AP Wireless II (UK) Limited v On Tower UK Limited
Decision date: 6 February 2025
Neutral citation: [2025] UKUT 43 (LC)
Overall AI summary confidence: medium
Short overview
This short overview is intended to summarise the case, issues and outcome so far as they are supported by the judgment.
AI confidence in this short overview: medium
This appeal concerned whether an assignee who covenants with the assignor (including by way of indemnity) to perform licence obligations becomes a "party to the Code agreement" for Part V purposes, and whether On Tower gave such covenants in three site agreements. The Tribunal held that an assignee's covenant (even an indemnity) makes the assignee primarily liable between the parties and thus a party to the Code agreement, and found that On Tower had given indemnity covenants in the Sandbach and Blackwell Grange cases, dismissing APW's appeal on the First Issue in those matters; Lubbards Lodge was not reopened because an earlier tenancy/licence finding is final.
Ratio decidendi
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AI confidence in this ratio decidendi summary: medium
A covenant by an assignee with the assignor to perform the obligations of a licence, including where that covenant is framed as an indemnity, renders the assignee primarily responsible as between them and therefore a "party to the Code agreement" for the purposes of Part V.
Obiter dicta
This summary is intended to identify obiter dicta, meaning observations made by the way that were not necessary to deciding the case and are not binding.
AI confidence in this obiter dicta summary: medium
The Tribunal noted that a common contractual clause purporting to bind successors in title is inapt to avoid the statutory effect of an assignee's indemnity covenant; it also queried (without decisive ruling) the correctness of considering a different version of a licence agreement that was not before the hearing.
Warning
The chunk includes duplicated passages and some editorial gaps (place names and references omitted), which makes parts of the text repetitive and slightly disjointed. The provided notes contain some duplicated passages and omissions of place names and references, making parts of the text slightly disjointed.