The Shadowrun Situation

Gelare · Post by **Gelare** » Fri Jul 09, 2010 5:43 am

Crissa wrote:It's an option in a mortgage, whereby there's a written response: They take the home. Or a car loan. Etc.
...
You could say 'there's always the option of murder'. But that's not a legal nor ethical option. So don't act like it's a real option.

-Crissa

It's also an option in a contract, whereby there's an implicit response: get sued for breach of contract. So what? You're making no sense. Breach of contract is totally an option. Happens all the time.

EDIT: There's nothing special about the civil system, and breach of contract isn't criminal; heck, it doesn't even have punitive damages. It's just a cost, like any other. Certainly an option a rational person or company would consider.

kzt · Post by **kzt** » Fri Jul 09, 2010 6:13 am

The downside is that you get sued. But it's always an option. And I've seen it done.

I once worked for a company where only an idiot would extend credit terms to us, but people did (even when I suggested that this wasn't the best idea). They only paid people who wouldn't deliver critical components without cash up front. I have no idea how many creditors they had at the Chapter 7 proceeding, as I'd bailed long before that.

Crissa · Post by **Crissa** » Fri Jul 09, 2010 9:07 am

Breaching contract can have more consequences than being sued. And yes , it can be illegal. Whether anything is done about it is subject to its value to current government officials.

-Crissa

TheFlatline · Post by **TheFlatline** » Sat Jul 10, 2010 5:40 am

Gelare wrote:EDIT: There's nothing special about the civil system, and breach of contract isn't criminal; heck, it doesn't even have punitive damages. It's just a cost, like any other. Certainly an option a rational person or company would consider.

Until you establish a demonstrable pattern of signing contracts and then breaking them.

Then it becomes fraud.

knasser · Post by **knasser** » Sat Jul 10, 2010 7:46 am

I've often received the impression online, and I know from cases with friends in the USA, that bringing legal action against someone is an expensive process. If so, then there's a strong disincentive for people to try to sue for amounts in the low thousands or less if it's going to cost you as much or more in lawyers. Even if you claim legal fees off your opponent (can you do that in the USA?), your discouraged from trying because of the risk versus the reward (e.g. do you risk a thousand dollars to get back $700).

In any case, I think it's in poor taste for CGL to even raise the issue that they can do what they like and people will have to sue them to stop them. That shouldn't even be on the minds of any ethical business.

Stahlseele · Post by **Stahlseele** » Sat Jul 10, 2010 1:35 pm

Isn't that basically admitting to fraud?
"We know it's wrong, but we will continue to do it untill someone sues us AND a judge tells us to stop"

Username17 · Post by **Username17** » Sat Jul 10, 2010 3:10 pm

Stahlseele wrote:Isn't that basically admitting to fraud?
"We know it's wrong, but we will continue to do it untill someone sues us AND a judge tells us to stop"

I'm not a lawyer. But basically... seemingly yes.

They came out and said that they signed contracts which they have no real intention of honoring their side of, even while benefiting from the other side that the other people made in good faith.

-Username17

BeeRockxs · Post by **BeeRockxs** » Sat Jul 10, 2010 4:15 pm

FrankTrollman wrote: They came out and said that they signed contracts which they have no real intention of honoring their side of, even while benefiting from the other side that the other people made in good faith.

-Username17

Where did they say that?

knasser · Post by **knasser** » Sat Jul 10, 2010 5:55 pm

BeeRockxs wrote:
FrankTrollman wrote: They came out and said that they signed contracts which they have no real intention of honoring their side of, even while benefiting from the other side that the other people made in good faith.

-Username17
Where did they say that?

I don't know that they said that. They said that they'd found out that an unpaid work-for-hire author can't withdraw copyright, they can only sue for breach of contract. That's a pretty bad thing to say because to even raise the issue says: "we can not pay people and get away with it" (see earlier comment about the difficulties in actually suing for breach of contract). In fact, raising the issue doesn't actually say anything other than that.

But unless they said this previously and in such a way that suggested they were going to use this approach - i.e. they were signing contracts with the knowledge that they were or were likely to break them - then I don't see how this is admitting fraud.

Now it's the sort of thing that makes it look like they're committing fraud, I'll give people that. I mean if you're planning to honour your contracts, why are you even touting your ability to break them and get away with it?

The recording is 120 minutes long. Does anyone have positions for some of the more interesting parts?

K.

knasser · Post by **knasser** » Sat Jul 10, 2010 6:40 pm

For anyone that wants to listen to the relevant parts, the interview with Randall Bills begins at 30 minutes in. The part where he talks about copyright holding, is at 41 minutes. I'd suggest everyone should listen to that part themselves so that they can judge the context and decide how significant his mentioning this is. It's part of a longish bit about the payment-copyright situation. There's no special emphasis placed on the information about inability to withdraw copyright. It is related merely as a curiosity that Randall has discovered something that surprised him.

The general gist of Randall's statements is that CGL grew rapidly beyond their ability to manage it.

K.

Taharqa · Post by **Taharqa** » Sat Jul 10, 2010 10:53 pm

knasser wrote: I mean if you're planning to honour your contracts, why are you even touting your ability to break them and get away with it?
K.

Can you show me where RNB touted his ability to break contracts and get away with it? He said that authors did not have the right to pull copyright under certain conditions. That point is orthogonal to the issue of contract breakage.

Crissa · Post by **Crissa** » Sun Jul 11, 2010 12:51 am

I'm not sure how it's orthogonal, seeing as which authors only pulled copyright when the contracts were not paid for.

Anyhow, even if he planned no such connection, he still said something which makes him look bad.

-Crissa

knasser · Post by **knasser** » Sun Jul 11, 2010 6:17 am

Taharqa wrote:
knasser wrote: I mean if you're planning to honour your contracts, why are you even touting your ability to break them and get away with it?
K.
Can you show me where RNB touted his ability to break contracts and get away with it? He said that authors did not have the right to pull copyright under certain conditions.

Yeah, what Crissa said. CGL was using people's work without paying them for it and only stopped because they were forced to by withdrawing of copyright. RB then says in an interview: "turns out they can't stop us". It doesn't sound good however you say it.

Taharqa wrote: That point is orthogonal to the issue of contract breakage.

That's what RB is saying: that you can't use witholding of copyright to counter a break of contract. An ethical company shouldn't even go there.

Gelare · Post by **Gelare** » Sun Jul 11, 2010 6:45 pm

FrankTrollman wrote:
Stahlseele wrote:Isn't that basically admitting to fraud?
"We know it's wrong, but we will continue to do it untill someone sues us AND a judge tells us to stop"
I'm not a lawyer. But basically... seemingly yes.

They came out and said that they signed contracts which they have no real intention of honoring their side of, even while benefiting from the other side that the other people made in good faith.

-Username17

I'm not a lawyer, but basically no. Contracts are promises. Breaking a promise is not fraud, unless the promisor intended to break the promise when the promise was made.

Crissa · Post by **Crissa** » Sun Jul 11, 2010 7:15 pm

And saying that they can print things without fulfilling the contract would be considered evidence of fraud. Hence it being a bad thing to say, even if it was legally true, and they didn't intend to break contracts.

-Crissa

knasser · Post by **knasser** » Sun Jul 11, 2010 8:28 pm

Gelare wrote:
FrankTrollman wrote:
Stahlseele wrote:Isn't that basically admitting to fraud?
"We know it's wrong, but we will continue to do it untill someone sues us AND a judge tells us to stop"
I'm not a lawyer. But basically... seemingly yes.

They came out and said that they signed contracts which they have no real intention of honoring their side of, even while benefiting from the other side that the other people made in good faith.

-Username17
I'm not a lawyer, but basically no. Contracts are promises. Breaking a promise is not fraud, unless the promisor intended to break the promise when the promise was made.

Yes, that's what Frank is saying. He's wrong in this instance (unless he has a counter-point) because this statement was made after their behaviour and there's no indication that it influenced their behaviour at the time. Now if CGL do such a thing again in the future, then although this isn't hard evidence, it's the sort of thing you could raise in court in support of that, I would guess. Public statements about how your employees can't do anything when you rip them off... They imply that you were thinking of ripping them off in advance.

Centurion13 · Post by **Centurion13** » Mon Jul 12, 2010 4:58 am

Seems to me they are doing much the same thing their predecessors did. Plenty of examples to work with, it would seem. Perhaps they did intend to follow the example of the previous owners. Why not?

We'll never hear it from their lips, unless they let something slip. Perhaps Bills did?

Cent13

Asbestos Underwear · Post by **Asbestos Underwear** » Mon Jul 12, 2010 1:29 pm

The Copyright Office seems to agree with RNB, unless the writers' contracts specifically give them copyright until they're paid:
http://www.copyright.gov/circs/circ09.pdf

In context, his statement was pretty much "In retrospect, we didn't have to pull books from distribution. Wasn't it sweet that we did our best to stop those copies of Midnight from going out, even though we didn't have to? And, since we weren't legally obligated to stop them, it's totally ok that we fucked it up and mailed copies anyway. Please continue buying our product, because we're actually really good people!"

I don't buy into the "we treated our freelancers better than we were required to by law" view of the payment clusterfuck. Nonetheless, it's pretty obvious that he was trying to downplay the seriousness of the fuckup, not lay out some sort of maniacal plan to screw the freelancers in the future.

Crissa · Post by **Crissa** » Mon Jul 12, 2010 6:33 pm

No:

[url=http://www.copyright.gov/circs/circ09.pdf wrote:http://www.copyright.gov/circs/circ09.pdf[/url]] ...if the parties expressly agree in a written instrument signed by them that the work shall be considered a work made for hire.

The default still is not work for hire.

-Crissa

Wesley Street · Post by **Wesley Street** » Mon Jul 12, 2010 9:03 pm

Asbestos Underwear wrote:The Copyright Office seems to agree with RNB, unless the writers' contracts specifically give them copyright until they're paid.

The contracts do not do that. The IMR contracts I've signed specifically state that the work I generate is work made for hire and that title and ownership belong to IMR.

Since the contract specifically states "this is a work made for hire", I can't pull copyright on my work as a tactic to get paid. All I could theoretically do is sue for breach of contract.

Asbestos Underwear · Post by **Asbestos Underwear** » Mon Jul 12, 2010 9:23 pm

Crissa wrote:No:
[url=http://www.copyright.gov/circs/circ09.pdf wrote:http://www.copyright.gov/circs/circ09.pdf[/url]] ...if the parties expressly agree in a written instrument signed by them that the work shall be considered a work made for hire.
The default still is not work for hire.

-Crissa

Did you read the whole thing? "[A] work specially ordered or commissioned for use as a contribution to a collective work" is listed as one being considered a work for hire that vests copyright in the employer or hiring party by default rather than the true author. Sourcebooks seem to involve contracts for a specific wordcount, to be stitched together with others' contributions to create a finished product. That's exactly the same process as a magazine, which is one of the examples in the bulletin.

IANAL, but a plain reading of what the Copyright Office is saying (and it seems fair to assume they're experts) is that RNB's position has merit.

Crissa · Post by **Crissa** » Mon Jul 12, 2010 9:25 pm

The default assumption is that a writer's work is their own. Your recourse may be to sue for breach, but since the default is that you've got copyright, and they broke contract, you're not beholden to the contract for hire, either.

Which is generally why motion pictures et al don't get put to the theaters if there's a labor dispute. If those contracts are broken, then the default assumption is that it isn't work for hire, which would be much worse if there is actual profits at stake rather than potential profits.

-Crissa

Jay Levine · Post by **Jay Levine** » Tue Jul 13, 2010 1:14 am

It's all very arguable, because the contract itself was in question. If the contract had been upheld, then yes, it's entirely correct that it is a work for hire and the author owns no copyright on it. But the work for hire clause is stated in the contract, and if the contract itself is in violation, well then, you have a case.

What CGL's lawyers likely told them is that if they paid the freelancers for books that had not yet been published, then CGL is upholding the contract. The contract states payment within 30 days after publication. And since the contract was upheld, then yes, the work is no longer the writer's property.

Keep in mind that the contracts I signed did allow either party to terminate the contract with 15 days written notice.

Asbestos Underwear · Post by **Asbestos Underwear** » Tue Jul 13, 2010 2:40 am

Jay Levine wrote:It's all very arguable, because the contract itself was in question. If the contract had been upheld, then yes, it's entirely correct that it is a work for hire and the author owns no copyright on it. But the work for hire clause is stated in the contract, and if the contract itself is in violation, well then, you have a case.

What CGL's lawyers likely told them is that if they paid the freelancers for books that had not yet been published, then CGL is upholding the contract. The contract states payment within 30 days after publication. And since the contract was upheld, then yes, the work is no longer the writer's property.

Keep in mind that the contracts I signed did allow either party to terminate the contract with 15 days written notice.

Two things.

First, breach of a contract doesn't usually void its terms. I've dealt with a fair number of contract disputes between contractors and their subs and the court's don't just say "oh, hell, contract's out the window!" The court's job is to enforce the terms the parties agreed to. It'll be enforced unless there's been some kind of fraud or misrepresentation that merits voiding the contract entirely. In a payment dispute, you're usually looking at a judgment in your favor for payment, interest, and damages. The judicial decree lets you attach assets and assures you get paid.

Second, and this is murkier for me as a non-lawyer, the STATUTE says that someone ordering or commissioning contributions to a collaborative work gets the copyright, not someone who pays for them. That looks like a big difference. The statute also says that a specific arrangement is needed to negate that presumptive vesting. If a contract is voided, there's no place for negating language to exist. That doesn't seem like a situation that would be especially helpful to a writer, although I suppose you'd be more likely to get non-cash awards (injunctions!) in this context that in a pure payment dispute. The availability of "better" remedies isn't the same as getting the copyright, though.

Juton · Post by **Juton** » Sat Aug 14, 2010 3:50 am

For the last few years certain parties at CGL have absconded the profits from GenCon. I was wondering if they have turned a corner, and that the company has made actual profits from the sales at GenCon or if CGL is still practicing creative accounting?