A fan of the popular AMC drama Breaking Bad is suing Apple for breach of contract because the “Season Pass” he purchased from iTunes included only the first half of the full sixteen-episode season. Apple split Breaking Bad’s fifth season into two, eight-episode mini seasons. The customer suing is complaining that a Season Pass is advertised to include “every episode in that season.”
Apparently, Apple business law attorneys and this customer understood that phrase differently.
When a business and its customer understand a contract differently, who wins? One of the requirements for a contract to be valid is for there to be a “meeting of the minds” between the parties about both the subject matter of the agreement and all of its essential terms. But that doesn’t mean that both parties need to have the same subjective, internal belief about what the contract means. There’s no way to measure the internal subjective world of the parties, which is exactly the reason why contract law exists: to make those subjective ideas more concrete and objectively understood.
The law looks at how the parties acted when trying to figure out whether there was a meeting of the minds. Did the parties act like there was a meeting of the minds, or did they act like they were each working from a different understanding of what they were agreeing to?
As a business owner, it is vital that all your contracts clearly spell out what your customers are going to receive from you and how it’s going to be delivered. Without a clearly drafted contract, you could end up on the wrong end of a dispute with one of your customers, costing you both time and money. Consulting with a qualified business law attorney to draft and review your contracts is one of the most important steps you can take to make sure your contracts are as ironclad as possible. And if you do end up in a contract dispute, it is essential to contact an experienced business litigation attorney.
If a court decides that it was reasonable for the customer in the Breaking Bad case to have interpreted the Apple agreement as including the full sixteen-episode season instead of just one of the eight-episode mini seasons, Apple may be on the hook for $14.99 ($21.99 for high definition) per customer, which adds up quickly.