@Tigger

Quote:

I'd argue that I havent said that in past as I did above.

Are you saying someone else posted with your account?

All I'm saying is that when I and other suggested that Eyetech could possibly come into the picture and cause problems because no one got their permision this could cause problems.

And it turns out that it is nearly word for word what you yourself were claiming in more than one post. But when "Hyperion" believers brought it up we were ignorant of case law and didn't have enough "contracts" on our bookshelves.

Just found it interesting you, on MULTIPLE, occasions brought up the exact same IDEA, but didn't think yourself a moron.

But as you say, you now, argue that you said that in past as you did above so hopefully you've changed your password at this point and contacted the site admins to clear this up and see who hacked your account.

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@COBRA

Quote:

COBRA wrote: @Tigger Quote: You are looking at a post from when we believed that Itec had bought the 2001 contract and comparing it to when we heard they didnt which changes things quite a bit. The 2003 contract was the same back then, so only your interpretation of it seems to have changed

I really dont know what you mean by that, the 2003 contract is a pretty simple contract, Itec gives 25K, Hyperion gives the OS, what do you think I said earlier that I'm not saying right here now?

Quote:

Again, that is IF the 2003 contract can be treated as a standalone "sale" agreement rather than the execution of the "buy in" clause. And that's a very big IF, which the judge will have to decide on.

Actually the judge may have to decide it because Hyperion has questioned it, but nothing in the 2003 contract says that Itec has to be the successor for the contract for the 2003 contract to be carried out has been a theme of my discussion on this topic for a very long time. And again, I wish one of you buy-in guys would explain to me and Bernie how transfer of all interest and title to AI is a buy-in, because that wouldnt be first interpretation or even my second.

Quote:

By the way maybe if you could clarify your theory in a bit more detail that might lead to more interesting discussions, for example IF what Itec claims is true, that the 2003 contract is just a sale agreement, and IF that is valid and has been executed, what happens then to the 2001 contract?

Its a contract that allows them to buy the OS from Hyperion. The 2001 agreement would have the same rights it would have after Amiga bought the OS back. Most contracts you would have several clauses explaining what happens after a buyout, but this poorly written one doesnt have those, and thats part of the reason we are in such a mess.

Quote:

Does that remain with Amino or get terminated? What rights would remain with what companies at that point?

Since its a very poor contract, thats an interesting question, but basically the contract would have the same rights that it would have had after AI bought it back. Itec makes a very good point (that we've talked about for a long time), they never owned the trademarks, it would be impossible for them to replace AI in the 2001 contract since they dont own the trademarks, etc.
-Tig

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@Tigger

Quote:

Tigger wrote: @AmigaPhil Quote: AmigaPhil wrote: (Note that the agreement start by naming the parties involved. And IIRC, it reads "Amiga Inc. and Hyperion VOF and Eyetech Ltd."; not "Amiga Inc. and AmigaOne Partners".) Actually thats not what it says, and thats the crux of the AND test. It reads: Amiga Inc AND Hyperion VOF Eyetech Ltd NOTE, One AND, and thus two party contract.

Ok, that's a point. I agree that wording is important in a contract, and I understand that you see it (or want to see it) as a two party contract.

So basically, where I see the 2001 agreement as a contract between A+B+C, you see it as A+(B+C). We have in common that it's not A+D (where D is B+C aka "AmigaOne Partners").
Note that in your scheme - A+(B+C), a two party contract involving three companies - I put a "+" between B and C because I believe a "AND" is implied in-between; otherwise there would have been two contracts (one with A+B and one with A+C), OR a single contract with A+D.

Reading the discussion on this topic, it seems we are playing with the interpretation we give to the word "party" and extrapolate on the liabilities of the companies involved.
Let's have a look at the bottom of the agreement then.

There are THREE signatures, not just two where Ben Hermans OR Alan Redhouse signed for Hyperion VOF AND Eyetech Group Ltd.
Furthermore, before the signatures, you can read:
"IN WITNESS WHEREOF, the parties, by their authorized representatives, have executed this Agreement."
For me, that makes it clear that is a 3 parties contract.

Even if we accept, for the purpose, to see the agreement as a "two party contract involving three companies", I strongly believe that the court will examine the liability of each company - tied by the signature of their representatives - the same way as if it was a "three party contract".

But let stop trying to define what is a party in a contract for a moment. What is important is to understand the responsibilities of each company involved in regard to each others.

I wrote:
Quote:

In short: Eyetech had to produce hardware able to host Amiga OS4, and Hyperion has to develop OS4 so that it runs on AmigaOne. None of them has to endorse the responsibility of the failure of the other one to fulfill his part of the contract. Hyperion is not at fault because Eyetech has dropped the production of AOne. (Otherwise AInc. would have sued Hyperion for that too. (And maybe Hyperion would have sued Eyetech ?)) My take is that the "AmigaOne Partners" is just a name to identify third parties which are granted an agreement with Amiga Inc. to take part in the building of an Amiga system (called AmigaOne).

I'd like to add that even if "AmigaOne Partners" regroup the rights and responsibilities both Hyperion and Eyetech have in common toward AInc., AmigaOne Partners is not a legal entity that can be sued and fully assumed solely by either Hyperion or Eyetech.

@AmigaHeretic

Quote:

AmigaHeretic wrote: @Tigger Quote: I'd argue that I havent said that in past as I did above. Are you saying someone else posted with your account? All I'm saying is that when I and other suggested that Eyetech could possibly come into the picture and cause problems because no one got their permision this could cause problems.

I'm not saying someone else posted with my account. I said then as I am saying now, that Eyetech can't cause problems (for Itec) over the 2003 contract. I said then and I agree now that Eyetech (if they actually show up) could cause problems for Hyperion in court, but as I said repeatedly (and you were one of those arguing with me about it) for Eyetech to be a problem they have to show up in court and they arent going to do that, I in fact pointed out that if they showed up its much more likely they would be there to help AI not Hyperion. We then went off on a whole long tangent about why I thought that, now you are acting like we never talked about it.
-Tig

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We played the first thing that came to our heads, it just happened to be the best song in the world.

@Tigger

Quote:

I really dont know what you mean by that, the 2003 contract is a pretty simple contract, Itec gives 25K, Hyperion gives the OS, what do you think I said earlier that I'm not saying right here now?

Previously (before the Itec case in NY began) you were telling a different story, as someone here pointed out. Not that it matters...

Quote:

Actually the judge may have to decide it because Hyperion has questioned it

Not only because Hyperion questions it,but because AI(D) also presented that 2003 contract as the execution of the buyin clause.

Quote:

but nothing in the 2003 contract says that Itec has to be the successor for the contract for the 2003 contract

Neither is there anything in there that says Itec does not have to be the successor. It simply says "in accordance with the 2001 contract". Whether that implies that this means the 2003 contract is the execution of the buy-in clause of the 2001 contract or a simple stand-alone "sale agreement", or in what other way the 2001 contract relates to the 2003 contract, is up to the judge to decide, not you.

Quote:

And again, I wish one of you buy-in guys would explain to me and Bernie how transfer of all interest and title to AI is a buy-in, because that wouldnt be first interpretation or even my second.

Sorry, but since the judge himself called it a buy-in I really don't care what is your first interpretation, or the second, until the judge changes his mind, as far as the case is concerned, it is a buy-in.

Quote:

Its a contract that allows them to buy the OS from Hyperion. The 2001 agreement would have the same rights it would have after Amiga bought the OS back. Most contracts you would have several clauses explaining what happens after a buyout, but this poorly written one doesnt have those, and thats part of the reason we are in such a mess.

But we're not talking about what happens after Amiga buys the OS back. We're talking about the case IF the 2003 agreement is a standalone sale agreement with Itec, and IF that is legal and all, what happens to the 2001 contract after that? Itec claim they're not a successor so the 2001 contract either stays with Amino (Amiga Washington) at that point, or it has become terminated? What is your theory on this?

Last edited by COBRA on 18-Nov-2007 at 09:30 PM.
Last edited by COBRA on 18-Nov-2007 at 09:28 PM.

@COBRA

Quote:

But we're not talking about what happens after Amiga buys the OS back. We're talking about the case IF the 2003 agreement is a standalone sale agreement with Itec, and IF that is legal and all, what happens to the 2001 contract after that? Itec claim they're not a successor so the 2001 contract either stays with Amino (Amiga Washington) at that point, or it has become terminated? What is your theory on this?.

If this is a stand a lone agreement then the buyout clause also has never been exercised.And the stand alone agreement was not fully completed (Short of $250.00 at least).

_________________
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@fairlanefastback

Quote:

So this has been his full time job for 6 years, OS4 only?

I strongly doubt that, considering that the grand total revenue from OS4 over the last 6 years pretty closely matches what I have been paying in rent during that same time --- and I am sure that Hans-Joerg not only pays rent, but also eats.

Quote:

re you backing up that assertion from Tigger?

I thought it was pretty clear that I contradicted your assertion of "no money", nothing else. If you say "The Friedens get no money for their OS4 work", and Hans-Joerg says "I [b]am[/] getting paid", then I know who I believe has more accurate information.

@Tigger

Quote:

I said then as I am saying now, that Eyetech can't cause problems (for Itec)

No that's not what you said then. Let me quote you more time...

"No actually on April 23, 2003, AI(W) sold the rights to the classic OS to Itec. " Then in the same paragraph you say...."So the only one we dont know about is Eyetech, so unless Eyetech comes forward and shows good reason that they did not want the transfer to Itec, and oppose it, this should be a non-issue."

So as long as that good ol' "3rd" party stays away should be a non-issue. Huh???

Oh, So I guess Eyetech COULD cause problems for Itec. But you just said that they couldn't, but you said they could, but you said you said they couldn't.... oh I'm getting dizzy again!!!

Quote:

I in fact pointed out that if they showed up its much more likely they would be there to help AI not Hyperion

No that's not what you said either. Let quote one more time...

"we dont know that Eyetech approved it (but we dont know that they didnt) and if thats an issue, its an issue for both Hyperion and AI"

It's an issue for BOTH Hyperion and AI?? But you claimed just now you said it would help AI? Oh I suppose by "it's an issue for them both" you mean it's an issue of "HELP" for both AI and Hyperion?? But how can offer a claim of help for Hyperion? You hate Hyperion? Oh my stomach.... Dizzy, so so dizzy...


Please spin away....

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@COBRA

Quote:

COBRA wrote: @Tigger Quote: I really dont know what you mean by that, the 2003 contract is a pretty simple contract, Itec gives 25K, Hyperion gives the OS, what do you think I said earlier that I'm not saying right here now? Previously (before the Itec case in NY began) you were telling a different story, as someone here pointed out. Not that it matters...

No, its not a different story Cobra. All I said there was that Eyetech could cause trouble for both Amino (AI(W)) and Hyperion at that time because it was believed at that time that Itec had bought the 2001 contract, since they didnt, Amino is off the hook in the issue, the only company that could potentially be in trouble with respect to the 2003 contract is Hyperion.

Quote:

Not only because Hyperion questions it,but because AI(D) also presented that 2003 contract as the execution of the buyin clause.

Yeah but AI(D) didnt even exist when it was executed.

Quote:

but nothing in the 2003 contract says that Itec has to be the successor for the contract for the 2003 contract

Quote:

Neither is there anything in there that says Itec does not have to be the successor.

Now you are playing strawman on us. Hyperion says they arent the successor, Itec says we never said we were, we signed a contract give us the OS. Since the contract doesnt say "because Itec is the successor we are doing this" and noone who is not party of the 2003 contract is complaining, Hyperion is going to have to pony up the OS.


Quote:

It simply says "in accordance with the 2001 contract".

Actually it doesnt say that, it says Hyperion will deliver the code in accordance with the 2001 contract. Thats alot different then what you seem to be implying.

Quote:

Sorry, but since the judge himself called it a buy-in I really don't care what is your first interpretation, or the second, until the judge changes his mind, as far as the case is concerned, it is a buy-in.

No, Hyperions lawyer called it a buyin, when the judge was responding to the comment, he called it by the same name. The contract clearly says Hyperion will not own any of the code or executables when the clause is implemented, so buyin wouldnt be a correct definition of what is happening.

Quote:

Itec claim they're not a successor so the 2001 contract either stays with Amino (Amiga Washington) at that point, or it has become terminated? What is your theory on this?

As I said the same as if AI had bought it. The contract is still in force but the buyback has been carried out. As I said the contract is poor because it never cover what Hyperion is supposed to do once AI has bought back the OS.
-Tig

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@Tigger

Quote:

Tigger wrote: @Dandy Quote: Dandy wrote: Yes - O.K. - but why payed ITEC to Hyperion at all, if they (ITEC) took the OS4-ownership from AInc (W/AMINO) as compensation for the debts AInc (W/AMINO) had with them (ITEC)? Because AI only owns the OS 4 if they pay 25K,

Tig, you're confusing me.
Which AI are you talking about - AI(W/AMINO) or AI(D/KMOS)?

Quote:

Tigger wrote: ... So they pay 25K and now own the OS, they took the ability to buy the OS from Hyperion from AI(Amino), not the actual OS, because the OS hadnt been bought by AI.

Its getting even worse - do I have to read it this way:

"So they (AI (D/KMOS)) pay 25K and now own the OS, they (AI (D/KMOS)) took the ability to buy the OS from Hyperion from AI(Amino), not the actual OS, because the OS hadnt been bought by AI (AI (D/KMOS))."?

What now - did they buy the OS or did they not?

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Dandy
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@umisef

Quote:

umisef wrote: @whose ... as Google will show you.

Certainly, as Google and people from Melbourne equally are intimate connoisseurs of German jurisdiction.


Quote:

umisef wrote: ... each member of the multiplicity of persons is individually liable/responsible for the liabilities/responsibilities of the whole. ... A contract between parties however regulates the rights and responsibilities between the contract parties. So in this case, Amiga was given certain rights which "The AmigaOne Partners" were jointly liable to perform according to.

Yeah - O.K. - then Eyetech can deliver OS4 or pay the money back - I agree entirely to this logic...

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Dandy
__________________________________________
If someone enjoys marching to military music, then I already despise him.
He got his brain accidently - the bone marrow in his back would have been sufficient for him!
(Albert Einstein)

@Tigger

Quote:

Tigger wrote: @AmigaHeretic ... Hyperion can't sue on the behalf of Eyetech, which is basically what they are trying to do with there 2003 violates the 2001 contract issue, especially given that we have no idea if Eyetech objects or not.

They can't sue on behalf of Eyetech, but they can sign contracts on behalf of Eyetech?

How weird is that now?

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Dandy
__________________________________________
If someone enjoys marching to military music, then I already despise him.
He got his brain accidently - the bone marrow in his back would have been sufficient for him!
(Albert Einstein)

@Tigger

Quote:

Tigger wrote: @COBRA ... Amiga bought the OS back. ...

Maybe this is because of the language barrier - but I would assume, that if someone buys something back, he must have owned it at some point in time before that.

So now I'm wondering when did AmigaInc own OS4 before the "buy-back"?

Quote:

Tigger wrote: ... but basically the contract would have the same rights that it would have had after AI bought it back. ...

Didn't you say just a few posts earlier that the contract wasn't sold?

_________________
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Dandy
__________________________________________
If someone enjoys marching to military music, then I already despise him.
He got his brain accidently - the bone marrow in his back would have been sufficient for him!
(Albert Einstein)

@Dandy

Quote:

Dandy wrote: @umisef Certainly, as Google and people from Melbourne equally are intimate connoisseurs of German jurisdiction.

oh dear, you should really rephrase that as "Certainly, as Google and people from Germany equally are intimate connoisseurs of German jurisdiction." if you are talking to umisef.

_________________

@Tigger

Quote:

No, its not a different story Cobra

I'm sorry, but several people here, including me, seem to remember you didn't have any trouble believing that there was a transfer of the contract from AI(W) to Itec and then from Itec to AI(D). We had countless arguments where you were saying that the AI(W) to Itec transfer of the contract did take place because Itec were first secured creditor. That was quite different from what you're claiming now, that the 2001 contract didn't get transferred to Itec at all. It doesn't really matter, there's nothing wrong with you changing your mind about things over time, but I don't like it when you try and distort the facts and sweep things under the carpet.

Quote:

Hyperion says they arent the successor, Itec says we never said we were, we signed a contract give us the OS.

OTOH AI(D)'s story is that the contract did get transferred to Itec and then from Itec to KMOS, otherwise they couldn't even have the contract, and definitely could not have sued Hyperion under the contract. Those guys will have a lot of explaining to do...

Quote:

Actually it doesnt say that, it says Hyperion will deliver the code in accordance with the 2001 contract. Thats alot different then what you seem to be implying.

And if you read the 2001 contract, you know that the only way to get the code from Hyperion is for one particular party to pay $25k which executes a particular clause of the contract. The 2001 contract does not say that selling to OS to any other company would be allowed. Thus for the 2003 contract to be valid, Itec must be a successor, that's the only way they can buy the OS from $25k. If Itec signed the 2003 contract which refers to the 2001 contract, that means they must have HAD the 2003 contract and read it, and understood it, and its terms, especially the part about the buyin (or buyback, if you prefer that word )

Quote:

No, Hyperions lawyer called it a buyin, when the judge was responding to the comment, he called it by the same name.

AI's lawyer called it a buyback, Hyperion's lawyer called it a buyin. The judge called it a buyin simply because he understood that it is a buyin, I know it hurts your theories but I'm sorry, the judge's word is not questionable.

Quote:

As I said the same as if AI had bought it. The contract is still in force but the buyback has been carried out.

OK, so, according to your theory, Itec actually executed the buyin (or buyback) of the 2001 contract, without being party to the 2001 contract?

Also, what does it mean exactly, that after this the contract is still in force? That the contract still resides with AI(W) (e.g. Amino)?

@COBRA

Hyperion signing the 2003 contract is being presented
by Amiga(D) as Hyperion's written consent for assignment to ITEC.

ITEC is now saying no such thing.
Hyperion claims that there was no written consent from AMiga(W) and Eyetech.
With ITEC's spin then there was no written consent from anyone.

Penti's companies are killing each other with crossfire

Last edited by Spectre660 on 19-Nov-2007 at 10:47 AM.

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@all

Anyone have the direct link handy to the Itec doc signed by both Pentti and Lu Pat NG?

#6

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@Dandy

Quote:

They can't sue on behalf of Eyetech, but they can sign contracts on behalf of Eyetech?

Think about it as some kind of marrige (with no extra contract), you can't sue on the behalf of your wife (unless she is to ill to speak for herself), but if you take an extra mortage on your house, she will just as liable for it as yourself.

Back to the drama at hand:

Hyperion may not have had the right to sign on the behalf of Eyetech, but if they did they are both liable for fullfilling the contract AND any damages Eyetech might claim from it .....

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@umisef

Quote:

I strongly doubt that, considering that the grand total revenue from OS4 over the last 6 years pretty closely matches what I have been paying in rent during that same time

Sounds like you pay very little rent I would think. :) BTW how do you have access to Hyperion's books (or the info in them) to know what their actual revenue numbers have been over the last 6 years?

Quote:

Hans-Joerg says "I [b]am[/] getting paid",

If he has said that I see no reason to dispute it. But that dosen't mean he has had this as a full-time job, to only code OS4 for the last 6 years, which was the assertion made that I was responding to. I don't see how that would be at all likely.

Last edited by fairlanefastback on 19-Nov-2007 at 03:28 PM.

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@fairlanefastback

The "grand total revenue from OS4" is quite easy to guess, just multiply the number of A1s sold (1000) by Hyperion's share in the sale (50-100$), and you get an idea. O.k., that didn't includes taxes and costs, but one can quite easily say that it is a 5digit number.

Bout Bernie's rent, it's 6 years or roughly 10000 per year, which should rent you quite a few m^2 in most places.

Bout Hans-Joerg's quote:

He just said he is getting paid, not how much, actually not even wether these payments are in anyway related to OS4 or Hyperion.

Sometimes there is more info in whats not being said than in whats being said

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