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England and Wales High Court (Chancery Division) Decisions |
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You are here: BAILII >> Databases >> England and Wales High Court (Chancery Division) Decisions >> Hotel Cipriani SRL & Ors v Cipriani (Grosvenor Street) Ltd & Ors [2010] EWHC 628 (Ch) (02 March 2010) URL: http://www.bailii.org/ew/cases/EWHC/Ch/2010/628.html Cite as: [2010] EWHC 628 (Ch) |
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CHANCERY DIVISION
Strand London WC2A 2LL |
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B e f o r e :
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HOTEL CIPRIANI SRL & OTHERS | ||
Claimants | ||
-v- | ||
CIPRIANI (GROSVENOR STREET) LTD & OTHERS | ||
Defendants |
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101 Finsbury Pavement London EC2A 1ER
Tel No: 020 7422 6131 Fax No: 020 7422 6134
Web: www.merrillcorp.com/mls Email: [email protected]
(Official Shorthand Writers to the Court)
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Crown Copyright ©
"2.1 Grant The Licensor hereby grants to the Licensee, and the Licensee hereby accepts, an exclusive license, for the Term, to use the Licensed Trademark within the Territory.
1.2.5 Licensed Trademark; The name "Cipriani London" and derivatives thereof and the logo as set forth on Schedule A hereto.
Licensed Trademarks
CIPRIANI LONDON
CIPRIANI LONDON Logo
Trademark Application and Registration Details
Trademark | Number | Class | Specification | Status |
CIPRIANI LONDON | E4869228 | 43 | Providing food and drink; restaurant, bar and lounge services | Community Trademark Application – Pending |
CIPRIANI LONDON Logo | E4869251 | 43 | Providing food and drink; restaurant, bar and lounge services | Community Trademark Application - Pending |
3. TERM
The term of this Agreement (the "Term") shall commence on the date hereof and, unless sooner terminated as provided herein, shall continue until terminated by either party upon 30 days' prior notice.
4. ROYALTIES
In consideration of the license granted by the Licensor to the Licensee hereunder, the Licensee shall pay to the Licensor Royalties as follows:
4.1 Term For each License Year during the Term, the Licensee shall pay to the Licensor Royalties equal to 11.5% of Gross Sales.
In the form in which it appears in the bundle, Schedule A identifies the logo licensed by reference to a particular trademark application number, namely E4869251. It is apparent from a copy of that appended to counsel's skeleton argument that the logo in question consists of the prominently displayed name Cipriani, with beneath it in smaller type "London" and above it what has come to be known as the "bartender logo", i.e. a small outline of a person serving drinks at a bar. Much the most prominent asset of the logo is the name Cipriani.
"A useful guide is likely to be provided by ordinary accounting principles, whereby in the absence of some special reason to the contrary the profits of a single project are attributed to different parts or aspects of the project in the same proportions as the costs and expenses are attributed to them."
The problem with this rough and ready approach is that it over simplifies the position, because it assumes that each cost item is equally profitable in terms of a return on investment. So some form of weighting is necessary. As Laddie J again explained in the Celanese case:
"In other words, the distribution of costs approach tells you nothing about weighting, or, to use Millett J's words, 'It does not tell you if there are special reasons why even distribution is inappropriate.' The distribution of costs approach does not set out to distinguish between relatively critical and relatively trivial parts of the whole, but it does provide a measure of the base allocated profits attributable to the part in issue. Any question of weighting the figure up or down if possible is dependent upon taking into account other more nebulous considerations."