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More from fwbrown61
When there's news, there's news, and
there's absolutely no use sitting on it.
Write it up. Now. Whaddya waiting for?
Not that I'm in journalism anymore, but
damn, are the old instincts in fine
working order or what?
Now: When did you say I get paid for this? :- )
............................................................................................................................................
............................................................................................................................................
>>>>> REPORTING ON A WIN-WIN RE. RECENT EVENTS <<<<<
© Fred Brown, Mar 10/2013 Rev. Mar 13/2013
............................................................................................................................................
............................................................................................................................................
❱❱❱❱ NOTA BENE: This copy is in a clearer, better-readable font, and can only be read
on CYAN screens. The Standard text copy that's readable on dark screens is here:
REPORTING ON A WIN-WIN RE. RECENT EVENTS (Standard text)
(Note: There's a short journal intro to this story, found HERE.)
............................................................................................................................................
............................................................................................................................................
|
| Page Links: ·1· ·2·
|
==========================================================================
Let's open with a proper newspaper-style lead. On Feb 20, 2013, email from
Monitor Studios stated that they relinquish and abandon any and all rights
regarding six years of my work.
Along with this, all my work on SexyFur is now removed. On Feb 26, notice
was posted on SexyFur to confirm.
Related to this: Furplanet has been carrying my first novel, Don't Go Near
The Sorceress, since April 2011. The contract for this book is now withdrawn by
Furplanet, and that edition of Sorceress is out of print. Email about this came
through on Feb 23.
Ho-kay...
So now the question becomes: How, in the name of God, Cthulhu, and
Mickey Mouse, can any of this be looked upon as a win-win situation?
And/or, has 'lil Knife-Kitty been chopping up and smoking something funky
that could get him booted out of the Tour De France? Presuming they let him in it
in the first place.
(Mental picture: Small cat, on a small high-performance bike, huge knife in
his fangs, slicing his way through the peloton. Fair warning: My sense of humour
has not been dented by all this.)
Some background is needed. In mid-2007 I tripped over art of a certain
gorgeous, platinum-haired, blue-eyed, fox fur stripper. Champagne has been
many people's entry-point into matters furry. Ya wonder why.
Hello: Strong character here. Are there stories about her to be written? Well,
duh. But wait: Should contact Bernal and Monitor Studios, ask permish, get moah
data.
Surprise: Back comes an offer. Wanna write for SexyFur? Some sample work
was sent in, the green light was given, and I've gone through three computers
over the last six years. No wondering why needed on that.
(Ironically, a novel about Champagne has still not quite come together. But
soonish, soonish. San Francisco is pretty complex and so is she.)
Fast forward to late 2012.
Several novels have been written and sent in to Monitor Studios, to good
response upon being posted. One of them (On Route 69) was camera-ready, and
in November it was forwarded to a publisher. Also to good response.
As in, the publisher, me, and Monitor Studios were on the same page. Let's
print this sucker. Cover art by Sarsis was ready too.
Then in the ensuing email traffic, something important came to light. It
transpired that Monitor Studios holds the position that it owns the digital rights to
my work. All six years of it.
Important? Ayuh, a bit more than that. At no point over the past six years
did I ever agree to sell digital rights to Monitor Studios.
Nor does any agreement, contract, or terms of sale exist that says I sold
digital rights. Like, I'm the vendor. Monitor Studios is the customer. I remember
these teensy-tiny things.
Shall we say, multiple parts confusion, panic, head explosions, and 'what 'th
fug?' promptly erupted, blew the doors off the inbox (among other things), and
that was that for publishing On Route 69. For a while anyway.
We had a much larger problem sticking to our paws.
This was chiefly because an agreement *did* exist. Cut and apparently
sealed on Oct 30, 2007, it specified in ten points how writing was going to be
handled betwixt me and Monitor Studies.
Top of the list: I was selling one time, web-exclusive, display rights to my
work.
Not digital rights. There's a honker of a difference. This is not the
understatement of the year but it deserves a nomination.
Won't go into the text of the beast. But one thing it specified was that I
wouldn't use my work on the web without Monitor Studio's approval. Web
exclusive means what's written. This part was invoked four times as four SF
stories went up on FA during 2011 and 2012.
The agreement also specified the proposal note mechanism. I write a formal
proposal note for a story, Monitor Studios okays it, then I write the story. This
ensured that Monitor Studios got what it wanted (ie., furry smutty goodness),
and I could write faster (since I knew the story better). This much at least
qualifies as a win-win. It worked well, and I recommend the procedure.
Fur writers, artists, and musicians who are reading this may have snarls on
their muzzles right now, ears flat, and tails foofed out in terror.
Non-writers/artists/musicians, help them out, pet them, groom them,
whatever. They're probably hyperventilating too.
And with cause. For anybody who works in the creative arts, what I'm
describing here is pure, bona fide, Ultimate Nightmare Scenario. Leastwise in the
pantheon of artistic nightmare scenarios this one ranks near the top.
A disagreement over rights. A dispute over rights. A conflict over rights.
Seriously, Freddie Kruger can retire to a Florida trailer park. This horror
movie is *much* bloodier. It goes to the heart of the business of the creative
arts--rights, and how they're managed--then rips it out and shreds it.
Or, to call up older imagery, imagine Dr. Frankenstein in his lab, ichor on the
walls, working at his ghastly, lethal monster on the slab. Igor cackles and helps.
In this movie, the monster is made out of paper, not bodies. It's not ichor,
it's printer ink. And Igor is in Guccis and an Armani suit, holding a briefcase and
talking into a cellphone. And he's got an account with Lexus.
(Aside: Lexus is the world's premiere legal database and research service.
Utterly awesome, makes Google look like it's running on a VIC-20. Gawd, I love
it.)
The aforementioned terror is justified. There's almost never any easy way to
resolve this kind of situation. In fact, there's only one way to resolve it.
Timetables in legal affairs are neccesarily fuzzy. The one that was locked in
and running would've seen the Statement of Claim filed in a North Carolina court
somewhere around early April-ish.
You got it: A lawsuit. No choice. Only way out. Step aside, ya wimpy dogs of
war.
Cry litigate, and let slip the tigers of law.
Then run.
Notice that this isn't going to happen now.
(For those legal folks offended by the Frankenstein metaphor, I give you a
tiger fur reference. Much more fitting, don't you think?)
That said, it is now necessary to make an absolutely crucial point about this
business. There's a risk of mistaken impressions.
All of this is perfectly normal.
Utterly ordinary.
Completely mundane? Yes, that too.
I'm hardly yawning with boredom, of course. Don't mistake that either. But
I'll stand my ground on the preceding paras and I'm dead right to do so.
This because we are in fact talking about business here. Specifically, the
business of the creative arts. In this area of business, rights, and all the fiendish
legalities thus associated, are the fuel for the money machine. Oh boy, what fun
it is.
So what's so special about the situation I've described? Why, nothing
whatsoever. Honestly.
In *every* area of business, vendors and customers get into rip-roaring
fights all the fweepin' time about what's been sold and bought. Or what they
thought was sold and bought. Or what was supposed to be sold and bought.
You might have noticed the enormous mountain of commercial and contract
law that's piled up over the past centuries. This didn't happen because people in
business are good at shaking paws and kissing and making up.
Indeed, nobody who's in business should ever be so dumb as to think that
vendor/customer glitches will never happen to them. Not only will they but you
can set your watch by them. Paying to keep a hungry panthera on retainer could
be the best bucks you ever spent.
When you need a tiger, you usually really need one.
They work for their pay too, in the snarling it usually takes to sort stuff out.
The most drearily mundane thing is--and all lawyers will echo this--these
problems are rarely a matter of wrong or right. True malfeasance is less common
than you'd think.
Meaning to say, everybody involved did exactly what they were supposed to
do. Everything went right. Nobody did anything wrong. All business as usual, all
the way down the line.
Then suddenly, whoops, our tails go <Fwump!> and set off the smoke
dectectors. How did that happen? No really, how did that happen? And where's
that damn fire extinguisher?
The answer isn't likely to be clear. Sometimes it'll come out in court,
sometimes not, since that's not necessarily what court is for. The errors (if there
were any) could be far in the past, in tiny decisions made or in miniscule contract
details that now produce a glitch. Or a fireball.
Or there might not be any errors at all. Just a brand-new situation that
existing contractual structures don't deal with, fwump, sizzle, sizzle. And/or there
are differing interpretations of a contract clause(s) as new people read the
contract and decide to do something different. Oops.
And on and on it goes, ad infinitum and nauseum, and all the case law
makes fascinating--if dismal and grisly--reading. Nooo, not boring, business. It
involves human beings.
Or to put it in terms perhaps only a lawyer-tiger will grok, just because
there's been a screw-up is not proof that there's been a screw-up. You can waste
a lot of billable time thinking that there is.
This maxim almost certainly applies to what's gone down here. Didn't take
long to figure this out either (which saved the lawsuit planning a lot of pointless
flailing around). There is no concrete cause, no one event or decision that can be
pointed to: Ah HA!! There it is!! J'accuse!!
Nonsense. To quote Python, that's silly, start again. If there's any root to
this it might--might--go back past 2007, all the way to the start of Monitor
Studios and SexyFur. As in, the decisions that were made about how to handle
intellectual property, and what gets sold and bought. Artistic intellectual
property, that is.
*Literary* intellectual property is not at all the same kettle of fish. Especially
given the 2007 agreement, that specified the rights sold. If you want a workable
metaphor a square peg got thumped into a round hole, and for six years nobody
noticed.
Everybody did their job. No mistakes anywhere. No wrongdoing on
anybody's part. Can't be anything else.
Until somebody noticed. Then my tail blew up. Since about the only way I'm
selling digital rights to anybody is if you point a loaded tiger at my head.
And again, no tigers, loaded or unloaded, need be unholstered. 'Cause it
ain't gonna happen.
Right?
It still may not be too clear why any tigers were needed at all. 'S just some
furry stories, no? Paws up, the readers who thought the words 'nuclear mega
overkill' when you read the word 'lawsuit.'
If you thought the words, 'Knife-Kitty's gone bat-shit insane,' ah, now here's
where I fix that.
Okay, I'm a reasonably good writer, can lay down a furry tale to make tails
wag. And so humble too. :- )
Here's news: I'm also 51 years old. I know business. I know marketing. I
sure as hell know law. And I double-sure as hell know accounting. Icing on the
cake: I'm an ex-programmer too who's worked on accounting software.
Aside: If you don't know accounting like the back of your paw, you're not in
business, you're just faking it. This theory may explain much about modern
capitalism.
Icing on the icing: Back in the Fall of 2000 I built my own house from the
ground up. Trust me, this is the right direction. Used my father's legacy, and
came in under budget and ahead of schedule. So pencil me in as a damn good
project manager and passable architect.
(I say that last since architecture is a sort of pass/fail thing. On at least one
house, I pass.)
Here's the crux of it. This situation hit my inbox back in late November. And
everything, and I mean **EVERYTHING** I've got--less the architecture--woke
up with a loud clang, screamed once, and reached for the fire alarm. Then dove
into work on the Statement of Claim.
If I thought the Fire Department could've helped I would've pulled that
alarm. Because I knew in a picosecond just how deadly, lethally serious this was.
Actually, the Bomb Squad would've been more practical. Hi guys? I'm out on
the Knowlesville Road. How are you with fissionable material? Uh huh... Uh huh...
Well, get out here and do the best you can.
I hear ticking.
You could call it three bombs strapped together. There were three ways all
this could have taken out major chunks of the landscape, depending on
circumstances. One would have been contingent on the lawsuit going ahead, but
there's too much guessing involved there for any certainty.
PART #1:
I said novels had been sent to Monitor Studios. Six of them, to be precise.
This includes one that's two chapters from the finish line, but it counts.
All of this work is perfectly publishable and quite salable, given the way the
market for furlit stands these days. You could say these six novels have all been
field-tested. The furlit market is also likely to expand considerably over the next
few years or so.
What would these six novels be worth? If they were published? Can't do
better than a ballpark estimate, of course. But the numbers generated by Don't
Go Near The Sorceress provide a baseline to work from.
Added up, these six novels could be worth around $25,000 (net) over the
next five to eight years of sales. Got in some discussion with some people; this
number seems reasonable to everybody.
This number does take e-books into account in a limited way, but there's no
predicting that market. Say that $25,000 is a low-ball ballpark estimate and
we're comfy.
Under anybody's accounting, $25,000 is what you call Real Money. It
wouldn't come in a lump sum but who cares? Works even better as an income
stream over five to eight years.
Doesn't fug up the taxes. Or not as much.
There's just one problem. All six novels cannot be published. Period, full
stop.
They are blocked from publication, as in completely. Imagine an elephant fur
sitting on top of them and you've got it (Somebody must have a fursuit like that
somewhere).
What did I say earlier?
A disagreement over rights. A dispute over rights. A conflict over rights.
*That's* what blocks them.
With absolute certainty, that ensures that no publisher in the universe will
touch these six novels. Or even read 'em. For all intents and purposes they might
as well be more radioactive than a pair of Fukashima technician's booties.
I won't fire up my TARDIS and go looking outside the universe. Any
publishers out there will say the same.
In a legal sense, radioactive is exactly what these six novels are. The
rightsholders to these properties (me and Monitor Studios) do not agree about
who owns what rights, or what was sold or bought.
The rights are not settled. Ergo no publisher will dare to print these six
books. Ridiculous to even ask. That would amount to bending over and spreading
wide to completely unknowable and unpredictable *liability.*
If there's a conflict between rightsholders it could go legal, if not nuclear.
This will cost great gobs of Real Money if the publisher gets tangled up in that.
Print these six novels and who knows what could happen? The rights are not
settled.
The risk is far, far too high. Publishing is hazardous enough dealing with the
non-radioactive manuscripts. This situation is an instant rejection. Don't even
have to submit. And On Route 69 went on ice for a damn legitimate reason.
Safety.
So long as we have this conflict over rights, nobody's going to publish these
six novels. QED.
So long as Monitor Studios claims to hold digital rights (and I say otherwise)
$25,000 cannot happen.
Ergo, it's tiger time, snarl, bite, chew. And Monitor Studios' claim must be
changed, by way of a judge's order, to one-time, web-exclusive, display rights.
As said, no choice.
(Ahem. Once more: But now it's not going to happen).
PART #2:
I said I know accounting, and in some depth. This is very useful knowledge.
It lets you see a lot of things a lot more clearly.
Such as the fact that literary rights are property. They're intangible, and are
defined by contracts and paperwork. But as property they're no different from
houses, cars, computers, small bicycles, knives, etc.
Meaning to say, literary rights are *assets.* They can be given valuations.
They are fungible, in that they can be bought and sold and traded for cash. As
assets they can be leveraged, optioned, licensed, or used as the basis for
derivatives. As assets they can appreciate or depreciate.
And for certain, as assets literary rights are definitely supposed to perform
and produce revenue. This may even produce a profit. Not that very many writers
see much of this mythical beast but you gotta have faith. :- )
Now, when dealing in assets and $$$, there are ways and means to go about
it properly. Or rather, there are standards: The Generally Accepted Accounting
Principles, otherwise called the GAAPs.
Few of us ever encounter the GAAPs on a personal level with our personal
accounting (such as it may be). All businesses, however, will be muzzle-deep in
the GAAPs on a daily basis.
Or they'd better be if they want their balance sheet to be anything other
than a fiscal fantasy. If not actually smokable. Does sorta help you run your
business if you can believe your own numbers.
Better, if you know that a company is generally following the GAAPs [in how
they do their accounting]. Now you can believe *their* numbers. Even if the
numbers are in the billions range. Up to a point, anyway.
The GAAPs are backed up by several hundred years worth of business and
accounting experience, so there's lots of room for creativity. Still not to be dissed.
Without the GAAPs we'd all just be plain screwed, since it is *not* a good idea to
let everyone roll their own accounting system and juggle the numbers however
they want.
Imagine the blowback if everyone did.
What the GAAPs have to say about literary rights isn't that special. People
have been dealing in intangible assets and rights-as-property for a long, long
time. Nothing that new here. Nor is Monitor Studios likely doing anything
particularly smokable with their accounting.
No reason to. Any competent accountant knows how to set up a system to
work with digital rights properly (what Monitor Studios handles vis-a-vis art).
Considering Monitor Studios success over the years, they sure as hell didn't hire
an incompetent accountant.
So where's the problem? Well-run company, well-run accounting, completely
kosher balance sheet. How does this add up to anything with a blast radius?
Shall we say, the GAAPs have fangs. In some accounting situations they are
plainly visible, insofar as what the GAAPs say you should do [in that situation]
could turn out to be highly expensive or damaging.
Then the shareholders come after you with the taxidermy knives, oh my, and
it all gets so messy after that.
For example, what if you've got assets on the balance sheet that aren't really
assets? That is to say, you *thought* they were good assets, and worth what you
paid.
But it turns out they're not good assets. Whaddya do now?
Worst case scenario: Your company dies screaming and on fire. Flammable
tails optional.
The GAAPs demand that you restructure and adjust, that the false valuations
(that you now know are false) get corrected and written down, or even written
off. There is no pretty way to do this. One day you think your company is worth
$X million. The next, it's worth $X million - OUCH!!
If your company is publicly traded that's Ouch-squared when the stock
market opens and bares its fangs. That's Ouch-cubed when the banks (bigger
fangs) learn of this kerfuffle and your cost of borrowing shoots up. Then there are
those carnivorous shareholders.
How many Ouches can your company take? Lotta fangs in the business
world, for some reason. We may not have invented anything new.
Or instead of Ouch, Gasp, as you find your company suddenly starved of
capital and revenue (that those assets were supposed to produce). Then
everyone starves. Liquidation as a feeding frenzy? Sounds appropriate.
For such a supposedly boring profession accountancy does have it's
blood-curdling moments. You'll know 'em when they fall on you from a great
height. Always wear your helmet.
In case anybody hasn't noticed, I've summed up in a few paras the basic
mechanism that destroyed perhaps $3-5 trillion of capital back in 2008 (more?).
How close it came to destroying damnnear everything will keep the economists
shivering for years. Until it happens again.
Assets that turn out to be not assets but financial landmines, that do not
perform or are just vastly worthless. There's a nightmare scenario for you if
you're in business (and face it, we are all in business). When it happens,
unexpected costs suddenly blossom alla over the place. Costs that you might not
be able to handle. Hey, it's not us, murmur the GAAPs.
Over six years, Monitor Studios has booked X thousand dollars worth of
digital rights--assets--pertaining to my work.
I know what that X is. I'm the one who got paid, remember?
But those aren't digital rights.
What I sold were one-time, web-exclusive, display rights.
From the point of view of the GAAPs, these rights cannot be treated the
same as digital rights. They can't be sold, ergo they can't be priced. It's not
correct accounting to record them as proper assets. Different rules apply, with
different effects on the balance sheet.
Monitor Studios *thought* they were buying digital rights, and therefore
could, and did, count them as they would count any type of asset.
Not so. Monitor Studios is carrying assets on its balance sheet that aren't
really assets.
In the immortal words of Po Teletubbie: Uh ohhh...
(Or it was one of those strange people; who knows which.)
==========================================================================
PAGE 2 OF 2 >>>
there's absolutely no use sitting on it.
Write it up. Now. Whaddya waiting for?
Not that I'm in journalism anymore, but
damn, are the old instincts in fine
working order or what?
Now: When did you say I get paid for this? :- )
............................................................................................................................................
............................................................................................................................................
>>>>> REPORTING ON A WIN-WIN RE. RECENT EVENTS <<<<<
© Fred Brown, Mar 10/2013 Rev. Mar 13/2013
............................................................................................................................................
............................................................................................................................................
❱❱❱❱ NOTA BENE: This copy is in a clearer, better-readable font, and can only be read
on CYAN screens. The Standard text copy that's readable on dark screens is here:
REPORTING ON A WIN-WIN RE. RECENT EVENTS (Standard text)
(Note: There's a short journal intro to this story, found HERE.)
............................................................................................................................................
............................................................................................................................................
|
| Page Links: ·1· ·2·
|
==========================================================================
Let's open with a proper newspaper-style lead. On Feb 20, 2013, email from
Monitor Studios stated that they relinquish and abandon any and all rights
regarding six years of my work.
Along with this, all my work on SexyFur is now removed. On Feb 26, notice
was posted on SexyFur to confirm.
Related to this: Furplanet has been carrying my first novel, Don't Go Near
The Sorceress, since April 2011. The contract for this book is now withdrawn by
Furplanet, and that edition of Sorceress is out of print. Email about this came
through on Feb 23.
Ho-kay...
So now the question becomes: How, in the name of God, Cthulhu, and
Mickey Mouse, can any of this be looked upon as a win-win situation?
And/or, has 'lil Knife-Kitty been chopping up and smoking something funky
that could get him booted out of the Tour De France? Presuming they let him in it
in the first place.
(Mental picture: Small cat, on a small high-performance bike, huge knife in
his fangs, slicing his way through the peloton. Fair warning: My sense of humour
has not been dented by all this.)
Some background is needed. In mid-2007 I tripped over art of a certain
gorgeous, platinum-haired, blue-eyed, fox fur stripper. Champagne has been
many people's entry-point into matters furry. Ya wonder why.
Hello: Strong character here. Are there stories about her to be written? Well,
duh. But wait: Should contact Bernal and Monitor Studios, ask permish, get moah
data.
Surprise: Back comes an offer. Wanna write for SexyFur? Some sample work
was sent in, the green light was given, and I've gone through three computers
over the last six years. No wondering why needed on that.
(Ironically, a novel about Champagne has still not quite come together. But
soonish, soonish. San Francisco is pretty complex and so is she.)
Fast forward to late 2012.
Several novels have been written and sent in to Monitor Studios, to good
response upon being posted. One of them (On Route 69) was camera-ready, and
in November it was forwarded to a publisher. Also to good response.
As in, the publisher, me, and Monitor Studios were on the same page. Let's
print this sucker. Cover art by Sarsis was ready too.
Then in the ensuing email traffic, something important came to light. It
transpired that Monitor Studios holds the position that it owns the digital rights to
my work. All six years of it.
Important? Ayuh, a bit more than that. At no point over the past six years
did I ever agree to sell digital rights to Monitor Studios.
Nor does any agreement, contract, or terms of sale exist that says I sold
digital rights. Like, I'm the vendor. Monitor Studios is the customer. I remember
these teensy-tiny things.
Shall we say, multiple parts confusion, panic, head explosions, and 'what 'th
fug?' promptly erupted, blew the doors off the inbox (among other things), and
that was that for publishing On Route 69. For a while anyway.
We had a much larger problem sticking to our paws.
This was chiefly because an agreement *did* exist. Cut and apparently
sealed on Oct 30, 2007, it specified in ten points how writing was going to be
handled betwixt me and Monitor Studies.
Top of the list: I was selling one time, web-exclusive, display rights to my
work.
Not digital rights. There's a honker of a difference. This is not the
understatement of the year but it deserves a nomination.
Won't go into the text of the beast. But one thing it specified was that I
wouldn't use my work on the web without Monitor Studio's approval. Web
exclusive means what's written. This part was invoked four times as four SF
stories went up on FA during 2011 and 2012.
The agreement also specified the proposal note mechanism. I write a formal
proposal note for a story, Monitor Studios okays it, then I write the story. This
ensured that Monitor Studios got what it wanted (ie., furry smutty goodness),
and I could write faster (since I knew the story better). This much at least
qualifies as a win-win. It worked well, and I recommend the procedure.
Fur writers, artists, and musicians who are reading this may have snarls on
their muzzles right now, ears flat, and tails foofed out in terror.
Non-writers/artists/musicians, help them out, pet them, groom them,
whatever. They're probably hyperventilating too.
And with cause. For anybody who works in the creative arts, what I'm
describing here is pure, bona fide, Ultimate Nightmare Scenario. Leastwise in the
pantheon of artistic nightmare scenarios this one ranks near the top.
A disagreement over rights. A dispute over rights. A conflict over rights.
Seriously, Freddie Kruger can retire to a Florida trailer park. This horror
movie is *much* bloodier. It goes to the heart of the business of the creative
arts--rights, and how they're managed--then rips it out and shreds it.
Or, to call up older imagery, imagine Dr. Frankenstein in his lab, ichor on the
walls, working at his ghastly, lethal monster on the slab. Igor cackles and helps.
In this movie, the monster is made out of paper, not bodies. It's not ichor,
it's printer ink. And Igor is in Guccis and an Armani suit, holding a briefcase and
talking into a cellphone. And he's got an account with Lexus.
(Aside: Lexus is the world's premiere legal database and research service.
Utterly awesome, makes Google look like it's running on a VIC-20. Gawd, I love
it.)
The aforementioned terror is justified. There's almost never any easy way to
resolve this kind of situation. In fact, there's only one way to resolve it.
Timetables in legal affairs are neccesarily fuzzy. The one that was locked in
and running would've seen the Statement of Claim filed in a North Carolina court
somewhere around early April-ish.
You got it: A lawsuit. No choice. Only way out. Step aside, ya wimpy dogs of
war.
Cry litigate, and let slip the tigers of law.
Then run.
Notice that this isn't going to happen now.
(For those legal folks offended by the Frankenstein metaphor, I give you a
tiger fur reference. Much more fitting, don't you think?)
That said, it is now necessary to make an absolutely crucial point about this
business. There's a risk of mistaken impressions.
All of this is perfectly normal.
Utterly ordinary.
Completely mundane? Yes, that too.
I'm hardly yawning with boredom, of course. Don't mistake that either. But
I'll stand my ground on the preceding paras and I'm dead right to do so.
This because we are in fact talking about business here. Specifically, the
business of the creative arts. In this area of business, rights, and all the fiendish
legalities thus associated, are the fuel for the money machine. Oh boy, what fun
it is.
So what's so special about the situation I've described? Why, nothing
whatsoever. Honestly.
In *every* area of business, vendors and customers get into rip-roaring
fights all the fweepin' time about what's been sold and bought. Or what they
thought was sold and bought. Or what was supposed to be sold and bought.
You might have noticed the enormous mountain of commercial and contract
law that's piled up over the past centuries. This didn't happen because people in
business are good at shaking paws and kissing and making up.
Indeed, nobody who's in business should ever be so dumb as to think that
vendor/customer glitches will never happen to them. Not only will they but you
can set your watch by them. Paying to keep a hungry panthera on retainer could
be the best bucks you ever spent.
When you need a tiger, you usually really need one.
They work for their pay too, in the snarling it usually takes to sort stuff out.
The most drearily mundane thing is--and all lawyers will echo this--these
problems are rarely a matter of wrong or right. True malfeasance is less common
than you'd think.
Meaning to say, everybody involved did exactly what they were supposed to
do. Everything went right. Nobody did anything wrong. All business as usual, all
the way down the line.
Then suddenly, whoops, our tails go <Fwump!> and set off the smoke
dectectors. How did that happen? No really, how did that happen? And where's
that damn fire extinguisher?
The answer isn't likely to be clear. Sometimes it'll come out in court,
sometimes not, since that's not necessarily what court is for. The errors (if there
were any) could be far in the past, in tiny decisions made or in miniscule contract
details that now produce a glitch. Or a fireball.
Or there might not be any errors at all. Just a brand-new situation that
existing contractual structures don't deal with, fwump, sizzle, sizzle. And/or there
are differing interpretations of a contract clause(s) as new people read the
contract and decide to do something different. Oops.
And on and on it goes, ad infinitum and nauseum, and all the case law
makes fascinating--if dismal and grisly--reading. Nooo, not boring, business. It
involves human beings.
Or to put it in terms perhaps only a lawyer-tiger will grok, just because
there's been a screw-up is not proof that there's been a screw-up. You can waste
a lot of billable time thinking that there is.
This maxim almost certainly applies to what's gone down here. Didn't take
long to figure this out either (which saved the lawsuit planning a lot of pointless
flailing around). There is no concrete cause, no one event or decision that can be
pointed to: Ah HA!! There it is!! J'accuse!!
Nonsense. To quote Python, that's silly, start again. If there's any root to
this it might--might--go back past 2007, all the way to the start of Monitor
Studios and SexyFur. As in, the decisions that were made about how to handle
intellectual property, and what gets sold and bought. Artistic intellectual
property, that is.
*Literary* intellectual property is not at all the same kettle of fish. Especially
given the 2007 agreement, that specified the rights sold. If you want a workable
metaphor a square peg got thumped into a round hole, and for six years nobody
noticed.
Everybody did their job. No mistakes anywhere. No wrongdoing on
anybody's part. Can't be anything else.
Until somebody noticed. Then my tail blew up. Since about the only way I'm
selling digital rights to anybody is if you point a loaded tiger at my head.
And again, no tigers, loaded or unloaded, need be unholstered. 'Cause it
ain't gonna happen.
Right?
It still may not be too clear why any tigers were needed at all. 'S just some
furry stories, no? Paws up, the readers who thought the words 'nuclear mega
overkill' when you read the word 'lawsuit.'
If you thought the words, 'Knife-Kitty's gone bat-shit insane,' ah, now here's
where I fix that.
Okay, I'm a reasonably good writer, can lay down a furry tale to make tails
wag. And so humble too. :- )
Here's news: I'm also 51 years old. I know business. I know marketing. I
sure as hell know law. And I double-sure as hell know accounting. Icing on the
cake: I'm an ex-programmer too who's worked on accounting software.
Aside: If you don't know accounting like the back of your paw, you're not in
business, you're just faking it. This theory may explain much about modern
capitalism.
Icing on the icing: Back in the Fall of 2000 I built my own house from the
ground up. Trust me, this is the right direction. Used my father's legacy, and
came in under budget and ahead of schedule. So pencil me in as a damn good
project manager and passable architect.
(I say that last since architecture is a sort of pass/fail thing. On at least one
house, I pass.)
Here's the crux of it. This situation hit my inbox back in late November. And
everything, and I mean **EVERYTHING** I've got--less the architecture--woke
up with a loud clang, screamed once, and reached for the fire alarm. Then dove
into work on the Statement of Claim.
If I thought the Fire Department could've helped I would've pulled that
alarm. Because I knew in a picosecond just how deadly, lethally serious this was.
Actually, the Bomb Squad would've been more practical. Hi guys? I'm out on
the Knowlesville Road. How are you with fissionable material? Uh huh... Uh huh...
Well, get out here and do the best you can.
I hear ticking.
You could call it three bombs strapped together. There were three ways all
this could have taken out major chunks of the landscape, depending on
circumstances. One would have been contingent on the lawsuit going ahead, but
there's too much guessing involved there for any certainty.
PART #1:
I said novels had been sent to Monitor Studios. Six of them, to be precise.
This includes one that's two chapters from the finish line, but it counts.
All of this work is perfectly publishable and quite salable, given the way the
market for furlit stands these days. You could say these six novels have all been
field-tested. The furlit market is also likely to expand considerably over the next
few years or so.
What would these six novels be worth? If they were published? Can't do
better than a ballpark estimate, of course. But the numbers generated by Don't
Go Near The Sorceress provide a baseline to work from.
Added up, these six novels could be worth around $25,000 (net) over the
next five to eight years of sales. Got in some discussion with some people; this
number seems reasonable to everybody.
This number does take e-books into account in a limited way, but there's no
predicting that market. Say that $25,000 is a low-ball ballpark estimate and
we're comfy.
Under anybody's accounting, $25,000 is what you call Real Money. It
wouldn't come in a lump sum but who cares? Works even better as an income
stream over five to eight years.
Doesn't fug up the taxes. Or not as much.
There's just one problem. All six novels cannot be published. Period, full
stop.
They are blocked from publication, as in completely. Imagine an elephant fur
sitting on top of them and you've got it (Somebody must have a fursuit like that
somewhere).
What did I say earlier?
A disagreement over rights. A dispute over rights. A conflict over rights.
*That's* what blocks them.
With absolute certainty, that ensures that no publisher in the universe will
touch these six novels. Or even read 'em. For all intents and purposes they might
as well be more radioactive than a pair of Fukashima technician's booties.
I won't fire up my TARDIS and go looking outside the universe. Any
publishers out there will say the same.
In a legal sense, radioactive is exactly what these six novels are. The
rightsholders to these properties (me and Monitor Studios) do not agree about
who owns what rights, or what was sold or bought.
The rights are not settled. Ergo no publisher will dare to print these six
books. Ridiculous to even ask. That would amount to bending over and spreading
wide to completely unknowable and unpredictable *liability.*
If there's a conflict between rightsholders it could go legal, if not nuclear.
This will cost great gobs of Real Money if the publisher gets tangled up in that.
Print these six novels and who knows what could happen? The rights are not
settled.
The risk is far, far too high. Publishing is hazardous enough dealing with the
non-radioactive manuscripts. This situation is an instant rejection. Don't even
have to submit. And On Route 69 went on ice for a damn legitimate reason.
Safety.
So long as we have this conflict over rights, nobody's going to publish these
six novels. QED.
So long as Monitor Studios claims to hold digital rights (and I say otherwise)
$25,000 cannot happen.
Ergo, it's tiger time, snarl, bite, chew. And Monitor Studios' claim must be
changed, by way of a judge's order, to one-time, web-exclusive, display rights.
As said, no choice.
(Ahem. Once more: But now it's not going to happen).
PART #2:
I said I know accounting, and in some depth. This is very useful knowledge.
It lets you see a lot of things a lot more clearly.
Such as the fact that literary rights are property. They're intangible, and are
defined by contracts and paperwork. But as property they're no different from
houses, cars, computers, small bicycles, knives, etc.
Meaning to say, literary rights are *assets.* They can be given valuations.
They are fungible, in that they can be bought and sold and traded for cash. As
assets they can be leveraged, optioned, licensed, or used as the basis for
derivatives. As assets they can appreciate or depreciate.
And for certain, as assets literary rights are definitely supposed to perform
and produce revenue. This may even produce a profit. Not that very many writers
see much of this mythical beast but you gotta have faith. :- )
Now, when dealing in assets and $$$, there are ways and means to go about
it properly. Or rather, there are standards: The Generally Accepted Accounting
Principles, otherwise called the GAAPs.
Few of us ever encounter the GAAPs on a personal level with our personal
accounting (such as it may be). All businesses, however, will be muzzle-deep in
the GAAPs on a daily basis.
Or they'd better be if they want their balance sheet to be anything other
than a fiscal fantasy. If not actually smokable. Does sorta help you run your
business if you can believe your own numbers.
Better, if you know that a company is generally following the GAAPs [in how
they do their accounting]. Now you can believe *their* numbers. Even if the
numbers are in the billions range. Up to a point, anyway.
The GAAPs are backed up by several hundred years worth of business and
accounting experience, so there's lots of room for creativity. Still not to be dissed.
Without the GAAPs we'd all just be plain screwed, since it is *not* a good idea to
let everyone roll their own accounting system and juggle the numbers however
they want.
Imagine the blowback if everyone did.
What the GAAPs have to say about literary rights isn't that special. People
have been dealing in intangible assets and rights-as-property for a long, long
time. Nothing that new here. Nor is Monitor Studios likely doing anything
particularly smokable with their accounting.
No reason to. Any competent accountant knows how to set up a system to
work with digital rights properly (what Monitor Studios handles vis-a-vis art).
Considering Monitor Studios success over the years, they sure as hell didn't hire
an incompetent accountant.
So where's the problem? Well-run company, well-run accounting, completely
kosher balance sheet. How does this add up to anything with a blast radius?
Shall we say, the GAAPs have fangs. In some accounting situations they are
plainly visible, insofar as what the GAAPs say you should do [in that situation]
could turn out to be highly expensive or damaging.
Then the shareholders come after you with the taxidermy knives, oh my, and
it all gets so messy after that.
For example, what if you've got assets on the balance sheet that aren't really
assets? That is to say, you *thought* they were good assets, and worth what you
paid.
But it turns out they're not good assets. Whaddya do now?
Worst case scenario: Your company dies screaming and on fire. Flammable
tails optional.
The GAAPs demand that you restructure and adjust, that the false valuations
(that you now know are false) get corrected and written down, or even written
off. There is no pretty way to do this. One day you think your company is worth
$X million. The next, it's worth $X million - OUCH!!
If your company is publicly traded that's Ouch-squared when the stock
market opens and bares its fangs. That's Ouch-cubed when the banks (bigger
fangs) learn of this kerfuffle and your cost of borrowing shoots up. Then there are
those carnivorous shareholders.
How many Ouches can your company take? Lotta fangs in the business
world, for some reason. We may not have invented anything new.
Or instead of Ouch, Gasp, as you find your company suddenly starved of
capital and revenue (that those assets were supposed to produce). Then
everyone starves. Liquidation as a feeding frenzy? Sounds appropriate.
For such a supposedly boring profession accountancy does have it's
blood-curdling moments. You'll know 'em when they fall on you from a great
height. Always wear your helmet.
In case anybody hasn't noticed, I've summed up in a few paras the basic
mechanism that destroyed perhaps $3-5 trillion of capital back in 2008 (more?).
How close it came to destroying damnnear everything will keep the economists
shivering for years. Until it happens again.
Assets that turn out to be not assets but financial landmines, that do not
perform or are just vastly worthless. There's a nightmare scenario for you if
you're in business (and face it, we are all in business). When it happens,
unexpected costs suddenly blossom alla over the place. Costs that you might not
be able to handle. Hey, it's not us, murmur the GAAPs.
Over six years, Monitor Studios has booked X thousand dollars worth of
digital rights--assets--pertaining to my work.
I know what that X is. I'm the one who got paid, remember?
But those aren't digital rights.
What I sold were one-time, web-exclusive, display rights.
From the point of view of the GAAPs, these rights cannot be treated the
same as digital rights. They can't be sold, ergo they can't be priced. It's not
correct accounting to record them as proper assets. Different rules apply, with
different effects on the balance sheet.
Monitor Studios *thought* they were buying digital rights, and therefore
could, and did, count them as they would count any type of asset.
Not so. Monitor Studios is carrying assets on its balance sheet that aren't
really assets.
In the immortal words of Po Teletubbie: Uh ohhh...
(Or it was one of those strange people; who knows which.)
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