UPDATED: The Woodstock 50 festival, scheduled for August 16-18 in Watkins Glen, New York, won a key court decision against financier Dentsu. Citing termination terms outlined in the contract between Woodstock Ventures and Amplifi, a subsidiary of Japanese ad and marketing agency Dentsu, a Supreme Court of the State of New York judge ordered that Dentsu had no right to cancel Woodstock 50.
“Woodstock 50 is on!” read a statement issued by principal Gregory Peck.
But it wasn’t all good news for Woodstock. Judge Barry Ostrager declined to order Dentsu to return the $17.8 million Woodstock co-founder Michael Lang had alleged Amplifi “siphoned” from the festival bank account, leaving Woodstock 50 with still more financial ground to make up if the event is to continue.
Pending decisions concerning on-sale dates, permits, production and the like were left unaffected by the ruling.
Lang, who’s listed as producer for Woodstock 50, spun the ruling as a complete victory, emphasizing the part of the ruling that says Dentsu violated explicit terms of the contract in attempting to unilaterally cancel the festival. “We have always relied on the truth and have never lost faith that the Festival would take place,” Lang said. “I would like to thank all of the talent and their representatives for their patience and support. Woodstock 50 will be an amazing and inspiring festival experience.”
Said attorney Marc Kasowitz of Kasowitz Benson Torres LLP: “We are gratified that Justice Ostrager has ruled unequivocally that Dentsu did not have the right to cancel the Festival, and is immediately enjoined from cancelling the Festival. Today’s order is an important victory that means the show will go on for the fans, the talent, and the world, which was and remains Woodstock 50’s mission.” The judge’s order read that Dentsu be restrained from “cancelling the festival or communicating to the media and/or festival stakeholders, including state and county officials, venue operators, local vendors, community representatives, insurers, producers, and talent agencies, and performers.”
In a statement provided to Variety, a rep for Dentsu wrote: “We feel vindicated to hear that the court agreed with what we have maintained all along: Woodstock 50 was not entitled to access the festival bank account per the contract and thus any access now is denied and the $17.8M remains with Amplifi Live. The court also noted that ‘…Amplifi [Live] asserted by convincing testimony adduced at the hearing that it intended to mitigate its damages from a music festival that could not be successfully produced by mid-August because, among other reasons, multiple permits necessary to conduct the Festival were not in place, tickets had not yet been sold, no budget had been agreed upon, necessary and expensive structural improvements to the Festival site and related areas had not yet started, and the production company essential to produce the Festival had withdrawn.’
“The court did not rule that Amplifi Live’s assumption of control over the festival was improper or alter that status in any way,” the statement concludes. “While we understand that pursuant to the court’s ruling Amplifi Live cannot cancel the festival without Woodstock 50’s agreement, at this time we do not intend to further invest in the festival due to the issues noted by the court, as well as the compressed timeframe, and multiple health and safety concerns.”
In response to that statement, Kasowitz replied for Woodstock’s organizers: “In its public statements, Dentsu has shown utter contempt for the Court’s decision, and continues to show utter contempt for the Woodstock 50 Festival. The Court unambiguously ruled that Dentsu had no right to try to assert control over the Festival in Dentsu’s efforts to cancel it. Indeed, Dentsu and its affiliated companies are explicitly enjoined from suggesting that there has been a cancellation or interfering with any of the Festival stakeholders. Nevertheless, Dentsu has decided to disregard the Court’s clear directive and suggest that it still has the right to kill the Festival. Dentsu is dead wrong and Woodstock 50 is proceeding as planned.’’
All of that notwithstanding, what are the chances that Woodstock will actually take place? The judge’s order hints that he doesn’t hold a lot of optimism it could proceed, though he says that’s irrelevant to his ruling.
“Passing the issue of whether, as it appears, it is no longer feasible to conduct the Festival — a circumstance that is not explicitly addressed in the FPA — Amplifi [an arm of Dentsu] does not have the right to unilaterally cancel the Festival,” Ostrager writes. The judge stated that Woodstock 50 “is correct that the FPA expressly provides that the Festival can only be cancelled by a writing signed by both parties.”
But Ostrager added that Woodstock 50 “falls woefully short of making the heightened showing necessary to warrant a mandatory injunction ordering Amplifi to return $17.8 million to the Festival Bank Account and to ‘provide W50 with access to the funds in the Account.’ … Granting Petitioner access to the funds in the Festival Bank Account would give Petitioner more rights than it has under the FPA, as the contract gives Amplifi the right to approve all expenditures.”
The judge did find that Dentsu/Amplifi has a “control option” to take over the festival if the company found the Woodstock 50 organizers falling short of an ability to pull off the festival — but that control explicitly excludes unilateral cancellation power, and judging by its statement Dentsu has no interest in doing so.
The court confirmed that this will ultimately be settled in arbitration — which will take place long after Woodstock 50 does or does not happen.