Cengage Advantage Books: Fundamentals of Business Law Today 10th Edition by Roger LeRoy Miller

تمرين 14

Wagner v. Columbia Pictures Industries, Inc.
California Court of Appeal, Second District, 146 Cal.App.4th 586, 52 Cal.Rptr.3d 898 (2007).
FACTS Actor Robert Wagner entered into an agreement with Spelling-Goldberg Productions (SGP) "relating to Charlie's Angels (herein called the 'series')." The contract entitled Wagner to 50 percent of the net profits that SGP received from broadcasting the series and from all ancillary, music, and subsidiary rights in connection with the series. SGP hired Ivan Goff and Ben Roberts to write the series, under a contract subject to the Writers Guild of America Minimum Basic Agreement (MBA). a The MBA stipulated that the writer of a television show retains the right to make and market films based on the material, subject to the producer's right to buy this right if the writer decides to sell it within five years.
The first Charlie's Angels episode aired in 1976. In 1982, SGP sold its rights to the series to Columbia Pictures Industries, Inc. Thirteen years later, Columbia bought the movie rights to the material from Goff's and Roberts's heirs. In 2000 and 2003, Columbia produced and distributed two Charlie's Angels movies. Wagner filed a suit in a California state court against Columbia, claiming a share of the profits from the films. The court granted Columbia's motion for summary judgment. Wagner appealed to a state intermediate appellate court.
Issue Did the language of Wagner's contract with SGP entitle Columbia to all of the profits from the two Charlie's Angels movies?
DECISION Yes. The state intermediate appellate court affirmed the lower court's judgment.
REASON Wagner offered evidence to show that a previous contract with SGP involving a property titled Love Song had been intended to give him half of the net profits that SGP received from the property from all sources without limitation as to source or time. Wagner argued that because the profits provision in the Charlie's Angels agreement used identical language, the provision should be interpreted to give him the same share. The court stated that an "agreement is the writing itself."
Extrinsic evidence is not admissible "to show intention independent of an unambiguous written instrument." The court reasoned that even if the parties intended Wagner to share in the profits from all sources, "they did not say so in their contract." Under the language of the contract, Wagner was not entitled to share in the profits from the exercise of the movie rights to Charlie's Angels if those rights were acquired separately. SGP did not acquire the movie rights to Charlie's Angels by exercising this right within the five-year period. Columbia obtained those rights separately more than five years later.
FOR CRITICAL ANALYSIS -Legal Consideration How might the result in this case have been different if the court had allowed Wagner's extrinsic evidence of the prior contract regarding Love Song to be used as evidence in this dispute?