Rykodisc Not Liable for Single Sales of Zappa Tracks

The U.S. District Court for the Southern District of New York decided that the music company Rykodisc wasn't liable for alleged copyright infringement after Apple's iTunes sold some tracks from Frank Zappa albums as individual Internet downloads. Zappa v. Rykodisc Inc., 08 Civ. 396.

Rykodisc had acquired distribution rights, including for new media uses, to several of the late musician's works from the Zappa Family Trust (ZFT). But the ZFT/Rykodisc agreement stated that certain tracks, such as “Black Napkins” and “Watermelon in Easter Hay,” from Zappa albums “will not be coupled with other master recordings or licensed for individual synchronization use or otherwise used individually.”

However, District Judge William H. Pauley III found: “Here, there is no evidence establishing direct liability [by Rykodisc], since ZFT cannot point to volitional conduct by Ryko that caused the [single-track] distribution. Rather, Apple, not Ryko, distributed these tracks. Nor has Zappa established a genuine dispute as to whether Ryko induced or encouraged Apple ' or any other company, for that matter ' to distribute the Restricted Cuts as singles. To the contrary, the evidence shows that Ryko took pains to ensure that Apple was aware of the track restrictions on the Restricted Cuts. Such conduct is incompatible with contributory infringement.”

In its suit, the Zappa estate in fact attacked Rykodisc's right to digitally distribute the range of masters covered under the ZFT/Rykodisc agreement, including Zappa's Freak Out, We're Only in It for the Money and Hot Rats. A clause in parties' contract provided: “No remixes, edits, changes in technical standards or other changes will be made by Ryko to the Subject Masters which would impact the integrity of the work.” Judge Pauley noted: “Unfortunately, the term 'technical standard' is undefined. According to ZFT, MP3 files have significantly reduced sound quality compared to [the formats in which Zappa recorded], and therefore impact the integrity of the work. Releasing music with inferior sound quality is plausibly viewed as a change to a technical standard. Accordingly, the 1994 Agreement is ambiguous on this point. The extrinsic evidence to interpret this provision is inconclusive, and therefore summary judgment is denied insofar as ZFT's First and Second Claims relate to the right to distribute the Subject Masters in digital format.”

The U.S. District Court for the Southern District of New York decided that the music company Rykodisc wasn't liable for alleged copyright infringement after Apple's iTunes sold some tracks from Frank Zappa albums as individual Internet downloads. Zappa v. Rykodisc Inc., 08 Civ. 396.

Rykodisc had acquired distribution rights, including for new media uses, to several of the late musician's works from the Zappa Family Trust (ZFT). But the ZFT/Rykodisc agreement stated that certain tracks, such as “Black Napkins” and “Watermelon in Easter Hay,” from Zappa albums “will not be coupled with other master recordings or licensed for individual synchronization use or otherwise used individually.”

However, District Judge William H. Pauley III found: “Here, there is no evidence establishing direct liability [by Rykodisc], since ZFT cannot point to volitional conduct by Ryko that caused the [single-track] distribution. Rather, Apple, not Ryko, distributed these tracks. Nor has Zappa established a genuine dispute as to whether Ryko induced or encouraged Apple ' or any other company, for that matter ' to distribute the Restricted Cuts as singles. To the contrary, the evidence shows that Ryko took pains to ensure that Apple was aware of the track restrictions on the Restricted Cuts. Such conduct is incompatible with contributory infringement.”

In its suit, the Zappa estate in fact attacked Rykodisc's right to digitally distribute the range of masters covered under the ZFT/Rykodisc agreement, including Zappa's Freak Out, We're Only in It for the Money and Hot Rats. A clause in parties' contract provided: “No remixes, edits, changes in technical standards or other changes will be made by Ryko to the Subject Masters which would impact the integrity of the work.” Judge Pauley noted: “Unfortunately, the term 'technical standard' is undefined. According to ZFT, MP3 files have significantly reduced sound quality compared to [the formats in which Zappa recorded], and therefore impact the integrity of the work. Releasing music with inferior sound quality is plausibly viewed as a change to a technical standard. Accordingly, the 1994 Agreement is ambiguous on this point. The extrinsic evidence to interpret this provision is inconclusive, and therefore summary judgment is denied insofar as ZFT's First and Second Claims relate to the right to distribute the Subject Masters in digital format.”