So, all you lawyer types

[_harmony]

I can't seem to find an answer to this question:

Who owns the archives for what was formerly referred to as The FARMS Review of Books? BYU? MI? the LDS church? or a former editor (who shall be nameless, for the intents of this thread)?

FROB was published for a long time. What happens to the archives? What happens to the last publication? What happens to the unpublished essay?

Thank you in advance.

[_sock puppet]

I can't seem to find an answer to this question:

Who owns the archives for what was formerly referred to as The FARMS Review of Books? BYU? MI? the LDS church? or a former editor (who shall be nameless, for the intents of this thread)?

FROB was published for a long time. What happens to the archives? What happens to the last publication? What happens to the unpublished essay?

Thank you in advance.

I suspect that when FARMS became part of NAMIRS, BYU became the owner of those rights. I suspect that BYU/COB was interested in gaining the rights even to the pre-merger materials, in order to gain control over what is done with them. It would, however, be a matter of contract between FARMS and BYU, and possibly addressed in business entity merger documents (documents that perhaps outlined under Utah state corporate law, for example, that FARMS merged into and became part of BYU).

As to the unpublished essay, it too depends on what if any contract there may be between NAMIRS/BYU and Greg Smith. Since it has not been published, there may be no contract restricting what Greg may do with it, or if there was a contract, the restrictions on Greg might have lapsed by virtue of NAMIRS not having published it within so many months. But it all depends on whether there is a contract in place and what it provides.

[_harmony]

I suspect that when FARMS became part of NAMIRS, BYU became the owner of those rights. I suspect that BYU/COB was interested in gaining the rights even to the pre-merger materials, in order to gain control over what is done with them. It would, however, be a matter of contract between FARMS and BYU, and possibly addressed in business entity merger documents (documents that perhaps outlined under Utah state corporate law, for example, that FARMS merged into and became part of BYU).

As to the unpublished essay, it too depends on what if any contract there may be between NAMIRS/BYU and Greg Smith. Since it has not been published, there may be no contract restricting what Greg may do with it, or if there was a contract, the restrictions on Greg might have lapsed by virtue of NAMIRS not having published it within so many months. But it all depends on whether there is a contract in place and what it provides.

Does the situation with the essay change if money was exchanged, even if MI chose to not publish?

So... it's very likely that the archives remain with MI? (because I can't fathom the LDS church allowing anyone else to keep them...)

[Guest]

I suspect that when FARMS became part of NAMIRS, BYU became the owner of those rights. I suspect that BYU/COB was interested in gaining the rights even to the pre-merger materials, in order to gain control over what is done with them. It would, however, be a matter of contract between FARMS and BYU, and possibly addressed in business entity merger documents (documents that perhaps outlined under Utah state corporate law, for example, that FARMS merged into and became part of BYU).

As to the unpublished essay, it too depends on what if any contract there may be between NAMIRS/BYU and Greg Smith. Since it has not been published, there may be no contract restricting what Greg may do with it, or if there was a contract, the restrictions on Greg might have lapsed by virtue of NAMIRS not having published it within so many months. But it all depends on whether there is a contract in place and what it provides.

Does the situation with the essay change if money was exchanged, even if MI chose to not publish?

So... it's very likely that the archives remain with MI? (because I can't fathom the LDS church allowing anyone else to keep them...)

If NAMIRS gave Greg no money or anything else of value, a contract might be unenforceable by NAMIRS for want of 'consideration'. If NAMIRS did pay Greg, even a nominal amount, then that would strengthen NAMIRS contract rights if Greg breached the contract restrictions--whatever they may be. I've not even heard mention of or allusion to one existing.

The only reason I might hesitate in my speculation the the LDS Church would have the FARMS archive rights is that Jack Welch would likely have been doing some lawyering for old FARMS in the negotiations/agreements by which FARMS became part of NAMIRS, and therefore might have had the legal foresight to have insisted that he or the old FARMS entity (if it continued, albeit inactive, as a legal entity separate and apart from NAMIRS/BYU) retain the rights to the pre-merger archives.

[_harmony]

Does the situation with the essay change if money was exchanged, even if MI chose to not publish?

So... it's very likely that the archives remain with MI? (because I can't fathom the LDS church allowing anyone else to keep them...)

If NAMIRS gave Greg no money or anything else of value, a contract might be enforceable by NAMIRS for want of 'consideration'. If NAMIRS did pay Greg, even a nominal amount, then that would strengthen NAMIRS contract rights if Greg breached the contract restrictions--whatever they may be. I've not even heard mention of or allusion to one existing.

The only reason I might hesitate in my speculation the the LDS Church would have the FARMS archive rights is that Jack Welch would likely have been doing some lawyering for old FARMS in the negotiations/agreements by which FARMS became part of NAMIRS, and therefore might have had the legal foresight to have insisted that he or the old FARMS entity (if it continued, albeit inactive, as a legal entity separate and apart from NAMIRS/BYU) retain the rights to the pre-merger archives.

So assuming there are pre merger and post merger archives, who would control either?

[_sock puppet]

Does the situation with the essay change if money was exchanged, even if MI chose to not publish?

So... it's very likely that the archives remain with MI? (because I can't fathom the LDS church allowing anyone else to keep them...)

If NAMIRS gave Greg no money or anything else of value, a contract might be unenforceable by NAMIRS for want of 'consideration'. If NAMIRS did pay Greg, even a nominal amount, then that would strengthen NAMIRS contract rights if Greg breached the contract restrictions--whatever they may be. I've not even heard mention of or allusion to one existing.

The only reason I might hesitate in my speculation the the LDS Church would have the FARMS archive rights is that Jack Welch would likely have been doing some lawyering for old FARMS in the negotiations/agreements by which FARMS became part of NAMIRS, and therefore might have had the legal foresight to have insisted that he or the old FARMS entity (if it continued, albeit inactive, as a legal entity separate and apart from NAMIRS/BYU) retain the rights to the pre-merger archives.

So assuming there are pre merger and post merger archives, who would control either?

I would be quite surprised if the rights to the post-merger works are not owned/controlled by BYU/NAMIRS.

As to the pre-merger works, I suspect that the ownership rights are addressed in documents we do not have the benefit of. If not addressed in any of the documents drafted for that merger, it depends on if FARMS as a legal entity was subsumed into NAMIRS and FARMS thereby lost its separate legal existence. If not addressed in documents and FARMS was truly so merged into NAMIRS (and FARMS then and thereby ceased to exist), then NAMIRS would own what FARMS had owned at the time of its merger out of existence. If, on the other hand, the OMIDs merely started doing their apologetics for NAMIRS and FARMS was not merged (and no documents addressed the rights to those prior works), then I would think that FARMS yet owns those rights and whomever owned/controlled FARMS last would yet own/control those rights.

[_harmony]

I would be quite surprised if the rights to the post-merger works are not owned/controlled by BYU/NAMIRS.

And now? When the Review no longer exists? Or does that not even matter?

As to the pre-merger works, I suspect that the ownership rights are addressed in documents we do not have the benefit of. If not addressed in any of the documents drafted for that merger, it depends on if FARMS as a legal entity was subsumed into NAMIRS and FARMS thereby lost its separate legal existence. If not addressed in documents and FARMS was truly so merged into NAMIRS (and FARMS then and thereby ceased to exist), then NAMIRS would own what FARMS had owned at the time of its merger out of existence. If, on the other hand, the OMIDs merely started doing their apologetics for NAMIRS and FARMS was not merged (and no documents addressed the rights to those prior works), then I would think that FARMS yet owns those rights and whomever owned/controlled FARMS last would yet own/control those rights.

So an individual owns them? Or possibly a board?

[_sock puppet]

I would be quite surprised if the rights to the post-merger works are not owned/controlled by BYU/NAMIRS.

And now? When the Review no longer exists? Or does that not even matter?

The Review, as an ongoing publication title, is likely simply an intellectual asset that belongs most likely to BYU/NAMIRS, at the time the Review was discontinued and now. If so, then for anyone else to publish in the future using the Review's title would require BYU/NAMIRS' consent. The publication rights/control for the archived materials post-merger likely are yet an asset of BYU/NAMIRS.

Of course, there may be legal documents signed authoritatively on behalf of BYU/NAMIRS that override these likely assumptions.

As to the pre-merger works, I suspect that the ownership rights are addressed in documents we do not have the benefit of. If not addressed in any of the documents drafted for that merger, it depends on if FARMS as a legal entity was subsumed into NAMIRS and FARMS thereby lost its separate legal existence. If not addressed in documents and FARMS was truly so merged into NAMIRS (and FARMS then and thereby ceased to exist), then NAMIRS would own what FARMS had owned at the time of its merger out of existence. If, on the other hand, the OMIDs merely started doing their apologetics for NAMIRS and FARMS was not merged (and no documents addressed the rights to those prior works), then I would think that FARMS yet owns those rights and whomever owned/controlled FARMS last would yet own/control those rights.

So an individual owns them? Or possibly a board?

Assuming that BYU/NAMIRS did not acquire the old, pre-merger archive rights as part of the merger, then either those rights were then transferred to someone or some other entity or those rights were retained by FARMS if it continued post-merger as an entity separate from and not subsumed in the merger by BYU/NAMIRS.

If FARMS continues as a separate legal entity and retained those rights, whether those rights are controlled by an individual or a board depends on whether FARMS was an owned, for-profit entity (then it might have distributed those rights to an individual that owned the FARMS entity). If the FARMS entity was a non-profit one or FARMS as an entity has retained ownership of those intellectual property rights, then the last constituted governing board might have residual control over those rights.

[_harmony]

The Review, as an ongoing publication title, is likely simply an intellectual asset that belongs most likely to BYU/NAMIRS, at the time the Review was discontinued and now. If so, then for anyone else to publish in the future using the Review's title would require BYU/NAMIRS' consent. The publication rights/control for the archived materials post-merger likely are yet an asset of BYU/NAMIRS.

Of course, there may be legal documents signed authoritatively on behalf of BYU/NAMIRS that override these likely assumptions.

What about things in the pipeline, but not yet published when the Review was disbanded? (Assuming, of course, that contracts were in place, per normal). Like the essays that were ready to be published when the Review was disbanded? Are they covered the same as the archives?

Assuming that BYU/NAMIRS did not acquire the old, pre-merger archive rights as part of the merger, then either those rights were then transferred to someone or some other entity or those rights were retained by FARMS if it continued post-merger as an entity separate from and not subsumed in the merger by BYU/NAMIRS.

If FARMS continues as a separate legal entity and retained those rights, whether those rights are controlled by an individual or a board depends on whether FARMS was an owned, for-profit entity (then it might have distributed those rights to an individual that owned the FARMS entity). If the FARMS entity was a non-profit one or FARMS as an entity has retained ownership of those intellectual property rights, then the last constituted governing board might have residual control over those rights.

So it's possible that FARMS is able to maintain the archives. Does that mean all electronic copies or just the ones that were actually published and then physically filed somewhere?

(you are so sweet to be so patient with these questions).

[_sock puppet]

The Review, as an ongoing publication title, is likely simply an intellectual asset that belongs most likely to BYU/NAMIRS, at the time the Review was discontinued and now. If so, then for anyone else to publish in the future using the Review's title would require BYU/NAMIRS' consent. The publication rights/control for the archived materials post-merger likely are yet an asset of BYU/NAMIRS.

Of course, there may be legal documents signed authoritatively on behalf of BYU/NAMIRS that override these likely assumptions.

What about things in the pipeline, but not yet published when the Review was disbanded? (Assuming, of course, that contracts were in place, per normal). Like the essays that were ready to be published when the Review was disbanded? Are they covered the same as the archives?

An article that was submitted to the Review before it was put on hiatus might or might not be subject to an agreement between the submitting author and BYU/NAMIRS. It depends on what signed documents there might be, or terms under which submitted. For example, if NAMIRS has posted terms for paper submissions, and Smith submitted his paper to NAMIRS, those pre-posted terms by NAMIRS might be considered by a court legally binding (contractual in nature) if either Smith or NAMIRS tried to do something contrary to those terms after Smith submitted the paper. Such posted terms could be considered a contractual offer by NAMIRS, which if then an author submits a paper to NAMIRS, 'accepts' that offer, creating a legally binding contract.

Assuming that BYU/NAMIRS did not acquire the old, pre-merger archive rights as part of the merger, then either those rights were then transferred to someone or some other entity or those rights were retained by FARMS if it continued post-merger as an entity separate from and not subsumed in the merger by BYU/NAMIRS.

If FARMS continues as a separate legal entity and retained those rights, whether those rights are controlled by an individual or a board depends on whether FARMS was an owned, for-profit entity (then it might have distributed those rights to an individual that owned the FARMS entity). If the FARMS entity was a non-profit one or FARMS as an entity has retained ownership of those intellectual property rights, then the last constituted governing board might have residual control over those rights.

So it's possible that FARMS is able to maintain the archives. Does that mean all electronic copies or just the ones that were actually published and then physically filed somewhere?

(you are so sweet to be so patient with these questions).

Possible? Yes, FARMS might not be in violation of any rights of BYU/NAMIRS by FARMS maintaining archives. But I do not have the information (signed documents leading up to, incident to or effecting the merger, or even after the merger) that might bear on this very question. There are likelihoods one might consider in the vacuum of having those documents, as BYU is usually lawyered up pretty well and usually asserts a long reach of rights when it is involved. So it may very well be that no one other than BYU/NAMIRS has any rights to anything published by FARMS, even before the merger.

Usually legal documents, if there are any, would not leave out intellectual property rights to written materials based just on the medium (electronic v paper, for example). Usually, however the rights are divided or specified would include such rights in all media that they might be.

As for unpublished works, there may be contracts between the authors that submitted those and old FARMS or BYU/NAMIRS. If with old FARMS, those contracts may have become owned by BYU/NAMIRS when FARMS was swept up into BYU/NAMIRS, or perhaps retained by old FARMS as a continuing, separate (albeit defunct) entity, or even been transferred to someone else. Just don't know the particulars.

Patience is a Guns n' Roses song that I like somewhat, but not an attribute I commonly display.