Peter & Gordon are two Seattle songwriters trying to break into the pop music business. Peter is an usher at The Mersey Beat Theater, while Gordon is a part time employee at Zombies Software in Seattle (a subsidiary of Microsoft that creates guitar, mandolin, and banjo educational software), where he writes musical exercises for the company's instructional programs. The two met one evening early in 2019 at the Satisfaction Cafe -- it was open mic night, and Gordon performed an improvisational tune, made up entirely on the spot, using a standard 12 bar blues chord progression, that he called The Fake News Blues. Peter was impressed -- especially at the audience's positive reaction -- so afterward, over a couple of decaf soy/almond/oat milk lattes, Peter and Gordon seemed to "click" and decided they should collaborate on some music. Now very good friends, Peter & Gordon recorded an EP containing 2 songs. The 1st was a catchy pop tune entitled The Seattle Walk, for which Peter wrote the music, and Gordon wrote the lyrics. The other was a hip-hop version of Auld Lang Syne, the old Scottish folk tune, arranged by Peter. The duo didn't register the songs with the copyright office, but they signed up as ASCAP affiliates. They recorded the tunes in their home studio, playing all the instruments themselves, except that they asked Gordon's cousin, Harrison Starr, to just play drums (the duo didn't like drum loops). Harrison agreed, and his playing added a very distinctive drum line that gave the songs a very unique signature and rhythmic drive. Peter & Gordon uploaded both songs to Troggs Music (signing the Terms & Conditions), a company that streams music to the public from recording artists who are not affiliated with a record company. The songs were also available as downloads and in physical format. Shortly after the songs appeared on the Troggs website, Zombies Software sent Gordon to the Microsoft HQ in Redmond, WA, in order to stock up on some Fair Trade coffee and organic kale for the Seattle campus cafeteria. While Gordon was away, Peter decided that it might make sense to get more exposure on their songs, so after receiving a Notice of Intent for a compulsory license from HBO, Peter granted an exclusive permission to the producers of Game of Thrones to use the duo's version of Auld Lang Syne on the opening credits of the final episode. The producers had the song recorded at Doo-Wah-Diddy Studios by a new singer, Shirley Burdon, to whom they paid the sum of $50,000, as well as 50% of all sums received from Amazon Prime rentals of the shows containing the song, and 5% of the retail list price of all DVD/Blue-Ray sales of the shows that contain the song. The brisk streaming, downloading, and sales activity on Troggs plus the appearance of Auld Lang Syne on Game of Thrones eventually attracted a small Woodland Hills publishing company called Wild Thing Music, Inc. Peter's uncle, Martin George -- who happened to be President & CEO of Wild Thing -- loved the songs, so over a barbecue dinner one Sunday at Peter's

house, he offered the duo an exclusive 10-year term songwriting agreement, including a $10,000 advance against royalties. Gordon was not present, but Peter figured it was a good deal so signed the contract and accepted the $10,000 check from Wild Thing. As a result of imbibing in an excess of various adult beverages, Peter forgot all about the contract, the check, and his mental note to inform Gordon of the deal. About 3 months after entering the contract, a duo from Portland -- Chad & Jeremy -- decided to include a faithful rendition of The Seattle Walk (including a sample of Harrison Starr's drum line) on their own 3 song EP (substituting Portland for Seattle). The 2nd song was their version of Auld Lang Syne, turning it into a Journey-style power ballad. The 3rd song was a one entitled Fox News Blues, which was based on a tune called The Fake News Blues that the duo heard one night while visiting the Satisfaction Caf. Chad had liked it so much he recorded the performance on his iPhone. Chad & Jeremy's EP was released on Troggs and became even more successful than Peter & Gordon's EP. On October 1, 2019, a third duo -- John & Paul, from Kirkaldy but now living in Hollywood -- wrote a lush orchestral arrangement, recorded by the Liverpool Philharmonic, of Peter & Gordon's version of Auld Lang Syne, for use at an event to raise funds for the Save the Haggis organization, whose purpose is to preserve the endangered Scottish Highland Haggis. The event would be promoted heavily on the BBC (both radio and television), with the song figuring heavily in the promo spots. The event was a great success, raising over 20,000 for the Haggis. John & Paul started selling DVDs of the event on the "Save the Haggis" website, for 20each, half of which they kept and half of which they gave to the organization. When Peter & Gordon found out about this, they weren't happy -- and neither were Chad & Jeremy, nor Wild Thing Music -- as John & Paul didn't ask anyone for permission. The event occurred at the Royal Albert Hall in London, but the DVDs were sold worldwide, including in the USA. The concert was also posted on YouTube -- again, without permission. John & Paul, meanwhile, in order to make some extra income created a website with a server based in San Francisco, that marketed their new wah-wah pedals, called JP Wah-Wahs, with the slogan, "Good enough For Eddard Stark." Ads included a photoshopped picture of Sean Bean playing a guitar using a special Game of Thrones edition Wah-Wah. They ended up selling millions of pedals and really didn't have to bother with writing music anymore... Very soon, all the players in this sordid tale -- Zombies Software, Microsoft Corporation, HBO, the Game of Thrones producers, The BBC, Troggs Music, Wild Thing Music, Donovan Records, YouTube, Peter & Gordon, Chad & Jeremy, John & Paul, and even Harrison Starr (remember him?) -- found themselves embroiled in various claims and counter-claims, even though no one had registered any of the songs with the copyright office. Troggs' lawyer, Spencer Davis, ended up representing all the parties...

6. Did HBO properly seek permission to use Peter & Gordon's Auld Lang Syne on Game of Thrones?

I. Issue The first step is to identify and state the matter you are charged with analyzing. You may state it in a way that is specific to the parties/players. Hint: the questions are pretty much the issues... II. Rule/Relevant Law Identify and state the rule or legal principle that addresses the Issue. III. Application of the Law to the Facts Consider whether the facts of the case satisfy the requirements of the rule of law stated in the previous step. IV. Conclusion Your conclusion should answer the issue indicated in the question.

Peter & Gordon are two Seattle songwriters trying to break into the pop music business. Peter is an usher at The Mersey Beat Theater, while Gordon is a part time employee at Zombies Software in Seattle (a subsidiary of Microsoft that creates guitar, mandolin, and banjo educational software), where he writes musical exercises for the company's instructional programs. The two met one evening early in 2019 at the Satisfaction Cafe -- it was open mic night, and Gordon performed an improvisational tune, made up entirely on the spot, using a standard 12 bar blues chord progression, that he called The Fake News Blues. Peter was impressed -- especially at the audience's positive reaction -- so afterward, over a couple of decaf soy/almond/oat milk lattes, Peter and Gordon seemed to "click" and decided they should collaborate on some music. Now very good friends, Peter & Gordon recorded an EP containing 2 songs. The 1st was a catchy pop tune entitled The Seattle Walk, for which Peter wrote the music, and Gordon wrote the lyrics. The other was a hip-hop version of Auld Lang Syne, the old Scottish folk tune, arranged by Peter. The duo didn't register the songs with the copyright office, but they signed up as ASCAP affiliates. They recorded the tunes in their home studio, playing all the instruments themselves, except that they asked Gordon's cousin, Harrison Starr, to just play drums (the duo didn't like drum loops). Harrison agreed, and his playing added a very distinctive drum line that gave the songs a very unique signature and rhythmic drive. Peter & Gordon uploaded both songs to Troggs Music (signing the Terms & Conditions), a company that streams music to the public from recording artists who are not affiliated with a record company. The songs were also available as downloads and in physical format. Shortly after the songs appeared on the Troggs website, Zombies Software sent Gordon to the Microsoft HQ in Redmond, WA, in order to stock up on some Fair Trade coffee and organic kale for the Seattle campus cafeteria. While Gordon was away, Peter decided that it might make sense to get more exposure on their songs, so after receiving a Notice of Intent for a compulsory license from HBO, Peter granted an exclusive permission to the producers of Game of Thrones to use the duo's version of Auld Lang Syne on the opening credits of the final episode. The producers had the song recorded at Doo-Wah-Diddy Studios by a new singer, Shirley Burdon, to whom they paid the sum of $50,000, as well as 50% of all sums received from Amazon Prime rentals of the shows containing the song, and 5% of the retail list price of all DVD/Blue-Ray sales of the shows that contain the song. The brisk streaming, downloading, and sales activity on Troggs plus the appearance of Auld Lang Syne on Game of Thrones eventually attracted a small Woodland Hills publishing company called Wild Thing Music, Inc. Peter's uncle, Martin George -- who happened to be President & CEO of Wild Thing -- loved the songs, so over a barbecue dinner one Sunday at Peter's

house, he offered the duo an exclusive 10-year term songwriting agreement, including a $10,000 advance against royalties. Gordon was not present, but Peter figured it was a good deal so signed the contract and accepted the $10,000 check from Wild Thing. As a result of imbibing in an excess of various adult beverages, Peter forgot all about the contract, the check, and his mental note to inform Gordon of the deal. About 3 months after entering the contract, a duo from Portland -- Chad & Jeremy -- decided to include a faithful rendition of The Seattle Walk (including a sample of Harrison Starr's drum line) on their own 3 song EP (substituting Portland for Seattle). The 2nd song was their version of Auld Lang Syne, turning it into a Journey-style power ballad. The 3rd song was a one entitled Fox News Blues, which was based on a tune called The Fake News Blues that the duo heard one night while visiting the Satisfaction Caf. Chad had liked it so much he recorded the performance on his iPhone. Chad & Jeremy's EP was released on Troggs and became even more successful than Peter & Gordon's EP. On October 1, 2019, a third duo -- John & Paul, from Kirkaldy but now living in Hollywood -- wrote a lush orchestral arrangement, recorded by the Liverpool Philharmonic, of Peter & Gordon's version of Auld Lang Syne, for use at an event to raise funds for the Save the Haggis organization, whose purpose is to preserve the endangered Scottish Highland Haggis. The event would be promoted heavily on the BBC (both radio and television), with the song figuring heavily in the promo spots. The event was a great success, raising over 20,000 for the Haggis. John & Paul started selling DVDs of the event on the "Save the Haggis" website, for 20each, half of which they kept and half of which they gave to the organization. When Peter & Gordon found out about this, they weren't happy -- and neither were Chad & Jeremy, nor Wild Thing Music -- as John & Paul didn't ask anyone for permission. The event occurred at the Royal Albert Hall in London, but the DVDs were sold worldwide, including in the USA. The concert was also posted on YouTube -- again, without permission. John & Paul, meanwhile, in order to make some extra income created a website with a server based in San Francisco, that marketed their new wah-wah pedals, called JP Wah-Wahs, with the slogan, "Good enough For Eddard Stark." Ads included a photoshopped picture of Sean Bean playing a guitar using a special Game of Thrones edition Wah-Wah. They ended up selling millions of pedals and really didn't have to bother with writing music anymore... Very soon, all the players in this sordid tale -- Zombies Software, Microsoft Corporation, HBO, the Game of Thrones producers, The BBC, Troggs Music, Wild Thing Music, Donovan Records, YouTube, Peter & Gordon, Chad & Jeremy, John & Paul, and even Harrison Starr (remember him?) -- found themselves embroiled in various claims and counter-claims, even though no one had registered any of the songs with the copyright office. Troggs' lawyer, Spencer Davis, ended up representing all the parties... Use the I.R.A.C. Method to answer any five (5) of the following questions based on the fact pattern -- each is worth 40 points:

1. Is the Fake News Blues entitled to copyright protection? 2. Is Harrison Starr a 3rd co-author of either or both of the Peter & Gordon's songs on their EP? 3. Could Microsoft assert any copyright ownership claims to The Seattle Walk and/or the hip-hop Auld Lang Syne? 4. Can Chad & Jeremy obtain copyright protection for their version of Auld Lang Syne? What about their Fox News Blues? 5. Did John and Paul need to ask permission to use Peter & Gordon's hip-hop Auld Lang Syne for the Save the Haggis event? 6. Did HBO properly seek permission to use Peter & Gordon's Auld Lang Syne on Game of Thrones? 7. Is Peter's license of Auld Lang Syne to HBO valid? What about his signing the contract with Wild Thing Music? 8. Were John & Paul allowed to market their wah-wah pedals using the image of Sean Bean? How about calling it the Game of Thrones edition and using the name of Eddard Stark? EXTRA CREDIT (10 points): How many references to British Invasion Music are in the fact pattern? The I.R.A.C. Method I. Issue The first step is to identify and state the matter you are charged with analyzing. You may state it in a way that is specific to the parties/players. Hint: the questions are pretty much the issues... II. Rule/Relevant Law Identify and state the rule or legal principle that addresses the Issue. III. Application of the Law to the Facts Consider whether the facts of the case satisfy the requirements of the rule of law stated in the previous step. IV. Conclusion Your conclusion should answer the issue indicated in the question.