UT (Tax & Chancery) UT/2023/000103 - [2025] UKUT 00102 (TCC)

The contract signed by the parties (“the Formwise Contract”)began by setting out two recitals:

“(A)

the Company is the legal and beneficial owner of the Intellectual Property Rights (defined below).

(B)

the Company has established the Formwise Pension Scheme and has agreed to assign all right, title and interest in and to the Intellectual Property Rights to the Fund (defined below) on the terms set out in this Agreement and the Fund has agreed to licence use of the assigned Intellectual Property Rights back to the Company on the terms set out in this Agreement.”

Clause 1 set out definitions and interpretation, and inter alia stated that “Intellectual Property Rights means the Domain Names”, and “Domain Names means the internet domain names detailed in Part 1 of Schedule 1”. Part 1 of Schedule 1 was headed “Domain Names” and it read “www.formwise-washrooms.co.uk”.