ERA Polymers Pty Limited v Pacific Urethanes Pty Limited [2015] NSWCA 283

ERA Polymers Pty Limited v Pacific Urethanes Pty Limited [2015] NSWCA 283

The rights ERA sought to vindicate were pre-existing rights anterior to the deed of settlement and release and the Toll manufacturing deed. Although rights and obligations arising under the Toll manufacturing deed were within the proviso in cl 5, the ownership rights relied on by ERA did not arise under that deed and were caught by the release. Clause 8(d) of the Toll manufacturing deed did not acknowledge Ariel's ownership, create a licence, create rights, or impose obligations; it stated that Ariel had no right, title or interest in the Specifications except where it already knew them or lawfully received them from a third party. The proposed amendment merely reduced the scope of the...

Jurisdiction
Australia
Judgment Date
18 September 2015
Procedural Posture
Summons Seeking Leave to Appeal / Application for Leave to Appeal From Orders Refusing Leave to Amend Statement of Claim and Summarily Dismissing Proceedings
Outcome
Leave to appeal refused; summons seeking leave to appeal dismissed with costs.
Legal Topics
['construction and Interpretation of Contracts' 'deed of Settlement and Release' 'confidential Information and Trade Secrets' 'ownership of Intellectual Property Rights' 'toll Manufacturing Deed' 'summary Dismissal' 'leave to Amend Pleadings' 'leave to Appeal']
['contract Law' 'equity' 'intellectual Property' 'civil Procedure'] ['construction and Interpretation of Contracts' 'deed of Settlement and Release' 'confidential Information and Trade Secrets' 'ownership of Intellectual Property Rights' 'toll Manufacturing Deed' 'summary Dismissal' 'leave to Amend Pleadings' 'leave to Appeal']

Case Brief

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Procedural Posture

Summons Seeking Leave to Appeal / Application for Leave to Appeal From Orders Refusing Leave to Amend Statement of Claim and Summarily Dismissing Proceedings

Legal Issues

  1. 1 ["Whether cl 5 of the deed of settlement and release released ERA's claims to confidential information and trade secrets acquired from Ariel." "Whether rights arising under the Toll manufacturing deed were within the words 'Save for the rights arising from this deed' in cl 5 of the deed of settlement and release." "Whether cl 8(d) of the Toll manufacturing deed acknowledged Ariel's ownership of the Specifications or conferred rights on Ariel preserved from the release." "Whether cl 8 of the Toll manufacturing deed created a licence in favour of Pacific to use Ariel's intellectual property or confidential information for the term of the deed." 'Whether the primary judge erred in summarily dismissing the proceedings and refusing leave to amend the statement of claim.']

Ratio Decidendi

The rights ERA sought to vindicate were pre-existing rights anterior to the deed of settlement and release and the Toll manufacturing deed. Although rights and obligations arising under the Toll manufacturing deed were within the proviso in cl 5, the ownership rights relied on by ERA did not arise under that deed and were caught by the release. Clause 8(d) of the Toll manufacturing deed did not acknowledge Ariel's ownership, create a licence, create rights, or impose obligations; it stated that Ariel had no right, title or interest in the Specifications except where it already knew them or lawfully received them from a third party. The proposed amendment merely reduced the scope of the...

Court Disposition

Leave to appeal refused; summons seeking leave to appeal dismissed with costs.

Orders

  • ['Reasons for order made 2 September 2015 published.' 'Order confirmed: Summons seeking leave to appeal dismissed with costs.']