for cause because none of the

reasons to terminate Luhnow for cause under the contract had occurred. Thus, the Astros breached

their contract with Luhnow.

38. The Astros’ breach deprived Luhnow of more than $22 million in guaranteed

compensation still owed under the contract, his profit interest in Houston Baseball Partners LLC,

and other benefits.

Attorney’s Fees

39. Luhnow is entitled to recover reasonable and necessary attorney’ s fees under Texas

Civil Practice & Remedies Code section 38.001 because this suit involves awritten contract

Jury Demand

40. Luhnow demands ajury trial and tenders the appropriate fee with this petition.

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 Conditions Precedent

41. A l l conditions precedent to Luhnow’ s claim for relief have been performed or have

occurred.

Request for Disclosure

42. Under Texas Rule of Civil Procedure 194, Luhnow requests that the Houston Astros

disclose, within 50 days of the service of this request, the information or materials described in

Rule 194.2.

Prayer

43. For these reasons, Luhnow respectfully requests that the Houston Astros be cited

to appear and answer, and that the Court enter a judgment in his favor and against the Houston

Astros for actual damages to be proved at trial, prejudgment and post-judgment interest, court costs,

November 9, 2020 Respectfully submitted,

._ A_;Jf-e““"‘“‘"“
fl i m ‑

flee? weew
John Potter Karl S. Stern
(pro hace vice forthcoming) Texas Bar No. 19175665
johnpotter@quinnemanuel.com karlstem@quinnemanuel.com
Christine Chen Christopher Porter
(pro hace vice forthcoming) Texas Bar No. 24070437
christinechen@quinnemanuel.com chrisporter@quinnemanuel.com
QUINN EMANUEL URQUHART & Carl Hennies
SULLIVAN, L L P Texas Bar No. 24104029
50 California Street, 22nd Floor carlhennies@quinnemanuel.com
San Francisco, California 94111 QUINN EMANUEL URQUHART &
Telephone (415) 875-6600 SULLIVAN, L L P
Facsimile (415) 875 6700 711Louisiana Street, Suite 500
Houston, Texas 77002
Telephone (713) 221-7000
Facsimile (713) 221-7100