QAD Inc v Shepparton Partners Collective Operations Pty Ltd

The Federal Court recently handed down a decision in QAD Inc v Shepparton Partners Collective Operations Pty Ltd. The case concerned copyright infringement in enterprise resource planning software and a cross-claim against previous business owners. QAD Inc, the owner of copyright in the QAD Software, claimed that SPC, the new business owner, infringed its copyright by using the software without a valid licence. The court found that QAD was entitled to a fee as a condition of consent to transfer the licence agreement to SPC, and since SPC did not pay the fee, there was no implied licence to use the software. SPC continued to use the software throughout the proceedings, leading the court to order non-pecuniary relief and compensatory and additional damages. The cross-claim against the previous business owners, which included allegations of failure to use best endeavours to secure the transfer of the licence agreement and failure to comply with the business purchase agreement, was dismissed.

The legal issues in this case included whether QAD was entitled to a fee as a condition of consent to transfer the licence agreement to SPC, whether there was an implied licence to use the software, and whether the previous business owners breached their obligations under the business purchase agreement. The court found that QAD was entitled to a fee and that there was no implied licence to use the software. The court also found that the previous business owners did not breach their obligations under the business purchase agreement. The decision highlights the importance of obtaining the necessary licences and permissions when transferring software licences and the consequences of using software without a valid licence. The case also underscores the importance of understanding the terms and conditions of business purchase agreements and the potential consequences of breaching those agreements.