Comment by munk-a
18 hours ago
I have absolutely no doubts a court would consider it impossible to transfer goods under consignment to a different entity free of the burden of the consignment contract. So the corporation trying to reach into the franchise to grab these goods without honoring the contract is absolute BS and they should be dragged through the mud over it.
The unfortunate loophole here is that, potentially, by shutting down that franchise in a bankruptcy the corporation may end up being preferred for being made whole on debts relative to the consigner. Bankruptcy is complicated so while I am pretty sure any remaining goods from the consignment would be returned to the original owner the proceeds from sales that were successfully made might end up in the pocket of the corporation.
Personally, I absolutely loathe consignment. It is an incredibly complex agreement with a lot of weird edge cases about deprecation of goods and the duty to seek a good price that get complex quick. If you have goods like this and can find a store that will buy your goods in bulk you should be very careful in considering how much you care about the price difference between that bulk price and the percentage they list for consignment. A single transaction is usually much cleaner and easier for both sides and in this case (trying to pay for medical costs) having the money immediately can be quite attractive.
If you look at the latest stuff from the previous owner where they recorded multiple conversations / pulled security footage... https://www.youtube.com/watch?v=zedmOopRTm0 1, they were allowed to do consignment deals, 2, when corporate took control, they said they'd take on the consignment liability, 3, BAM outright threatens them with making the legal process too expensive for them.
All of which contradicts the current corporate response
yeah, it’s plain as day they say blatantly they’ll take on the consignment.
the reckless ben youtube videos are pretty clearly laid out with contracts, video evidence, etc..
the crazy part to me is how blatant the executives of bricks and minifigs are in saying go ahead and try to sue us, we’ll drag this out until you’re broke from lawyers fees. we’re a lawyer rich corp and you’re not. they don’t even try to hide it.
bricks and minifigs are just crazy dickens movie tier evil it’s crazy.
Unfortunately this makes every Bricks and Minifigs store a risk to do business with, selling or buying. You're either supporting a criminal enterprise or risking being a victim of one.
"the crazy part to me is how blatant the executives of bricks and minifigs are in saying go ahead and try to sue us, we’ll drag this out "
To my experience this is a common strategy in disputes when the corporate party has people who operate as uncivilized brutes. I think it's part of the McKinseyfication of companies - profits at all cost - and here's the playbook.
My personal experience is from private parking control. Rather than be professional about my reclamation, their first response was "only criminals dispute these and we win all the court cases".
So I think trying to be imposing and villanous to scare the other non-corporate party to back off is a common global corporate playbook in situations in matters where companies enter contractual complex space with individuals.
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Sign of the times. It's not enough to be rich and powerful, the goal is to be able to gloat about your impunity. Little Epsteins.
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yeah you cant just unilaterally cancel the contract in which you agreed to hold the goods for sale, and then take possession without any reimbursement.
You either need to pay the sales price of the consigned items, or just give them back.
If you do neither, its the same exact thing as theft. Which is what they did. They took possession of the 200k lego set with no reimbursement. Just plain ol' theft.
> I have absolutely no doubts a court would consider it impossible to transfer goods under consignment to a different entity free of the burden of the consignment contract.
Reminds me of the whole "disney must pay" debacle.
Was that the incident where they stole an artists tiki design?
No, they came up with some legal theory in which they’d bought the assets of some company, including the company’s ownership of some art, but not obligations like paying royalties.
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Perhaps:
“Authors Have Formed a Task Force Because Disney Refuses to Pay Them”
https://bookriot.com/disney-must-pay-task-force/
> Authors like Neil Gaiman have formed a task force to fight for the royalties Disney has refused to pay for Star Wars and other tie-in novels.
The problem with consignment is that the consignor wants the maximum price but the consignee wants a quick sale because 10% of a few bucks more means very little and they have to hold the inventory.
Selling on consignment can be an absolutely great deal for shops, under the right conditions.
If I'm a lego trader and I buy your set for $900 hoping to sell it later for $1000, in the meantime that's $900 I can't invest in anything else. And maybe I guessed the set's value wrong and I end up unloading it for $800, taking a loss.
On the other hand, if I agree to sell that same set on consignment? Zero capital outlay, zero risk of me taking a loss - just some shelf space and admin work.
> just some shelf space
Unless the store owns its building and has too little inventory to cover the shelves, the cost of not filling the shelves with the right goods is quite serious. In a low-margin business like retail, "just some shelf space" reads almost like "just some gold bars".
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Much better deal for a diamond ring than a giant kayak, then. Gotta pay rent to sit on the shelf!
"Holding inventory" is only problem if the store is full.
It isn't - deprecation of held goods is always a risk and if you're working on consignment then that comes with weird financial liabilities. If there's a flood and you lose your inventory it sucks - if there's a flood and you lose an inventory of consigned values then suddenly you're potentially exposed to paying market value for a number of items in addition to all the site damage you'll need to address. Capacity is one aspect of the costs of holding inventory - but breakage is the much more expensive consideration and consignment just makes it even more expensive.
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Yup, if I worked in a field where consignment was an option I'd refuse to do it - it's a huge headache. So I'd absolutely believe that the corporation has a policy against accepting consignment offers and might have a case to recover damages or something against the original franchisee. But the way they've handled this situation still appears to be atrocious. Lets say you consigned 200k at a 10% commission, 50k sold under the original franchisee and you were paid 30k already. If the franchise transferred and the company wanted out there should be an exit[1] in the contract to pay the additional 15k and then return the goods to the original owner. I think it's important to remember this sort of an option was always on the table.
1. Even if the original consignment contract was poorly drawn up without a clear exit clause I think it'd be reasonable to expect a resolution somewhere close to this in mediation.
The original contract very specifically allows consignment. It's published.
So you "absolutely believe" something that was already proven false, and which you would know if you had even _skimmed_ the facts.
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You clearly didn't read the article. The original franchisee's contract allows consignement.
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In bankrupty a court appointed liquidator can seize assets and sell them to repay creditors. Of course none of this happened here.
They can seize assets that belong to the entity. They can’t seize assets that belong to other people just because it happens to be on their premises, in the same way that they can’t seize and sell the cars that happen to be in a bankrupt store’s parking lot.
I saw an analysis from a lawyer who said that there are situations where a creditor can claim consignment items, but that it didn't apply here.
They can't sieze consignment stock though?!?
"Can't" is a really bad word to use and I am not certain if "they" here are the corporation or the liquidator.
If you're talking about the corporation I think that any sensible neutral party would probably come down on the side that the corporation has no entitlement to those goods.
If you're talking about the liquidator then the goods were held by the franchise so if it went through bankruptcy those goods would be under consideration by the steward - I think they'd usually find that the original owner should be entitled to the goods since they're relatively non-fungible. The proceeds from sold goods are likely a more complicated answer since money is fungible and divisible. I could accept that there would be scenarios where a steward would think that the corporation should recover a portion of the proceeds.
I think if the consignor has not taken the correct steps then there is a risk the receiver would be able to pay other secured creditors using the consignors assets. For example if there are other creditors with liens on the inventory then you are meant to take steps to notify them of your claims on the consigned goods because otherwise the consigned goods could look like inventory to the secured creditor (https://www.lowenstein.com/news-insights/publications/articl...)
The court can do almost anything. Its happened before.
https://www.cozen.com/news-resources/publications/2020/is-yo...
bricks and minifigs is going to lose a hell of a lot more than this 10% in business
regardless of the law, it’s a very stupid move on the company’s part.
if they had half a brain they’d pay double the commission and pretend it aas internal miscommunication. $40k is cheap versus the pr hit they’re taking right now