The claimant music producer and songwriter had entered into a publishers agreement with the defendant, agreeing to work for it. He now sought to be free to work for another company. The factual background was unclear, and the contract documentation self contradictory as to its term.
Held: The court had first to try to read the conflicting clauses together. The court was able to do that, but considered what other rules of construction could be used, including trying to find the clause which best expressed the true intent of the agreement. On the issue of where the copyright in a song resided, the court held that the copyright in earlier versions of songs created during the terms vested in the defendant in accordance with the contract, and that copyright was infringed by development of later versions without the defendant’s licence.
Citations:
[2004] EWHC 1605 (Ch)
Links:
Statutes:
Copyright Designs and Patents Act 1988 16(2)
Jurisdiction:
England and Wales
Citing:
Cited – Pagnan SpA v Tradax Ocean Transportation SA 1986
When asked to interpret a contract with apparently conflicting provisions, the duty of the court is ‘to reconcile seemingly inconsistent provisions if that result can conscientiously and fairly be achieved’. . .
Cited – Goldmile Properties Limited v Speiro Lechouritis CA 29-Jan-2003
The tenant claimed damages form his landlord for breach of the covenant for quiet enjoyment. The landlord was obliged to repair the building, and in his doing so the tenant suffered losses through interruptions. The question was whether the Landlord . .
Cited – Pagnan SpA v Tradax Ocean Transportation S.A. CA 2-Jan-1987
When looking at different clauses in a contract, there would obviously be an inconsistency if two clauses cannot ‘sensibly’ be read together. . .
Cited – Investors Compensation Scheme Ltd v West Bromwich Building Society HL 19-Jun-1997
Account taken of circumstances wihout ambiguity
The respondent gave advice on home income plans. The individual claimants had assigned their initial claims to the scheme, but later sought also to have their mortgages in favour of the respondent set aside.
Held: Investors having once . .
Cited – HIH Casualty and General Insurance Limited v New Hampshire Insurance Company Independent Insurance Company Limited Axa Reinsurance S A CA 21-May-2001
A claim was made under a re-insurance policy which supported film finances. The re-insurers resisted the claim on the grounds of misrepresentation. Rix LJ: ‘In principle it would seem to me that it is always admissible to look at prior contracts as . .
Cited – Yien Yieh Commercial Bank Ltd v Kwai Chung Cold Storage Co Ltd PC 1989
The Board was asked as to how conflicting provisions within a contract should be read and reconciled: ‘Their Lordships wish to stress that to reject one clause in a contract as inconsistent with another involves a rewriting of the contract which can . .
Cited – Saunderson v Piper 27-May-1839
Where there is an inconsistency in a contract between written words expressing a number and the same number expressed in figures, the written number will usually prevail. . .
Cited – Homburg Houtimport BV v Agrosin Private Ltd (the ‘Starsin’) HL 13-Mar-2003
Cargo owners sought damages for their cargo which had been damaged aboard the ship. The contract had been endorsed with additional terms. That variation may have changed the contract from a charterer’s to a shipowner’s bill.
Held: The specific . .
Cited – Walker v Giles 1848
The court sought to reconcile conflicting parts of a deed.
Wilde CJ said: ‘And as the different parts of the deed are inconsistent with each other, the question is, to which part effect ought to be given. There is no doubt, that, applying the . .
Cited – Modern Building Wales Ltd v Limmer and Trinidad Co Ltd CA 1975
Where a contract incorporates by reference the terms of another document, the incorporating contract will usually prevail over the terms of document incorporated.
Buckley LJ said, ‘if any of the imported terms in any way conflict with the . .
Cited – Slingsby’s Case 1587
Where two inconsistent provisions in a deed cannot be reconciled, the earlier provision prevails over the later. . .
Cited – Forbes v Git HL 1922
If there are conflicting provisions in a deed and they cannot be reconciled, the court may apply as a last resort the ancient rule of thumb that the earlier provision prevails over the later one. . .
Cited – Martin v Martin 1987
A property was bought by parties as ‘beneficial joint tenants in equal shares’.
Held: The words ‘in equal shares’ had the effect of severing any joint tenancy created by the first words of the phrase. The law would apply the first of two . .
Cited – D B Ramsden and Co Ltd v Nurdin and Peacock Plc and Another ChD 14-Sep-1998
The tenant overpaid rent, including a payment in May 1997 on advice that the payment would be recoverable following litigation establishing that it was an overpayment. The court later held that the payments in question were indeed overpayments. The . .
Cited – LA Gear Inc v Hi-Tec Sports plc 1992
The court considered at what point a work would constituted a finished work, and how this related to the copyright in earlier forms of the work: ‘If, in the course of producing a finished drawing, the author produces one or more preliminary . .
Cited – Thompson v Asda MFI Group Plc 1988
The court considered the implication of a term which would prevent an employer selling a subsidiary so that employees of the subsidiary who had rights under the group share option scheme ceased to be employees for the purpose of that agreement. It . .
Cited – Little v Courage Ltd ChD 19-Jan-1994
The pub tenant had an option to renew his lease, subject to agreeing with the brewer a business plan and agreement. He notified the landlord that he wished to renew but the landlord did not himself present any plan and agreement, or obtain one, but . .
Cited – Inchbald v Western Neilgherry Coffee, Tea and Cinchona Plantation Co Ltd 1864
The damages for breach of contract for prevention of the fulfilment of a condition will take into account the chance that, irrespective of the breach of contract, the condition would not have been fulfilled anyway. . .
Lists of cited by and citing cases may be incomplete.
Contract, Media, Intellectual Property
Updated: 11 June 2022; Ref: scu.198641