Vedatech Corporation v Crystal Decisions (UK) Ltd. & Anor [2002] EWHC 818 (Ch) (21st May, 2002)
No binding oral contract was formed between Vedatech and Holistic; the arrangements were too vague and incomplete. Vedatech is entitled to payment for services provided on a quantum meruit/unjust enrichment basis, to be assessed at a further hearing. No enforceable restrictive covenants bound the employees, so the claim for inducing breach of contract fails. No separate copyright or exemplary damages claim arises.
- Citation
- [2002] EWHC 818 (Ch)
- Parties
- Claimant/part 20 Defendant: Vedatech Corporation; First Defendant/part 20 Claimant: Crystal Decisions (UK) Limited (formerly Seagate Software Information Management Group Limited, and prior to that, Holistic Systems (UK) Limited); Second Defendant: Crystal Decisions (Japan) KK (formerly Nihon Holistic Systems KK)
- Jurisdiction
- England and Wales
- Procedural Posture
- Commercial/contract/restitution / Judgment After Split Trial on Liability, Quantum Reserved
- Outcome
- Vedatech's claim for a binding contract is dismissed; claim for quantum meruit/unjust enrichment succeeds in principle; claim for inducing breach of contract fails; quantum to be determined at a further hearing.
- Legal Topics
- Existence of Binding Contract, Quantum Meruit, Unjust Enrichment, Inducement of Breach of Contract, Restrictive Covenants, Copyright Infringement, Exemplary Damages
Case Brief
Summary, issues, holding and outcome
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Parties
Vedatech Corporation
Claimant/part 20 Defendant
Crystal Decisions (UK) Limited (formerly Seagate Software Information Management Group Limited, and prior to that, Holistic Systems (UK) Limited)
First Defendant/part 20 Claimant
Crystal Decisions (Japan) KK (formerly Nihon Holistic Systems KK)
Second Defendant
Procedural Posture
Commercial/contract/restitution / Judgment After Split Trial on Liability, Quantum Reserved
Legal Issues
- 1 Whether a binding oral contract was formed between Vedatech and Holistic
- 2 Whether Vedatech is entitled to payment for services on a quantum meruit/unjust enrichment basis
- 3 Whether Holistic induced breach of Vedatech employees' contracts
Ratio Decidendi
No binding oral contract was formed between Vedatech and Holistic; the arrangements were too vague and incomplete. Vedatech is entitled to payment for services provided on a quantum meruit/unjust enrichment basis, to be assessed at a further hearing. No enforceable restrictive covenants bound the employees, so the claim for inducing breach of contract fails. No separate copyright or exemplary damages claim arises.
Court Disposition
Vedatech's claim for a binding contract is dismissed; claim for quantum meruit/unjust enrichment succeeds in principle; claim for inducing breach of contract fails; quantum to be determined at a further hearing.
Orders
- Quantum of Vedatech's restitutionary claim to be assessed at a further hearing unless settled.
- No order on copyright or exemplary damages claims.
Full Case Text
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