Earlier quoted context omitted.
He's supposed to be a journalist. It's a massive conflict of interest and in traditional media would be a breach of professional ethics.
In this case, he is clearly an entrepreneur writing about his venture. To think that his writing is anything approaching journalism is simply naive.
CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
61–70 of 98 posts
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#62I have litigated a variety of "false promise" and breach of fiduciary cases on behalf of startups over the years and can share a few observations about what I see here (and I am seeing it literally for the first time, as I have not followed this story). 1. This obviously was an ill-documented relationship, though what is outlined in the complaint clearly suggests that it was either a joint venture of some type or at…
Damn, that is a fascinating legal discourse from someone who knows what they're talking about. Hats off to you sir. I'm following this story not only because of its relevance to start-ups and IP in general but also because it's techcrunch. On similar note, what can you make of his claims about a third-party owning much of the technical IP? If true, will they be shortly filing a claim?
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#63I know it hurts, but the baby is dead. He needs to bury it, mourn in private, heal, and move on. Litigation won't bring him happiness, wealth, a good reputation, or even closure. In fact, all this lashing out will do the opposite. If he just shuts up about them, they'll very likely disappear like all the other >year-late, >100% over-budget buggy gadgets without major marketing, funding, or innovation.
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#64I have litigated a variety of "false promise" and breach of fiduciary cases on behalf of startups over the years and can share a few observations about what I see here (and I am seeing it literally for the first time, as I have not followed this story). 1. This obviously was an ill-documented relationship, though what is outlined in the complaint clearly suggests that it was either a joint venture of some type or at…
Technically, a joint venture (indeed, any partnership) can be based on a purely verbal arrangement This makes sense, but it scares me a little. Entrepreneurial types frequently do what Fusion Garage and Arrington did, though usually on a lesser scale. A product person and a tech person might get together for a week to try something out, and they might even talk about formalizing a relationship. Often, this is done to…
To have a binding contract, even a verbal one, you need to have a meeting of the minds on terms of a deal that typically include mutual consideration - if what you are discussing is preliminary and does not include commitments upon which people can reasonably rely, it usually is safe to conclude that there is no basis for a binding contract.
The "false promise" type of situation is a specialized one that normally does not arise in most startup situations. In general, it is a variation of fraud. Fraud generally consists of false representations made to a party upon which that party reasonably relies to his detriment - in other words, getting "tricked," misled, etc. in a way that hurts you. A typical misrepresentation must be one of a fact that is falsely represented by a party (e.g., "my company has achieved x sales and you should invest in it when sales are nowhere near what is represented). The "false promise" variation of fraud is one in which the misrepresentation consists of a false fact but the fact itself is intangible - in this case, a false representation of one's state of mind. Thus, if one makes a promise without any intention of ever performing it, this is in the nature of a false statement of fact by which one can "trick" another person and thus constitutes a basis for fraud (e.g., if you do x, y, and z for my company, I will grant you a 20% interest in my company where the person making the promise never had any intention of performing on that promise). This "false promise" type of fraud is not the type of promise upon which a contract is formed but rather one upon which an action for fraud is predicated. In the contract context, it is most often used to try to get out of a contract ("I know my contract says I must do x, but the only reason I entered into it was in reliance on a promise made by the other party that he never intended to perform - because of the promissory fraud, I can rescind my contract").
With respect to promises or exchanges upon which parties try to claim that a partnership has resulted, you need the essential element that any such venture has to be based on the idea of splitting or sharing profits arising from your joint activity in some fashion (almost always in some percentage fashion). Thus, this represents only a narrow category of situations where one might inadvertently find himself faced with a claim by another party that negotiations they engaged in allegedly resulted in a legal partnership between them.
As appears in the TC case, the "false promise" and "binding partnership" type of claims tend to arise when parties have had complex dealings between them, allowing one or more of the parties to assert colorable claims of having been misled to one's detriment or of claiming that the parties agreed to undertake a venture by which they would split profits.
In 99.99% of cases, you can safely undertake typical negotiations with another party without fear that you will inadvertently enter into a contract. This is one aspect of law in which, surprisingly, common sense is actually your best guide. Contracts ultimately tend to turn on reasonable expectations of the parties and, if what you are doing does not feel like a binding commitment, it usually is not.
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#65This confirms that they had no contracts - Arrington's "exhibits" are some blog posts and emails. This guy seriously used to be a lawyer? The initial price point was just an attempt to hype it up by Arrington, so this whole device would never be much anyway. BTW, Techcrunch is deleting any unfavorable comments on their blog, just as they have done many other times previously.
Can we let this be the straw that breaks the camel's back in terms of NEVER POSTING TechCrunch articles?
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#66Point 6: Much of the key intellectual property, including the board and much of the mechanicals, is owned by Pegatron, the manufacturing arm of Asus. Point 7: The entire blueprint of the device was created by me. I don't exactly understand what he means by this. He created the blue print but someone else owns the IP? And what exactly is a blue print, in this case? Just saying what the device needs to do/look? Isn't t…
Since Pegatron is an Asus subsidiary, the most reasonable interpretation is that they've started out with motherboard designs or other IP licensed from Pegatron/Asus and modified that to suit the device. Few people would start out with a blank slate when most large potential manufacturing partners can offer decent starting points that are well suited for their manufacturing process (using components they have large v…
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#67In my business we've conducted several off-shoring experiments, and they have largely failed to realize a significant return. The lesson I learned from observing and assisting in those experiments is that the secret sauce in business is reputation. Finding people who are honest, reliable, and intelligent can be very difficult. When you find people like that, "grapple them to thy soul with hoops of steel." If, like Michael Arrington, you wander into an industry with nothing but your hubris to guide you, you'll most likely be taken for a ride.
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#68I have litigated a variety of "false promise" and breach of fiduciary cases on behalf of startups over the years and can share a few observations about what I see here (and I am seeing it literally for the first time, as I have not followed this story). 1. This obviously was an ill-documented relationship, though what is outlined in the complaint clearly suggests that it was either a joint venture of some type or at…
grellas +++
Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#69Re: CrunchPad Federal Lawsuit Filed; Some Additional Thoughts
#70Ok so it seems a lot of people are eager to call out Arrington for being foolish here.. Hindsight is 20/20 and while it's clear TC and friends made some key mistakes let's not burn them at the cross like so many in this forum are doing.. I'm working in a startup with a Neurologist who has an appointment at Harvard and an MBA - no doubt he's a smart guy. Nevertheless that didn't really matter a few years ago when our…