Dragonlance Dragonlance's Margaret Weis & Tracy Hickman Are Suing WotC for Breach of Contract

For fans of the Dragonlance D&D setting, there's some mixed news which has just hit a court in...

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For fans of the Dragonlance D&D setting, there's some mixed news which has just hit a court in Washington State: it seems that there's a new Dragonlance trilogy of books which was (until recently) being written; but we may never see them. On 16th October 2020, a lawsuit was filed in the US District Court by Dragonlance authors Weis and Hickman asserting an unlawful breach of contract by WotC regarding the licensing of a new series of Dragonlance novels. Indeed, it appears that the first of three novels, Dragons of Deceit, has already been written, as has Book 2, Dragons of Fate.

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The Lawsuit
From the documents it appears that in March 2019 a new Dragonlance trilogy was licensed by WotC; Weis and Hickman wrote a book called Dragons of Deceit, and the draft of a second called Dragons of Fate, and then WotC terminated the contract in August 2020.

The suit asserts that the termination was unlawful, and "violated multiple aspects of the License Agreement". It goes on to assert that the reasons for the termination were due to WotC being "embroiled in a series of embarrassing public disputes whereby its non-Dragonlance publications were excoriated for racism and sexism. Moreover, the company itself was vilified by well-publicized allegations of misogyny and racist hiring and employment practices by and with respect to artists and employees unrelated to Dragonlance."

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NATURE OF THE ACTION

1. Margaret Weis (“Weis”) and Tracy Hickman (“Hickman”) (collectively with Margaret Weis, LLC, “Plaintiff-Creators”) are among the most widely-read and successful living authors and world-creators in the fantasy fiction arena. Over thirty-five years ago, Plaintiff- Creators conceived of and created the Dragonlance universe—a campaign setting for the “Dungeons & Dragons” roleplaying game, the rights to which are owned by Defendant. (In Dungeons & Dragons, gamers assume roles within a storyline and embark on a series of adventures—a “campaign”—in the context of a particular campaign setting.)

2. Plaintiff-Creators’ conception and development of the Dragonlance universe has given rise to, among other things, gaming modules, video games, merchandise, comic books, films, and a series of books set in the Dungeons & Dragons fantasy world. While other authors have been invited to participate in creating over 190 separate fictional works within the Dragonlance universe, often with Plaintiff-Creators as editors, Weis’s and Hickman’s own works remain by far the most familiar and salable. Their work has inspired generations of gamers, readers and enthusiasts, beginning in 1984 when they published their groundbreaking novel Dragons of Autumn Twilight, which launched the Dragonlance Chronicles trilogy. Their books have sold more than thirty million copies, and their Dragonlance World of Krynn is arguably the most successful and popular world in shared fiction, rivaled in the fantasy realm only by the renowned works created by J.R.R. Tolkien (which do not involve a shared fictional world). Within the Dragonlance universe, Plaintiff-Creators have authored or edited 31 separate books, short story anthologies, game materials, and art and reference books in a related series of works all dedicated to furthering the Dungeons & Dragons/Dragonlance brand.

3. In or around 2017, Plaintiff-Creators learned that Defendant was receptive to licensing its properties with established authors to revitalize the Dungeons & Dragons brand. After a ten-year hiatus, Plaintiff-Creators approached Defendant and began negotiating for a license to author a new Dragonlance trilogy. Plaintiff-Creators viewed the new trilogy as the capstone to their life’s work and as an offering to their multitude of fans who had clamored for a continuation of the series. Given that the Dragonlance series intellectual property is owned by Defendant, there could be no publication without a license. In March, 2019, the negotiations between the parties hereto culminated in new written licensing agreement whereby Weis and Hickman were to personally author and publish a new Dragonlance trilogy in conjunction with Penguin Random House, a highly prestigious book publisher (the “License Agreement”).

4. By the time the License Agreement was signed, Defendant had a full overview of the story and story arc, with considerable detail, of the planned trilogy. Defendant knew exactly the nature of the work it was going to receive and had pre-approved Penguin Random House as the publisher. Indeed, Defendant was at all times aware of the contract between Penguin Random House and Plaintiff-Creators (the “Publishing Agreement”) and its terms. In fact, the License Agreement expressly refers to the Publishing Agreement.

5. By June 2019, Defendant received and approved a full outline of the first contracted book in the trilogy (“Book 1”) and by November 2019 the publisher accepted a manuscript for Book 1. Plaintiff-Creators in turn sent the Book 1 manuscript to Defendant, who approved it in January 2020. In the meantime, Defendant was already approving foreign translation rights and encouraging Plaintiff-Creators to work on the subsequent novels.

6. During the development and writing process, Plaintiff-Creators met all contractual milestones and received all requisite approvals from Defendant. Defendant at all times knew that Hickman and Weis had devoted their full attention and time commitment to completing Book 1 and the trilogy as a whole in conformity with their contractual obligations. During the writing process, Defendant proposed certain changes in keeping with the modern-day zeitgeist of a more inclusive and diverse story-world. At each step, Plaintiff-Creators timely accommodated such requests, and all others, within the framework of their novels. This collaborative process tracks with Section 2(a)(iii) of the License Agreement, which requires Defendant to approve Plaintiff- Creators’ drafts or, alternatively, provide written direction as to the changes that will result in Defendant’s approval of a draft.

7. On or about August 13, 2020, Defendant participated in a telephone conference with Plaintiff-Creators’ agents, which was attended by Defendant’s highest-level executives and attorneys as well as PRH executives and counsel. At that meeting, Defendant declared that it would not approve any further Drafts of Book 1 or any subsequent works in the trilogy, effectively repudiating and terminating the License Agreement. No reason was provided for the termination. (In any event, no material breaches or defaults were indicated or existed upon which to predicate a termination.) The termination was wholly arbitrary and without contractual basis. The termination was unlawful and in violation of multiple aspects of the License Agreement (arguably almost every part of it, in fact). The termination also had the knowing and premeditated effect of precluding publication and destroying the value of Plaintiff-Creators’ work—not to mention their publishing deal with Penguin Random House.

8. Defendant’s acts and failures to act breached the License Agreement and were made in stunning and brazen bad faith. Defendant acted with full knowledge that its unilateral decision would not only interfere with, but also would lay waste to, the years of work that Plaintiff-Creators had, to that point, put into the project. Given that the obligation to obtain a publisher was part and parcel of the License Agreement, Defendant was fully cognizant that its backdoor termination of the License Agreement would nullify the millions of dollars in remuneration to which Plaintiff-Creators were entitled from their publishing contract.

9. As Plaintiff-Creators subsequently learned, Defendant’s arbitrary decision to terminate the License Agreement—and thereby the book publishing contract—was based on events that had nothing to do with either the Work or Plaintiff-Creators. In fact, at nearly the exact point in time of the termination, Defendant was embroiled in a series of embarrassing public disputes whereby its non-Dragonlance publications were excoriated for racism and sexism. Moreover, the company itself was vilified by well-publicized allegations of misogyny and racist hiring and employment practices by and with respect to artists and employees unrelated to Dragonlance. Plaintiff-Creators are informed and believe, and based thereon allege, that a decision was made jointly by Defendant and its parent company, Hasbro, Inc., to deflect any possible criticism or further public outcry regarding Defendant’s other properties by effectively killing the Dragonlance deal with Plaintiff-Creators. The upshot of that was to inflict knowing, malicious and oppressive harm to Plaintiff-Creators and to interfere with their third- party contractual obligations, all to Plaintiff-Creator’s severe detriment and distress.


Delving into the attached document, all seemed to be going to plan until June 2020, at which the team overseeing the novels was replaced by WotC. The document cites public controversies involving one of the new team, issues with Magic: The Gathering, Orion Black's public complaints about the company's hiring practices, and more. Eventually, in August 2020, the suit alleges that during a telephone call, WotC terminated the agreement with the statement "We are not moving toward breach, but we will not approve any further drafts.”

Ending the Agreement
The suit notes that "None of the termination provisions were triggered, nor was there a claim of material breach much less written notice thereof, nor was a 30-day cure period initiated." The situation appears to be that while the agreement could not in itself be unilaterally 'terminated' in this way, WotC was able to simply not approve any further drafts (including the existing draft). The text of that allegation reads:

Not only was Defendant’s statement that “we will not approve any future drafts” a clumsy effort to circumvent the termination provisions (because, of course, there was no ground for termination), it undermined the fundamental structure of the contractual relationship whereby the Defendant-Licensor would provide Plaintiff-Creators the opportunity and roadmap to “fix”/rewrite/cure any valid concerns related to the protection of the Dungeons & Dragons brand with respect to approvals. In any event, Defendant had already approved the essential storylines, plots, characters, creatures, and lore for the new Dragonlance trilogy when it approved Plaintiff-Creators’ previous drafts and story arc, which were complete unto themselves, were delivered prior to execution of the License Agreement, and are acknowledged in the text of the License Agreement. In other words, Defendant’s breach had nothing to do with Plaintiff-Creators’ work; it was driven by Defendant’s response to its own, unrelated corporate public relations problems—possibly encouraged or enacted by its corporate parent, Hasbro, Inc.

Basically, while the contract itself could not be terminated, refusing to approve work amounts to an 'effective' termination. Weis and Hickman note that the license itself does not allow for arbitrary termination. The following section of the document is relevant:

Nothing in the above provision allows Defendant to terminate the License Agreement based on Defendant’s failure to provide approval. To the contrary, should Defendant find any aspect of the Draft to be unacceptable, Defendant has an affirmative duty under contract to provide “reasonable detail” of any changes Plaintiff-Creators must make, which changes will result in Defendant’s approval of the manuscript. Accordingly, for Defendant to make the blanket statement that it will never approve any Drafts going forward is, by itself, a breach of the license agreement.

So, the agreement apparently requires WotC to allow W&H to fix any approval-based concerns. Notwithstanding that WotC might be unsatisfied with W&H's previous rewrites, the decision in advance to simply not approve drafts without giving them this chance to rewrite appears to be the crux of the issue, and this is what the writers are alleging is the breach of contract.

Weis & Hickman are demanding a jury trial and are suing for breach of contract, damages, and a court order to require WotC to fulfill its end of the agreement. They cite years of work, and millions of dollars.

Licensing Agreements

Defendant acted with full knowledge that its unilateral decision would not only interfere with, but also would lay waste to, the years of work that Plaintiff-Creators had, to that point, put into the project. Given that the obligation to obtain a publisher was part and parcel of the License Agreement, Defendant was fully cognizant that its backdoor termination of the License Agreement would nullify the millions of dollars in remuneration to which Plaintiff-Creators were entitled from their publishing contract.

So how does all this work? Obviously we don't have access to the original contract, so we don't know the exact terms of the licensing agreement; similarly, we are hearing one side of the story here.

The arrangement appears to have been a licensing arrangement -- that is, Weis & Hickman will have licensed the Dragonlance IP from WotC, and have arranged with Penguin Random House to publish the trilogy. It's not work-for-hire, or work commissioned by and paid for by WotC; on the contrary, in most licensing deals, the licensee pays the licensor. Indeed in this case, the document indicates that Penguin Random House paid Weis & Hickman an advance in April 2019, and W&H subsequently paid WotC (presumably a percentage of this).

Licensing agreements vary, but they often share similar features. These usually involve the licensee paying the IP owner a licensing fee or an advance on royalties at the start of the license, and sometimes annually or at certain milestones. Thereafter, the licensee also often pays the IP holder royalties on the actual book profits. We don't know the exact details of this licensing agreement, but it seems to share some of those features.

On March 29, 2019, Plaintiff-Creators and PRH entered into the Publishing Agreement. PRH remitted the signing payment due under the Publishing Agreement to Plaintiff- Creators in April 2019. Per the terms of the License Agreement, Plaintiff-Creators in turn remitted a portion of the signing payment to Defendant—an amount Defendant continues to retain despite having effectively terminated the License Agreement.


Tortious Interference

On information and belief, Defendant also engaged in back-channel activities to disrupt the Publishing Agreement by convincing PRH that Defendant would prevent Plaintiff- Creators from performing under the Publishing Agreement

There's another wrinkle, a little later. The document says that a second payment was due on November 2019 -- similarly it would be paid to W&H by Penguin Random House, who would then pay WotC. It appears that PRH did not make that second payment to W&H. W&H later say they discovered that WotC was talking directly to Penguin Random House about editorial topics, which is what the term 'tortious interference with contract' is referring to.

By June 2019, Defendant/Hasbro expressly approved a detailed outline of Book 1. In November 2019, PRH indicated that the complete manuscript of Book 1 was accepted and it would push through the second payment due on the Publishing Agreement. At that time, Plaintiff-Creators submitted the complete manuscript of Book 1 to Defendant/Hasbro who expressly approved the Book 1 manuscript in January 2020. Inexplicably, and despite Plaintiff- Creators’ repeated request, PRH never actually delivered the second payment due on approval of the Book 1 manuscript.


What Happened?
Throughout the process, WotC asked for 'sensitivity rewrites'. These appear to include four points, including the use of a love potion, and other "concerns of sexism, inclusivity and potential negative connotations of certain character names." W&H content that they provided the requested rewrites.

One section which might provide some insight into the process is this:

During the writing process, Defendant proposed certain changes in keeping with the modern-day zeitgeist of a more inclusive and diverse story-world. At each step, Plaintiff-Creators timely accommodated such requests, and all others, within the framework of their novels.

It's hard to interpret that without the context of the full conversations that took place, but it sounds like WotC, in response to the previously-mentioned publicity storm it has been enduring regarding inclusivity, wanted to ensure that this new trilogy of books would not exacerbate the problems. We know they asked for some rewrites, and W&H say they complied, but the phrase "within the framework of their novels" sounds like a conditional description. It could be that WotC was not satisfied with the rewrites, and that W&H were either unable or unwilling to alter the story or other details to the extent that they were asked to. There's a lot to unpack in that little "within the framework of their novels" phrase, and we can only speculate.

It sounds like this then resulted in WotC essentially backing out of the whole deal by simply declaring that they would refuse to approve any further drafts, in the absence of an actual contractual clause that would accommodate this situation.

What we do know is that there are two completed drafts of new Dragonlance novels out there. Whether we'll ever get to read them is another question! Dragons of Deceit is complete, Dragons of Fate has a draft, and the third book has been outlined.
 

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UngainlyTitan

Legend
Supporter
I think, actually, what they should do is rewrite the chronicles. Sadly, it sounds like Weis and Hickman wouldn’t want to do so in a way that is more inclusive and less ableist and otherwise problematic. Which sucks, because Weis at least is a much better author than she was back then.

Barring that, I’d love a trilogy that brings Krynn forward, but also full circle, to a time similar to the War of The Lance, but end the trilogy at the Dawn of this new war, not the end of it.
I just want point out that all we know of this case is Weis & Hickman's deposition to the court and they claim to be willing to take editorial direction and make any and all re-writes necessary to get the books published but that WoTC is refusing to give such editorial direction, and WoTC are obliged to to allow the books be published, give the necessary editorial direction to allow the books to be published or withdraw the licence and accept the penalties of doing that. There are some other things they are accusing them of as well but all related to the central point that WoTC is trying to nullify the licence with out actually revoking the licence.
 

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DnD Warlord

Adventurer
I'm not sure if it would be more or less work, tbh. The biggest thing IME that conflicts with modern sensibilities in old modules is certain colonialist narratives that Gygax and friends fairly intentionally used as short hand to get adventurers into dangerous places.
It is more then that. As was pointed out here about dragon lance. You can’t tell me you don’t think a less womanizing elminster more female and lgbt npcs and just modern ideas of spell casters alone would not change a lot of the setting lore. Heck for get all that and just go with “if I knew in 1984 what I know in 2020 how could I improve the work”
 

doctorbadwolf

Heretic of The Seventh Circle
It is more then that. As was pointed out here about dragon lance. You can’t tell me you don’t think a less womanizing elminster more female and lgbt npcs and just modern ideas of spell casters alone would not change a lot of the setting lore. Heck for get all that and just go with “if I knew in 1984 what I know in 2020 how could I improve the work”
Why would Elminster be less promiscuous? Modern sensibilities aren't at all aligned against promiscuous characters.

And no, having more female and queer npcs, and more ethnically diverse npcs, and more npcs with disabilities of various kinds, would not necessarily change a lot of the setting lore. If Drizzt is a woman and he and Catty-brie have a queer relationship...so what? THat literally wouldn't have to change anything about the stories. There is no need for the world of Toril to care about homosexuality, and indeed most of Faerun is canonically accepting of queer people. If Elminster changes his sex sometimes, as he has done with Mystra's "help" in the past, there are maybe some new stories you can tell, but it doesn't change the history of the world. If elves can change their physical sex through meditation and communion with Correlon...so what? Suddenly trans folk have some representation in a world where people like them are simply accepted, and nothing else about the world has changed. Cool.
 

If WotC wants to add more inclusivity it's free to do it, and we are free to accept or reject. My advice is to avoid the feeling of to be forced. How to explain it better with an example? For a time Harley Queen and Poison Ivy were a romantic couple, and most of fandom was OK, or that time when Buffy the vampire-slayer was with a girl. But retcons of known and loved characters may be too risky. For example in the X-Men comics we have Northstar and Karma. I don't remember controversy about that.... but if we talk about some characters who were straight for decades, dating with a romantic partner, they survived attacks by vampires with the help by the faith, and we guess they were to the temple every Sunday, or Saturday, and now they aren't... then anybody may be not very happy. Then we could say it has been too forced inclusivity. Do you remember when when Blizzard said Tracer had got a girlfriend, and Soldier76 was gay? Lots of players didn't want play with Soldier76 anymore. I don't advice to add gay elf characters because there is a serious risk of the trope of "this is the reason the elves are suffering a demographic crisis and their realm being occupied by human, and other races, immigrants).

And I suspect in the next years this society is going to change radically and ...how to say it softly? let's say some things will become "old fashion". Then some things now they are "the last wave" later... they will forgotten. Who remembers now the garçonnes (crossdressing women from 1920's with male clothing but adding her own feminine touch)?

Adding more female characters isn't wrong, but they should be interesting characters, of course, but here the argument would be about what are the positive values should promote. For example an author would use a female halfling monk to teach about self-control, moral integrity, discipline and hard work, using social skills to find a solution with other people.. but other writer would (maybe unconsciously) show other ideals about how to be the perfect woman (being pretty, famous, rich and powerful). Some times I think the girls from the videogames are too cute and pretty to be fighters.

My fear is the reboot to cause a controversy as ghostbusters, original and the reboot, or the new and old version of supernatural TV serie "Charmed".

I don't tolerate racism neither kenders.
 
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Hussar

Legend
You can frame it that way and it sounds bad, but you can also say, "Your cultural traditions are so rich that I drew upon them for inspiration for my fantasy story, mixing it with other ideas. This wasn't meant to depict your actual culture in any way." Of course then the cries will be, "cultural appropriation!" And around and around it goes.

The problem we run into is that it is becoming virtually impossible to draw upon any real world cultures for inspiration without setting off alarms for a certain subset of people who tend to have their feelers out for such things.
[/QUOTE]

No, it really isn't. You can certainly do it if you are actually respectful of the real world culture you are drawing from. Do you honestly believe that whitewashing (literally) a character and then injecting a non-First Nations religion in is being respectful of the culture that you are using?

Sure, it's easy to claim, "Oh, well, we won't be able to use any culture because people will complain" but, as soon as we start getting into specifics, suddenly it's not "people will always complain" but, instead, "people will complain when you abuse the appropriated culture and treat it disrespectfully".
Furthermore, it is one thing to create a mockery of a real world culture and present it in a pejorative fashion, quite another to incorporate it into an idea that isn't negative. The author may be guilty of clumsiness, but to call them a "tone deaf dumbass" is a bit harsh, especially when we're talking about fantasy.

Again, let's stick to specifics. Turning a First Nations character white, complete with blond hair and all, and then having that character bring the "true religion" to the masses, which certainly ISN'T the religion of that people, is about as tone deaf as it gets. It might have been done out of ignorance, but, it's still unbelievably tone deaf.

I also take issue with the hypothetical "gathering of the First Peoples." It is problematic to make broad generalizations and assumptions about what certain groups of people think, when no group is monolithic in their thinking and interpretation. Not to mention that there are real world issues that are far more concerning for Native American groups than whether or not a fantasy author drew from their cultural traditions for an elf-and-dragon story.

Oh ballocks. The "common man" standard is the standard we apply to virtually ALL social elements. It's a long standing tradition that is the only way to actually have these conversations without it devolving down the rabbit hole of claim and counter claim of what is offensive or not. Would a reasonable person, looking at this, see the problem is not monolithic. Nor is the red-herring of "well there are bigger problems" somehow an excuse to ignore things.
 

Riverwind does not appear white at all while Goldmoon does in the Parkinson painting below (The Elmore painting is not so clear but still suggests not white to me) - no doubt because she is described in the books as blonde. Of course I can't remember how explicitly Weis and Hickman actually made the plains barbarians like Native Americans. Were they just hinting at a rough parallel that the artists later ran with?

riverwind.jpg


riverwindandgoldmoon_1100.jpg
 
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Again, let's stick to specifics. Turning a First Nations character white, complete with blond hair and all, and then having that character bring the "true religion" to the masses, which certainly ISN'T the religion of that people, is about as tone deaf as it gets. It might have been done out of ignorance, but, it's still unbelievably tone deaf.





She isn't a first nations character
 
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pming

Legend
Hiya!

To play devils advocate yet again... we are talking about fantasy. Case in point, the hulking barbarian dude with glistening muscles, a two handed axe, a fur loincloth, and an AC of 19. ;) Fantasy art should not be representative of anything but "ooo...cool!...". IMNSHO, anyone who thinks much past that is missing the point.

Now..."Melanesian Blondes". Basically, dark skinned people with blonde hair that live in/around Papa New Ginnea (Solomon Isles). Because of a combination of European traders, and genetic mutation. Maybe more fair skin and blonde hair is simply "uncommon" in Goldmoon and Riverwind's tribe/people/family. Or maybe, more likely, Parkinson thought "Goldmoon is supposed to be really beautiful and I find blonde girls sexy...so I'll paint her that way". Likely a bit of both. "Preference" does not equal "insert-bad-word-here" (whatever bad word you want, you pick it).

I see fantasy as just that: FANTASY. It's not real. If I can come up with a reason or justification for how a "Dire Flail" works, I can come up with a reason or justification for why Goldmoon had more pale skin and blonde hair. It's not a problem unless someone is looking for one...at least IMNSHO. :)

^_^

Paul L. Ming
 

Hussar

Legend
She isn't a first nations character
How is she not? Oh, because "it's faaaaantasy"? Gimme a break. Good grief, look at the pictures above and tell me that this isn't directly drawing upon First Nations archetypes.

This whole noxious literal reading of texts, and pretense at obliviousness at the real world parallels is tiresome and not even remotely arguing in good faith.
 

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