From the court: Kimball took it under advisement

_Arthur

January 23, 2007

Details to follow

7:08:17 PM


Re: From the court: Kimball took it under advisement

_Arthur

January 23, 2007

There was nothing exceptional. There were no hightlights. Nothing. Just contracts, fiduciary relationships, contracts, clauses, and contracts.

7:11:57 PM


Re: From the court: Kimball took it under advisement

_Arthur

January 23, 2007

The courtroom was packed, several local journalists attended.

7:58:30 PM


More details on Groklaw

_Arthur

January 23, 2007

SCO's argument was focused on various subclauses of the APA along with the (sealed) declarations of 9 individuals. While their words were not read, I believe their substance was to the effect that it was "normal" for a party purchasing UnixWare (the "merged product") to incidentally receive "legacy" SVRx source-code licenses. That the wording of the APA excluded revenue from SVRx licenses that were sold incidentally to the sale of UnixWare and that the Microsoft and Sun agreements were for UnixWare and only incidentally included SVRx.
Mr. Jacobs related how when the lawyers were preparing this motion they referred to it as "The Three Alls". He said that the Novell/Santa Cruz agreements referred to "ALL royalties, fees, & other amounts due for SVRx licenses", "ALL SVRx licenses", and "ALL contracts relating to SVRx licenses". He stressed that "all" meant "ALL", not just binary licenses.
He pointed out that the Sun and Microsoft agreements state that they "amend and restate" a 1994 agreement, which is a SVRx agreement.

(Mr. Singer) continues to argue that the SVRx licenses sold were incidental to the sale of the "merged product" (UnixWare). He pointed to an amendment saying source code license revenue for "additional CPUs" is retained by SCO, and revenue for "additional copies of source code" is retained by SCO.

10:23:26 PM


Re: More details on Groklaw

hamjudo2000

January 23, 2007

Does "incidental" have a special meaning in the contract? The standard dictionary definition would mean that Sun and Microsoft meant to license UnixWare, but as a bonus, they got SVRx licenses. Buying a UnixWare license is an absurd concept, except for those that intend to support UnixWare systems.

Am I missing anything here?

10:42:16 PM


Re: More details on Groklaw

_Arthur

January 23, 2007

Hamju, the only think that SCO could possibly have sold to Sun and M$ was not UnixWare, for which those companies have no use at all, but were a royalties buy-out, akin to the one IBM proceded to (with Novell negociating on behalf of Santa Cruz).

But SCO was not at liberty to deprive Novell of its royalties stream at its pleasure.
The APA, in a very sensible way, specify that Novell must agree to the terms of the buy-out, say, exchange it 95% royalties fot 75% of the lump sum. Or else Santa Cruz or TSCOG would have renegociated away all Novell royalties contracts long ago, and kept the cash.

Nevertheless it is what SCO seems to have done, they sold 2 buy-outs on their own, and gave Novell a 0% cut.

11:07:46 PM


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