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Ugh, please don’t make it worse and escalate to “lie”. You’re blaming the wrong source, and have it backwards IMO. The previous owners weren’t lying, the new ow

by dahart 4y ago

Ugh, please don’t make it worse and escalate to “lie”. You’re blaming the wrong source, and have it backwards IMO. The previous owners weren’t lying, the new owners are the ones to blame for breaking a pre-existing contract with the company. Breaking this contract might not be legal, and in that sense they may be only the ones lying.

crazygringo 4y ago
If the previous owners were truly committed to upholding the lifetime license, they would have never sold the company without an ironclad legally enforceable guarantee the new owners would uphold the lifetime license as well. They clearly didn't. They either didn't care, or it would have decreased the sale price of the company (or the ability to sell it at all) and they preferred the money. So I absolutely hold the original owners equally responsible. They made the promise and they created the conditions for it to be broken. Which was an entirely predictable outcome, which is why calling it a "lie" doesn't seem inappropriate.
- dahart 4y ago
  Why do you believe the contract with the customer isn’t legally enforceable? The new owners may just be choosing to break the law because they believe nobody will attempt to sue them over fifty bucks or whatever. I guess you can decide to blame whoever you want, but the legal responsibility for upholding a contract lies with the company, and a change of ownership doesn’t change that from a legal perspective. It also doesn’t change or help anything to make wild assumptions about what the previous owners cared about. You simply cannot control what a new owner does with your company once you sell it, that’s what selling it means. Using words like “lying” when people may have had every intention to meet the contract is just an exaggeratory drain on having reasonable conversation.
  - Veserv 4y ago
    It is absolutely lying. The original owners could have put in a voluntary, irrevocable, liquidated damages clause that is sufficiently punitive that no subsequent owner of the company would think to violate it. As they intend to honor the “lifetime license” for a lifetime and totally do not intend to renege for that duration there is no harm in enforcing that clause with force of law.
    - dahart 4y ago
      You didn’t even consider the question I asked. Why are you making the assumption that sale of a lifetime license isn’t currently enforceable by law? The article only complained and didn’t attempt to challenge their license. Your idea only works if someone is willing to challenge the company. If the new owners of a company are choosing to break the contracts or the law, why would you expect another contract to help? There are a million and one promises companies have made to customers and other companies by the time they are acquired. Installing clauses like you suggest for all of them is wildly unrealistic, would be very expensive in billable lawyer hours, may delay or subvert the sale, and above all may be unnecessary/unhelpful/confusing if the existing customer contract is already legally binding.
      - Veserv 4y ago
        I did, in fact, consider the question you asked. The terms are enforceable by law, but the ability to enforce is so limp-wristed and ineffectual as to provide effectively no recourse with respect to getting the specific terms of the contract executed which is what unsophisticated consumers morally deserve in contracts of adhesion (or a immediate full refund). That companies find it inconvenient for their pocketbook and deal flow to actually bind themselves in a effective way to the terms of their promises to the legally unsophisticated public is ethically repugnant. If they do no want to do so then they can just not promise or imply such terms, nothing is forcing them to make promises that they have no intention to be bound by.
    - slavik81 4y ago
      > The original owners could have put in a voluntary, irrevocable, liquidated damages clause that is sufficiently punitive that no subsequent owner of the company would think to violate it If a court believed the liquidated damages were punitive, they would reject the value specified by the contract and substitute a more reasonable estimate of the actual damages.
      - Veserv 4y ago
        I am aware such a result is possible, but as far as I am aware (I am not a lawyer) punitive liquidated damages being substituted occurs due to a general legal theory of unconscionability that such terms are imposed against a weaker party and are sufficiently unfair. That is not the case here as this is the clearly strong party, being the entity drafting the contract of adhesion, uniformly adding it to contracts where they have complete control over the terms where it harms themselves for the benefit of the weaker party. I find it highly unlikely that a clause with such facts would be struck down in existing precedent or in the future, though I could be wrong. If I am wrong, then I need to come up with a new idea.
- aflag 4y ago
  To be fair, lifetime may refer to the life of the company and not the customer :P
ihateyouall123 4y ago
[flagged]
moi2388 4y ago
Right. Sell it and somehow you have no responsibility.
- dahart 4y ago
  That’s a bit of a straw man, why are we adding even more exaggeration? The company has the responsibility to honor its contracts before and after a sale, legally. The relationship sounds more complicated for the article at the top, but since this sub thread detoured into abstract generalizations, and we’re now talking about responsibility categorically, a change of ownership of a company is transparent to the company’s legal responsibilities to its customers and contracts. And yes, that’s what a sale legally means for the previous owner, generally speaking. They are transferring all control, profits, obligations, and debts to the new owner. It would be bad if that weren’t the case, because then company owners could weasel out of the company obligations by blaming someone else who no longer has any control.
JohnFen 4y ago
I don't think it's that anyone is lying as much as the concept of "lifetime licenses" is itself a lie. There is no such thing, as proven by all the various ways that such licenses have been voided.
- dahart 4y ago
  > There is no such thing Sure there is, there’s an entire thread here of people mentioning their faves. https://news.ycombinator.com/item?id=35538466 https://news.ycombinator.com/item?id=35538466 It’s not proof or even true to claim that some examples mean all lifetime licenses will be voided. Like most things in life, it’s a distribution where some people behave well and some people don’t. It’s valid to worry about whether a lifetime license will survive the future, whether you think any specific company is lying to you, and it’s worth estimating the risks of your purchase. But it’s not valid to conclude that the whole concept of this kind of license is a lie just because it doesn’t always work out.
  - JohnFen 4y ago
    The very fact that it's possible for it to not work out makes it a deceptive term because it's not a "lifetime license". If you actually buy software, there is no possibility that the company can take it away from you.
    - dahart 4y ago
      > The very fact that it's possible for it to not work out makes it a deceptive term because it's not a "lifetime license". Naw, by that logic any sale of any kind is “deceptive”. You’re conflating sometimes with always. The existence of dishonest people doesn’t make you a dishonest person, right?
      - JohnFen 4y ago
        > by that logic any sale of any kind is “deceptive”. How so? Nobody is going to repossess something I've actually purchased. That's the whole point of a purchase. A "lifetime license" is not like that.

by dahart 4y ago

crazygringo 4y ago

If the previous owners were truly committed to upholding the lifetime license, they would have never sold the company without an ironclad legally enforceable guarantee the new owners would uphold the lifetime license as well. They clearly didn't. They either didn't care, or it would have decreased the sale price of the company (or the ability to sell it at all) and they preferred the money. So I absolutely hold the original owners equally responsible. They made the promise and they created the conditions for it to be broken. Which was an entirely predictable outcome, which is why calling it a "lie" doesn't seem inappropriate.

dahart 4y ago
Why do you believe the contract with the customer isn’t legally enforceable? The new owners may just be choosing to break the law because they believe nobody will attempt to sue them over fifty bucks or whatever. I guess you can decide to blame whoever you want, but the legal responsibility for upholding a contract lies with the company, and a change of ownership doesn’t change that from a legal perspective. It also doesn’t change or help anything to make wild assumptions about what the previous owners cared about. You simply cannot control what a new owner does with your company once you sell it, that’s what selling it means. Using words like “lying” when people may have had every intention to meet the contract is just an exaggeratory drain on having reasonable conversation.
- Veserv 4y ago
  It is absolutely lying. The original owners could have put in a voluntary, irrevocable, liquidated damages clause that is sufficiently punitive that no subsequent owner of the company would think to violate it. As they intend to honor the “lifetime license” for a lifetime and totally do not intend to renege for that duration there is no harm in enforcing that clause with force of law.
  - dahart 4y ago
    You didn’t even consider the question I asked. Why are you making the assumption that sale of a lifetime license isn’t currently enforceable by law? The article only complained and didn’t attempt to challenge their license. Your idea only works if someone is willing to challenge the company. If the new owners of a company are choosing to break the contracts or the law, why would you expect another contract to help? There are a million and one promises companies have made to customers and other companies by the time they are acquired. Installing clauses like you suggest for all of them is wildly unrealistic, would be very expensive in billable lawyer hours, may delay or subvert the sale, and above all may be unnecessary/unhelpful/confusing if the existing customer contract is already legally binding.
    - Veserv 4y ago
      I did, in fact, consider the question you asked. The terms are enforceable by law, but the ability to enforce is so limp-wristed and ineffectual as to provide effectively no recourse with respect to getting the specific terms of the contract executed which is what unsophisticated consumers morally deserve in contracts of adhesion (or a immediate full refund). That companies find it inconvenient for their pocketbook and deal flow to actually bind themselves in a effective way to the terms of their promises to the legally unsophisticated public is ethically repugnant. If they do no want to do so then they can just not promise or imply such terms, nothing is forcing them to make promises that they have no intention to be bound by.
  - slavik81 4y ago
    > The original owners could have put in a voluntary, irrevocable, liquidated damages clause that is sufficiently punitive that no subsequent owner of the company would think to violate it If a court believed the liquidated damages were punitive, they would reject the value specified by the contract and substitute a more reasonable estimate of the actual damages.
    - Veserv 4y ago
      I am aware such a result is possible, but as far as I am aware (I am not a lawyer) punitive liquidated damages being substituted occurs due to a general legal theory of unconscionability that such terms are imposed against a weaker party and are sufficiently unfair. That is not the case here as this is the clearly strong party, being the entity drafting the contract of adhesion, uniformly adding it to contracts where they have complete control over the terms where it harms themselves for the benefit of the weaker party. I find it highly unlikely that a clause with such facts would be struck down in existing precedent or in the future, though I could be wrong. If I am wrong, then I need to come up with a new idea.
aflag 4y ago
To be fair, lifetime may refer to the life of the company and not the customer :P

ihateyouall123 4y ago

[flagged]

moi2388 4y ago

Right. Sell it and somehow you have no responsibility.

dahart 4y ago
That’s a bit of a straw man, why are we adding even more exaggeration? The company has the responsibility to honor its contracts before and after a sale, legally. The relationship sounds more complicated for the article at the top, but since this sub thread detoured into abstract generalizations, and we’re now talking about responsibility categorically, a change of ownership of a company is transparent to the company’s legal responsibilities to its customers and contracts. And yes, that’s what a sale legally means for the previous owner, generally speaking. They are transferring all control, profits, obligations, and debts to the new owner. It would be bad if that weren’t the case, because then company owners could weasel out of the company obligations by blaming someone else who no longer has any control.

JohnFen 4y ago

I don't think it's that anyone is lying as much as the concept of "lifetime licenses" is itself a lie. There is no such thing, as proven by all the various ways that such licenses have been voided.

dahart 4y ago
> There is no such thing Sure there is, there’s an entire thread here of people mentioning their faves. https://news.ycombinator.com/item?id=35538466 https://news.ycombinator.com/item?id=35538466 It’s not proof or even true to claim that some examples mean all lifetime licenses will be voided. Like most things in life, it’s a distribution where some people behave well and some people don’t. It’s valid to worry about whether a lifetime license will survive the future, whether you think any specific company is lying to you, and it’s worth estimating the risks of your purchase. But it’s not valid to conclude that the whole concept of this kind of license is a lie just because it doesn’t always work out.
- JohnFen 4y ago
  The very fact that it's possible for it to not work out makes it a deceptive term because it's not a "lifetime license". If you actually buy software, there is no possibility that the company can take it away from you.
  - dahart 4y ago
    > The very fact that it's possible for it to not work out makes it a deceptive term because it's not a "lifetime license". Naw, by that logic any sale of any kind is “deceptive”. You’re conflating sometimes with always. The existence of dishonest people doesn’t make you a dishonest person, right?
    - JohnFen 4y ago
      > by that logic any sale of any kind is “deceptive”. How so? Nobody is going to repossess something I've actually purchased. That's the whole point of a purchase. A "lifetime license" is not like that.