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Author Topic: On Going Queensryche legal battle in King County Superior Court  (Read 175062 times)

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Rycher

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #40 on: June 29, 2012, 10:29:09 PM »

Pink Floyd lawsuit copycat
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DarknessOnTheWay

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #41 on: June 30, 2012, 12:01:18 AM »

I can't imagine Whip, Scott, and Ed would just call the La Torre lineup "Queensrÿche" without the guy with the tie telling them they were safe to do so.
this....

erasion

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #42 on: June 30, 2012, 01:11:20 AM »

I don't know what the potential value of Queensryche brand going forward will be, but it concerns me that a long, drawn-out court case could cost the participants more than they are likely to earn from performing under the name.

For this reason it makes sense for this to be settled as soon as possible, but common sense may have little to do with what is likely to be a very emotional issue for those involved on both sides.
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jasonslater

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #43 on: June 30, 2012, 01:31:21 AM »

Sussman was hired by the band (not the Tate's) as their lawyer and accountant. CDG won't get brought into this because he isn't part of the corporate entity. Which brings up an interesting point,most forms of corporations do not allow you to "fire" or kick somebody out of the corp. generally the person would have to decide to leave the corp and be compensated (Degarmo). All this makes me wonder whether they had advice from a lawyer that knows about corporate law before they "fired" Geoff........
J.
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Net Profit

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #44 on: June 30, 2012, 06:30:22 AM »

Most corporations have shareholder agreements.  Within a good shareholder agreement is a section on "removal" from the corporation.  These can be (and usually are) very complicated. 
In the context of a professional band, I can see where there might be terms to remove a member from the performing part of the corporation, i.e. fired.  Buying out the removed shareholder's shares involves calculation of the business' value.

In the case of Queensryche, perhaps the shareholder's agreement allows the firing of a member who isn't performing up to stipulated expectations but allows that fired member to retain his ownership in the corporation and therefore his share of the future profits of the band.

It would be great if this could be settled outside of court but that doesn't appear likely.
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Jerikka

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #45 on: June 30, 2012, 07:02:32 AM »

Pretty much what Net Profit said. I haven't heard anyone talking about anything relating to Geoff's shareholder interest in QR or its associated businesses .. only simply Geoff being fired from his position of vocalist in the Queensrÿche band. In every corporation on Earth, people get fired all the time, including people who own stock in the company. Not sure what JS means when he says that most corporations don't allow anyone to be fired. No one has said anything about forcibly taking away Geoff's financial interest in the company, as that's an entirely separate issue from being fired as vocalist.**

*Edit to add: Obviously their corporate charter and rules, which I haven't seen, would likely talk about the specifics of this --- I'm simply posting to clarify that "most forms of corporations" fire people who are "in the corporation" every day.
« Last Edit: June 30, 2012, 07:07:40 AM by Jerikka »
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Samsara

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #46 on: June 30, 2012, 07:47:08 AM »

Band agreements and corporate charters, if drafted correctly, usually do have multiple triggers that can allow for removal of an officer. If Geoff violated one of those, that's all the opening that they'd need. I haven't seen the QR band agreement or corporate charter, so I don't know for certain. But my guess is that is what occurred here.

Regarding Geoff's stake in the band, even if my assumption is correct, I believe Geoff would then have to be compensated for his 25 percent stake in the name.

If I was Geoff's attorney, I'd argue first that they had no cause to get rid of me and if that couldn't hold up, I'd argue (as Geoff already put out in public) that his contribution was larger than the other guys and as such, he deserves a much higher stake in the Queensryche name.

With that said, that's why my guess is -- the Rolling Stone article was public posturing. If all my speculation up above is correct, then my guess is, perhaps Tate knows that there are grounds for removing him (perhaps the alleged Brazil incident, perhaps something else), and he's now doing his best to position himself for a higher stake in the name and future earnings.

For example -- Steve Perry STILL gets paid by Journey. He has a claim in their future earnings. That happens often in cases like this. I believe that is what Geoff is angling for.  That could also be hugely detrimental to the rest of the band. Because if Geoff successfully gets a court to agree that Tate is owed 25 percent in all future earnings of the band, it's a huge chunk of money over time.

But again, without seeing the band agreement and their corporate charter, AND being privy to exactly why the QR side feels the way they do (we have Tate's arguments and position in Rolling Stone), I can't say any of this for certain. But that's how I see it, given certain assumptions.

And for background, as someone mentioned, a few of us here, myself included, are either practicing attorneys or at the least, law school graduates. So while my take on this whole thing is no more valid than anyone else's, that's how I read it based on my experience. But again, without seeing the actual corporate documents and knowing exactly what each side is claiming, its all just speculation. Those things make or break everything.
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Big Log

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #47 on: June 30, 2012, 07:55:56 AM »

You know, as much as all of this sucks, at the end of the day, everyone is going to get what they want.  The band will be able to play the songs (and style of music) they want to play; Tate will be able to play the type of music he wants to play; both will be able to capitalize on the Queensryche brand to promote their music; and the fans will get what they want.  The Tate-iacs will get his acoustic / wine hawking shows, playing the music the way he wants to play it; the fans of classic QR will get to hear the classic songs (as well as new music) played the way it should be played and, hopefully, will skip most of the last 15+ years.

What we're going through right now is a really bad divorce ... but a bad divorce that needed to take place for all sides.  How each  side acts during this process will say more about their true character and an awful lot about what their true intentions really are.  I'm sorry to see it happen ... but I'm also not sorry to see it happen.  Just get it done as quickly and painlessly as possible. 
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erasion

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #48 on: June 30, 2012, 09:01:40 AM »

As a parallel, there are two scenarios I can see here which mirror the first two members to leave KISS (this is me paraphrasing from the book KISS AND SELL, so apologies for any lack of clarity):

Peter Criss, after leaving KISS remained a partner in the band; this meant he was equal to a share of everything KISS created (including merchandise) after he left along with future royalties for existing recording. He share of the band was later bought out by Stanley + Simmons.

Ace Frehley was bought out when he left the band so whilst he would retain future royalties from existing recordings, he would no longer earn income from anything created by KISS after his departure.

As I see it, Tate would argue that QR would not exist if it weren't for him (wrote 81% of songs, steered the band for years, etc) so he is entitled to earnings from work created by QR even after he left.
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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #49 on: June 30, 2012, 09:07:17 AM »

As I see it, Tate would argue that QR would not exist if it weren't for him (wrote 81% of songs, steered the band for years, etc) so he is entitled to earnings from work created by QR even after he left.

I see where you're going with this and I think the counter argument could be made that the direction Tate took the band was to the detriment of the band's reputation and earning capacity. 
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Samsara

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #50 on: June 30, 2012, 09:38:19 AM »

As I see it, Tate would argue that QR would not exist if it weren't for him (wrote 81% of songs, steered the band for years, etc) so he is entitled to earnings from work created by QR even after he left.

I see where you're going with this and I think the counter argument could be made that the direction Tate took the band was to the detriment of the band's reputation and earning capacity. 

If I was in QR's attorney's shoes, yes, that would be the counter argument I'd make to that point by Geoff.
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rmp0012002

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #51 on: June 30, 2012, 03:58:30 PM »

As I see it, Tate would argue that QR would not exist if it weren't for him (wrote 81% of songs, steered the band for years, etc) so he is entitled to earnings from work created by QR even after he left.

I see where you're going with this and I think the counter argument could be made that the direction Tate took the band was to the detriment of the band's reputation and earning capacity. 

If I was in QR's attorney's shoes, yes, that would be the counter argument I'd make to that point by Geoff.

The writing credits or as former president of the corporation are the only issue I could see where CDG would be called in to verify documentation. I don't know if the music holds more weight in a case like this or the lyrics or just having his name on a song.  I don't see the outcome preventing either side from playing any of the songs but a royalty fee could be tagged on for playing someone else's music for profit.  While Geoff is looking for the best monetary solution I think he wants the name.  Geoff just as "Geoff Tate" doesn't sell tickets but along with "Queensryche" in some form it does.  I would have to think the corporation papers would hold all the answers, maybe I'm wrong.
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AynRand

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #52 on: June 30, 2012, 04:26:19 PM »

Here is what I have found on Melodisc.

MELODISC LTD
10751 DENSMORE AVE N
SEATTLE,  WA  98133-8943

COMPANY OVERVIEW

MELODISC LTD is in the LEGAL SERVICES industry in SEATTLE, WA. This company currently has approximately 1 to 5 employees and annual sales of Under $500,000.

Upon further research, I located whom it is:

Registered Agent Information
Agent Name   NEIL SUSSMAN
Address   10751 DENSMORE AVE N
City   SEATTLE
State   WA
ZIP   98133
This information is located on the Tri-Ryche Corporation Registration Page.

 


Neil Sussman was the band's attorney for eons. I have no idea if he currently is or not.

From my limited knowledge about corporations, these are my thoughts. The companies the band members own are likely S-corporations due to the tax structure (much better than a C-Corp) and small ownership (less than 100 shareholders). The spouses in an S-Corp. are automatic single shareholders which is likely the reason the spouses are named in the lawsuit Geoff and Susan filed. Ex spouses and family are also single share holders as long as they elect to be a share holder. So, for instance if Eddie is divorced, his spouse may have elected to remain a share holder.

Melodisc is another company of the Band- Sussman, as with Queensryche Merchandising Inc and Tri-Ryche Corp, is the agent (entertainment lawyer) whom reresent(s/ed) those entities on renewal of each registration with the state. The companies, which are all set up as different business entities, with different tax structures (i.e. Corporation, LTD) limit individual liability for losses, so the individual owners can't be held responsible to debtors.

Each of the three companies also show each band member/owner in different roles. Geoff is not the President of any of the three companies. Eddie is the President, Chairman and a Director of Tri-Ryche Corp. They are all Vice Presidents and Directors of Tri-Ryche, but Michael is also the Treasurer and Scott is the Secretary.
With Melodisc, Scott is the President, Secretary and Director, Geoff is VP, Treasurer and Director, Michael and Eddie are VP's and Directors.
With Queensryche Merchandising Inc., Scott, again is the President and Director, Geoff is VP,  Director, Treasurer, AND Secretary! And yet, Michael is also listed as Treasurer and Eddie is listed as Secretary... Hmmm strange for there to be dual roles for Treasurer and Secretary? Interesting since Tate claims the Merchandise company was the start of disagreement, and we know Susan and family had a lot of control over the store/merchandising. As an aside, and having nothing to do with the business structure,  Parker is still listed (as of the last time I looked- a couple weeks ago) as the "contact" for the web store on the Quensryche website (which, is, of course, outdated)- but I am sure he was listed as such when he and Miranda were dating- prior to his guitar role in the band. I have had both, Michelle Maison (Susan's friend), and Miranda answer the store phone (more than a year ago when there was an issue with an order for baby onesies). It was definitely under Tate family control. I am sure there was a reason they wanted to transfer it to a third party.

At least on the business end of things in the governing boards, things seem fairly equal, but a distinction is that Tate is not the President or Chairman of any of the businesses (whether that matters or not). In the Rolling Stone article, Tate said he is "25% holder" in their businesses together, so that makes me think he has equal ownership/profit holding shares. Of course, his family being heavily involved in staffing, the Tates take more of the pie from an employee standpoint, and with Susan as manager, that's probably a big blow to her and to Miranda running the store/Facebook Page. Income and power drops significantly for them.

Based on the "Rising West" KISW Men's Room interview in the first week of June, just prior to their live shows... I personally think that there was no band agreement made on the rest of the band structure, who owns the name, etc. One would think that with Geoff's divorce and Chris leaving and the way they have had to set up business with 3 guitarists that there would be something on paper, but it doesn't seem like it's all set in stone by the way Michael and Scott answer the questions below. I like Scott's french fry analogy too.  :)

I also think Geoff Tate assaulting two of the band members, and perhaps not working in the best interest of the company, as a a Director on a Corporate board should, could prove to be detrimental to his attempted legal maneuver.

***************
KISW:
Transcription mine.


Scott: "Everything is day by day right now."

KISW: "I tell my kids that all the time."

Scott: “Hey listen, if my kids take my French fries, I tell them I am going to talk to the guy with the tie, because I’m not sure you have legal right to take my fries right now.”

KISW: “In the legal world, how soon will you guys know what’s able to be done and is this something that was set so long ago that you’re… is it like a oh, God, like a marriage that happened 25 years ago where you have to go back and look at the paperwork and see what was done early on to figure out what’s to come in the future is it one of those… like, are you going to have to pay child support?

Scott: “It’s a major work in progress.”

KISW: “Would you give any advice to any bands who are starting out now and getting ready to sign a record deal and making it in the business. Is there any advice that you would give them in hindsight from this experience that would be something good for them to know for down the road in case they do become successful like Queensryche and they do make it in the world. Is there one thing that you would tell them from this experience that you would be something good for them to know?”

Michael: "MAKE A BAND AGREEMENT!"

Scott: “Everything on paper is always good, and Uh, just know everything about what you do. We’ve been through ups and downs for decades. I mean we’ve known you guys for a long time and you know the history of what we’ve done for 30 years.”

Scott then goes on to repeat what he said in the RealTimeTV interview a couple days earlier saying to "know your business, know the people working for you, you’ve got to trust them" etc.  


edited to add- the governing board and company information I cited all comes from the WA Secretary of State website in a search under corporations. It's public information.
« Last Edit: June 30, 2012, 04:46:28 PM by AynRand »
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symptom

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #53 on: June 30, 2012, 04:43:08 PM »

For example -- Steve Perry STILL gets paid by Journey. He has a claim in their future earnings. That happens often in cases like this. I believe that is what Geoff is angling for.  That could also be hugely detrimental to the rest of the band. Because if Geoff successfully gets a court to agree that Tate is owed 25 percent in all future earnings of the band, it's a huge chunk of money over time.

Y'know, I have been thinking along these lines ever since the initial announcement of the formation of Rising West.  When Pink Floyd brought in David Gilmour to initially support and then ultimately replace Syd Barret as he slipped into his own reality, Syd still got his checks for being in Pink Floyd; even after the catalog had surpassed—in quantity—his initial offering.

After reading some of Geoff's comments in the Rolling Stone article about someone else singing the songs, maybe that's ultimately what he's gunning for?  IMO his solution as he wanted it to begin with was that he'd do solo stuff, they'd do Rising West, and after some time away they'd reunite to see if they were a reinvigorated QR.  Knowing that won't happen now, I think that he's looking for a legal settlement that will retain his ownership in the band's business body on the grounds that he is a contributor to what made QR a well-recognized and bankable name to begin with and that if they continued on without him to make money with concerts, merchandise and albums as part of that composing & performing body, he'd expect continued payments on that notion.  It's all conjecture, so the above is worth only the pixels it took to display it.

Also, HAS Queensryche made an official announcement?  I know that a Billboard announcement made it through the media, but has anything been officially announced by individual members, or the Rising West FB page?  Even though they have images with the name on them, I have to wonder if the lack of something from the proverbial horse's mouth is intentional.  I think someone on here (I wish I remembered who) speculated at some point that the guys were perhaps moving on as Queensryche more or less until someone stopped them.  Perhaps making that move to ensure that the other shoe would drop so that they could get the ball rolling on their goal.
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fruitloop

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #55 on: July 01, 2012, 11:46:30 AM »

just stick with the name Rising West.......then Geoff gets nothing, things will move on quickly, the guys dont have the baggage that is Q2K through to DTC.......and the fans know that its still pretty much QR so people aint gunna suddenly desert them. Really cant see the point of dragging things through the mud in a long drawn out court process just for the sake of 11 letters. Line in the sand, QR is dead long live RW :metal:
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Eyes Of A Stranger

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #56 on: July 01, 2012, 12:36:02 PM »

just stick with the name Rising West.......then Geoff gets nothing, things will move on quickly, the guys dont have the baggage that is Q2K through to DTC.......and the fans know that its still pretty much QR so people aint gunna suddenly desert them. Really cant see the point of dragging things through the mud in a long drawn out court process just for the sake of 11 letters. Line in the sand, QR is dead long live RW :metal:

I disagree. I think they need to fight this so they can bring the name Queensryche from the depths of hades into the light after so many years of the name being tarnished and dragged into pig shit.
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Karst

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #57 on: July 01, 2012, 01:17:32 PM »

RW has little to do with it really, it is the the fast that Tate was sacked. Its what the courtcase essentially is about.

Samsara

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #58 on: July 01, 2012, 01:24:55 PM »

RW has little to do with it really, it is the the fast that Tate was sacked. Its what the courtcase essentially is about.

The case is about an injunction...most likely about who owns the rights to the name. It has less to do with Tate being axed, and more to do with who can use the name and profit from it.
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Big Log

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Re: On Going Queensryche legal battle in King County Superior Court
« Reply #59 on: July 01, 2012, 01:50:25 PM »

RW has little to do with it really, it is the the fast that Tate was sacked. Its what the courtcase essentially is about.

The case is about an injunction...most likely about who owns the rights to the name. It has less to do with Tate being axed, and more to do with who can use the name and profit from it.

Tate wants to do to QR the same thing I want to do to my 9 year old 4Runner ... drive it into the ground and milk every penny out of it possible.
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You can put out an album that says FU on the cover ... or you can put out an album that says FU because it kicks ass.  I'll take the latter.
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