Shelby and SAAC at Odds

Benzito, your right of course, it would be silly to sign an agreement/contract today without some serious due diligence, especially if it's for a dollar a year.

But that was then, 9 years ago, this is now. Times have changed, a handshake just doesn't cut it these days.

Well, actually, I just loaned a serious junk of change to a friend of mine on a 'hand shake' so some of us still do business that way. But I would never suggest anyone else do that!

 

Contracts have been around for more than nine years. The 1990s weren't anything special in terms of ethics or trust in business, especially when the numbers are in potentially six or seven digits long.

 

Re: Shelby and SAAC at Odds

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Violating the terms of a IP license agreement is tantamount to theft because using someone's assets without permission IS theft and when you no longer comply with the instrument that secures those rights you are stealing the other party's assets. The courts will have to determine if/when that occurred, but there's no doubt that it is theft. It's what property rights are all about. It's the basis of why a society recognizes copyrights, patents and trademarks.

Would you defend intelectual property rights of a small group that has written a 1300 page highly researched book over several decades and big business strong arm tactics are initaited to take it away?

Was it created legally created or did it illegally use anyone else's IP? IF the latter, a court may well rule it is not the property of the creator but is the property of the infringed IP owner. That is not uncommon, imo. If it was created with no cloud of infringement I would think it is the creator's asset. It has nothing whatsoever to do with the size or profitability of the company. When all this was going on, SAAC was likely far more solvent than Shelby's business, which was millions in the red ...until their re-invigoration from their contract with Ford. Shelby could have decided at any point to teminate the licensing deal (for any reason or no reason) and thereby force the same situation (but for no reason at all). It is not logical that he would do that now solely for money/control when he could have done it at his pleasure when money was very tight. Seems clear he did it for other reasons than money (I'm through with them, etc) and I'm not about to speculate on the myriad other possibilities but I'd bet it has to do with the personalities involved too.



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No, that's my point. It is no broader than the agreement/contract...

How do you know what the end game is?

I don't. And if I did I would not state it anyway, because it would be inappropriate to do so.




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Is that not really straight-forward? I find it hard to believe a very simple contract is beyond the grap of such smart folks.

The contract/unlicense deal is small potatoes. Its like Mr. Shelby taking the tags off a car before its parted out. Next he's looking around for an engine hoist to pull that Registry out so Team Shelby can have it. After all its balanced and blueprinted and has been perfected for several decades. Its on computer so that makes it even easier to integrate. No license renewal is just an exercise that happens first.

How do you know what the end game is? ;-)

If the oh-so-simple-to-honor contract was not violated, he'd likely have no way to do what you say regardless of whether his motives are what you say. Was his Intellectual Property used in any way to attract club members or Shelby vehicle information for the registry? Was the terms of the license agreement honored continuously after it was signed -- the agreement that permitted use of his IP? If yes it may be SAAC property not, if not it may legally be Shelby property. I suspect the court(s) will decide.

 

<where's that violin-playing smiley?>

 

Well I can say this about that...

Theres no way I would do business with Shelby on a hand shake in the present time!

 

There's no way I'd do business with anyone who'd post in a public forum that they will never do business with someone ...behind their back.

Maybe we should leave this forum open...

...and just stick a fork in SAAC

;-)

 

Not so fast, cowboy.

Someday, you'll understand the big picture.
...once you can get past the nits.

As I posted earlier....after the whole licensing mess goes away...
...things will pretty much be the same.

We still have our cars and a vibrant club of like-minded friends.

Not so bad, ya know?

 

I like the big picture. I'm a big-picture kinda guy.

 

David,

No offense, but you (and several others) have done plenty of anti-CS posting on the SAAC boards, so much so that anyone with a differing opinion gets blasted, insulted, and asked to leave (and then usually insulted some more).

Why post in this thread and ask it to be closed just because there seem to be some people with a pro-CS or at least neutral stance?

If that is your personal attitude towards threads like this, you need to do a better job moderating on the SAAC boards and apply the same standards there.

I agree with you that nobody is going to change someone else's opinion, but I don't know how many active readers and posters are trying to do that. I may disagree with some of Ron's posts, but I appreciate the chance to read them and see things from his perspective. That isn't being egotistical.

 

First, thank you for considering me one of the "smart folks". Your compliment is appreciated, even if it is a little off-handed.

With all due respect, you don't seem to grasp my point yet. You don't have to agree with me. I don't really expect that. But it would be nice if I thought you at least understood what I was saying. Let me explain again and keep it as short and simple as I can.

Shelby went back on his word in this respect: He effectively gave a verbal promise that compliance with the paper agreement would not be expected or required. His word was a factor in getting SAAC to sign the agreement to start with. If that word was honored, and it was for almost 9 years, then there would be no reason for SAAC to comply with the terms of the agreement (no matter how liberal they were) and no controversy for us to discuss. Get it?

And no, I wouldn't expect Carroll's word to be good forever. But I would expect him to give fair warning before rescinding it. And allow SAAC the option to cancel (without penalty) the contract that they signed based on his word.

That may not make sense to the legal-eagles out there, but it seems logical and reasonable to me.

Steve​

 

As stated in some of the First Postings, and from what I have read in past articles......... CS did not just wake up one morning and decide not to renew the Contract. CS & SAAC have been at odds for a while now. It is CS right to not RENEW the contract, if he wanted to be an a$$ about it, he would have taken away the Contract Months or Years ago. From what I know about CS, Personal meetings and articles I have read, I am sure he gave SAAC many chances. I am also sure that it was not just one big thing that brought this to a head, I am sure that a lot of little things over the Years had a huge part in it and CS is just tired of it all and is now doing something about it. No one here knows what the "Last Straw" was and I am sure no one will any time soon. SAAC, I am sure will still thrive and prosper, I have great faith in them. SAAC has a wealth of information, knowlage and passion for the Shelby Vehicles and if they want to stay in business when this is all over, I am sure that they will find a way to do just that.
As Ford told the Businesses last year, "You can not use the word MUSTANG in the title of your business, but you can use it to describe what you do". SAAC might be able to do that as well.
David.

 

That's one of the best questions I've seen posted here. I'm interested in the answer too if anyone knows it. I was unaware that Kopec had even done that. If you find a link to that denial statement please post it here, and I'll do the same if I can find that statement or any background or additional information that might answer this question. In the mean time maybe someone else will chime in with the answer and save us a little leg work.

Your comment that the $1 a year royalty fee had been waived would indicate that Shelby really had been good on his word to SAAC that he didn't expect strict compliance with the paper agreement for many years. I wonder how many other terms of the agreement he agreed to waive. One more, two more, no more, all of them? We'll probably never know.

Steve​

 

Thanks, Mike.

My purpose in perpetuating this discussion (which at times, I'll admit, makes my hair hurt) is to add texture and context to a very complex state of affairs, from a perspective of decades of life as a pure Shelby enthusiast.

I respect Dan's steadfast and lucid assessment of the legal issue...but honestly, by his admission, he is trying to analyze the whole game in which he has arrived at the end of the 4th quarter.

The issue on the table here, in this discussion, is a legal one...but there are business, social and fraternal issues in the SAAC/CS relationship that have equal weight... and need to be included in the thought process. I sense that is what Steve, Ernie and others are trying to include, as well.

The agreement and all its legal trappings, sadly now, do have to be resolved. Discussing blame for the mess is academic; it will be resolved in some way...that we know.

We know, too, that SAAC will persevere, regardless of the outcome. Names, acronyms and pictures of snakes are not going to materially change what we have.. and will continue to have. It just may take a wee bit of the fun out of it and leave a lot of unnecessary bad feelings laying around.
Feelings that easily could have been avoided...when you take three steps back...and see the whole scope of things.

That's what I'm talking about.

 

It's my understanding that Kopec forgot about signing that contract 9 years ago. I believe it was signed, and then forgotten about, because nothing was supposed to change from how it's always been in the past. If Shelby gave me his word 9 years ago about signing his contract, and we were really good friends, I would not have worried about it at all either. His word would have been good enough for me. I think Shelby may have forgotten some of his promises and comments he made with SAAC many years ago. I know I forget some things I've said long ago to my friends, and I'm only 52 years old. It hurts me to see long life friends like Kopec and Shelby be in any dispute.

 

One more thing to think about: Several people on here seem to think the the Shaking of Hands should stand tougher then a Signature on a Contract. Well....... As stated several times in earlier Postings, in the 1997 Registry, RK made a point to print that the Papers & Documents were LOANED to SAAC and that CS can have them back when ever he wanted them. The 1997 Registry was after the Hand Shake. So shouldn't SAAC live up to THAT promise?
David.

 

There is no evidence that SAAC hasn't honored the reguest to return whatever is rightfully owed to Shelby. There is only speculation concerning if they will or will not. It's to early in the game to conclude anything substantial at this point. What items do you propose they return, assuming a return of anything is warranted?

The documents they got directly from Ford? The personal information they have gathered concerning individual owners (names, address, personal details)? Do the individuals in the registry have a right to privacy as it concerns Shelby? Maybe those individuals don't want their information given out? Do they returm paper work they retrieved from Shelbys attic under the impression there was no need to return them? The registry itself, which is the bulk of their work by their own hands (and enormous task over a number of years)? Just what is it you think they haven't, will not or should return to Shelby? What comprises his 'stuff'?

One could argue that 'stuff' was in fact a 'gift', perhaps successfully, perhaps not, but it is a valid argument upon which the courts could rule. When you 'give' something to someone it becomes theirs. Who said what and when does matter. A verbal contract does not carry the weight of a written contract, but that does not mean it is automatically thrown out. The wieght of evidence may uphold such verbal testimony, causing quite a delima in court as to which (verbal or written) contract may or may not prevail.

If you give your girlfriend a ring and then break up, does she get to keep it? Depends, lets hear the facts/testimony concerning this arrangement.

 

There is another link (easier to find) on the Shelby Licensing website. It has the initial letters from 2007 between CSL and the SAAC owners.

 

I happen to know the answer to this (in at least several states) . . . if you give the ring, she keeps it regardless of a break up (or a later divorce - it is hers at no value to the divorce). A gift is a gift.

(a) This is not the same as someone lending a piece of property, or in CS's case, volumes of old documents. A loan is a loan, particularly when both sides admit it is a loan.

(b) In case anyone cares, in the old days, I think most judges would have asked who did the breaking up as a factor in who keeps the ring.

Mike