Zennar Ltd v Molssi Fashion Shanghai Limited [2026] EWHC 2787 (BP)
This was a breach of contract case concerning a licensing agreement between the Claimant and the Defendant for various trade marks and copyright registered in China, Taiwan and Hong Kong for the word ‘Rockfish’. The parties primarily sell footwear. The Claimant is the owner of the UK brand ‘Rockfish’ and is part of a group of companies which owns the Korean brand ‘Rockfish Weatherwear’. The Defendant sold footwear under the ‘Rockfish’ brand in China under licence from the Claimant. In December 2024 and January 2025, the Defendant sent cease-and-desist letters to third party sellers of “Rockfish Weatherwear” footwear in China. As a result, the Claimant sought to terminate the licensing agreement on the basis that the Defendant’s actions were in breach of (1) an express obligation of confidentiality; (2) an express obligation to notify the Claimant of suspected infringements; and (3) an implied obligation on the licensee not to enforce the licensed rights. The Defendant disagreed that the latter obligation should be implied, that any breaches were committed, or that the Claimant was entitled to terminate.
The trial took place in the Shorter Trials Scheme between 7-9 July 2026 before Richard Smith J. The case raised numerous complex issues of law and application to the facts, including:
- Construction of terms;
- Implication of terms by operation of statute or common law, and implication arising on the facts;
- Contractual confidentiality obligations;
- Relational contracts – an interesting developing area of English contract law concerning the implication of duties of good faith;
- Estoppel by convention;
- Remediability and materiality of breaches;
- Prevention principle in contract law;
- Issues of Chinese trade mark law.
On 30 October 2026, the Judge gave judgment in the Claimant’s favour and dismissed the Defendant’s counterclaim. The Claimant was successful on each of the issues in the case.
Benet Brandreth KC and Miruna Bercariu appeared on behalf of the Claimant, instructed by Bird & Bird LLP.