@fairlanefastback

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fairlanefastback wrote: @samface Quote: Why would the former Amiga company's debts be included in the sale of the AmigaOS IP? They just sold the IP, not the entire company nor it's book keepings. It's perfectly normal business practice If that were true every company ever in trouble would just open a new company selling its assets to itself and ignoring its debts.

Since companies are considered to be it's own juristic person and responsible for it's actions rather than the people running it, how could any company possibly sell to itself in the eyes of the law? Even if both the seller and the buyer has the same employees, the companies are two different legal entities and therefore, not selling to themselves.

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Thats not normal business practice.

Sure it is. Check out http://www.wisegeek.com/what-is-insolvency.htm for example:

"Selling off assets to other companies is also a common hedge against insolvency."

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And if you do it you have to make sure, damn sure, you sold it from one entity to the other at proper market value, no sweetheart deals. And since Amiga Washington appears to have not paid any open judgements against it, and Bill admits at this point that entity is broke, it seems very likely that it transfered for less than due compensation. This will be hard to get around for them.

Now you finally have a point where I might even be inclined to agree. The assets should be sold for a reasonable market value since the point with selling off assets of an insolvent company would be to pay debts, now wouldn't it? About those remaining debts, however, how do we know that they haven't been paid? And if they really are not paid, why haven't anyone filed for a chapter 11 bankrupcy yet?

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Quote: Yeah, right... You're just waiting to see proof of things that was never questioned before. And that you raise these questions exactly at the same time as Hyperion are trying to pull this as a part of the defense in court is just coincidence, right? You've got a lot of nerve to insult all of us who has made the assumption that Amiga Inc. owns the AmigaOS IP. Even if Hyperion would turn out to be right in their claims, they are still quite bold claims that not even Hyperion themselves have believed to be true and, if you ask me, still don't. These claims are Hyperion's lawyers speaking, not Hyperion themselves, remember? All written statements by the lawyers have to be approved by their clients. Amiga Delaware is claiming to this day that Amiga Washington was not insolvent at the time. It was agreed to in the contact as a clause by Amiga Washington. What I care about is the truth. If the truth is Amiga Washington was insolvent back then, then Hyperion is owed its rights in the contract, end of story. Your willingness to ignore the truth, should it go against Amiga says it all.

Now you're just displaying your bias rather than reasoning. Look, the contract was written and signed with a certain intent in mind. It should for the sake of fairness be the main priority to settle the matter in a manner as close to the original intent of the contract as possible. To wish, hope and argue that party X should "win" based on whatever legal technicality that can be found with complete disrespect to the original intent of the contract is just pure hipocracy, IMO.

If Amiga "wins" and Hyperion complies, I see the possibility that the contract remains valid and things may go on as before with Hyperion hopefully selling AmigaOS4 with ACK boards and all. The only thing that Hyperion would have to do, as I've said before, is to share whatever AmigaOS4 sources they have access to with Amiga Inc. Something that goes pretty well in line with the original intent of the license agreement, IMO. Given that Amiga Inc. already offered them $2 million, I bet they could negotiate some well earned salary for all their work too instead of doing these silly nitpickings about wether that $25K was payed or not. Together with whatever revenue they make from AmigaOS4 sales, it's really not bad pay, especially not for working on an Amiga product.

If Hyperion "wins", Amiga Inc. will have in all meanings of the word given away the AmigaOS IP to Hyperion for naught. Heck, they would even have throwed in more than $25,000 to go with it. You cannot reasonably say that this would be in line with the original intent of the contract. Do you realize that the license agreement in itself, with the right to produce, market and sell products using the Amiga IP, is more than enough as payment for the development work of AmigaOS4? Why would Hyperion be owed more than they already have and not have to give anything in return?

Seems like "badwill" caused by Amiga Inc.'s actions of the past is clouding your judgement here. Putting your grudge against them aside for a little while, please recognize that Hyperion declined $2 million for instead trying their luck in courts for permanently acquiring the rights to the AmigaOS IP. That should tell us something about what the AmigaOS IP is worth and regardless of what wrong doings Amiga Inc. may have done to Hyperion, would it really be fair to simply take something as valuable from them just to give nothing in return over a seemingly insignificant legal technicality with complete disrespect to the original intent of the contract?

Last edited by samface on 17-Jun-2007 at 10:27 PM.

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