VLM Holdings Ltd v Ravensworth Digital Services Ltd

VLM Holdings Ltd v Ravensworth Digital Services Ltd

The Spicerhaart licence survived the termination of UK’s licence due to implied authority and estoppel, rendering the Ravensworth licence non-exclusive; this breach was material and unremedied, entitling Ravensworth to terminate and claim assignment of copyright.

Parties
Claimant: VLM Holdings Limited; Defendant: Ravensworth Digital Services Limited
Jurisdiction
England and Wales
Judgment Date
13 February 2013
Procedural Posture
Commercial / Judgment
Outcome
Claim dismissed, counterclaim succeeds.
Legal Topics
Copyright, Licensing, Sub Licensing, Material Breach, Termination of Contract, Estoppel
Intellectual Property Contract Copyright Licensing Sub Licensing Material Breach Termination of Contract Estoppel

Case Brief

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Parties

VLM Holdings Limited

Claimant

Ravensworth Digital Services Limited

Defendant

Procedural Posture

Commercial / Judgment

Legal Issues

  1. 1 Did the termination of the head licence from Holdings to UK bring the Spicerhaart sub-licence to an end?
  2. 2 Did the winding up of UK terminate the Spicerhaart licence?
  3. 3 Was the breach of exclusivity in the Ravensworth licence material and remediable?

Ratio Decidendi

The Spicerhaart licence survived the termination of UK’s licence due to implied authority and estoppel, rendering the Ravensworth licence non-exclusive; this breach was material and unremedied, entitling Ravensworth to terminate and claim assignment of copyright.

Court Disposition

Claim dismissed, counterclaim succeeds.

Orders

  • Ravensworth entitled to assignment of copyright in accordance with the licence terms.
  • Holdings’ claim for damages and other relief fails.