West Is West Distribution Ltd v Icon Film Distribution Ltd

West Is West Distribution Ltd v Icon Film Distribution Ltd

The defendant's persistent failure to provide accounting statements was a material breach entitling the claimant to terminate the AA. The defendant was obliged to deliver up all materials, including DVD masters and stock. The failure to deliver the masters caused a loss to the claimant, but the quantum was limited...

Source-derived case information.

Parties
Claimant: West is West Distribution Limited; Defendant: Icon Film Distribution Limited
Jurisdiction
England and Wales
Judgment Date
01 April 2015
Procedural Posture
Commercial Contract Dispute / Judgment After Trial
Outcome
Claim allowed in part; defendant found in breach; damages and costs awarded as specified.
Legal Topics
Breach of Contract, Damages, Termination of Contract, Indemnity, Sub Distribution Rights, Accounting Obligations
Contract Law Commercial Law Breach of Contract Damages Termination of Contract Indemnity Sub Distribution Rights Accounting Obligations

Source-derived case record

Summary, issues, holding and outcome

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Parties

West is West Distribution Limited

Claimant

Icon Film Distribution Limited

Defendant

Procedural Posture

Commercial Contract Dispute / Judgment After Trial

Legal Issues

  1. 1 Whether the defendant's breaches were material and entitled the claimant to terminate the Acquisition Agreement (AA)
  2. 2 Whether the defendant was obliged to deliver up materials (including DVD masters and stock) upon termination
  3. 3 Whether the claimant suffered loss as a result of the defendant's failure to deliver materials and, if so, the quantum of damages

Ratio Decidendi

The defendant's persistent failure to provide accounting statements was a material breach entitling the claimant to terminate the AA. The defendant was obliged to deliver up all materials, including DVD masters and stock. The failure to deliver the masters caused a loss to the claimant, but the quantum was limited to 50% of the loss of sales in 2012, assessed at 50,000 units at an average price of £1.58, with the claimant entitled to 80% (or 75%) of those sales. The claimant's claims regarding sub-distributors and certain deductions failed. The festival costs were to be split. The claimant was entitled to 75% of the costs of the injunction application under the indemnity clause.

Court Disposition

Claim allowed in part; defendant found in breach; damages and costs awarded as specified.

Orders

  • Claimant entitled to damages for loss caused by failure to deliver DVD masters, limited as specified.
  • Claimant's claim regarding sub-distributors dismissed.