EUPillar SARL Harze JY v SPRL Siroco

Summary

The appellant sued the defendant in payment of 57,709.46 EUR to be increased with the legal interest on arrears. The appellant founds its claim on the Belgian Law of 13 April 1995 on commercial agency contracts. The general conditions of sale of the appellant provide that “All disputes relating to the formation, conclusion, interpretation or performance of the contract, when no amicable agreement is reached, will be subject exclusively to the jurisdiction of the courts of Luxembourg.” On this basis, the first judge found he lacked jurisdiction to take cognizance of the case, pursuant to the Brussels I Regulation. The Court of Appeal states first of all that the Luxembourg appellant cannot rely on the provisions of Art. 27 of the Belgian law on commercial agency contracts, since it does not have a place of business in Belgium. With regard to the international jurisdiction of the Belgian courts, the Court analyses the choice of court clause in the general terms and conditions of the appellant from the angle of Art. 23(1) Brussels I Regulation. The parties never signed a written agreement. The appellant produces one invoice from 2007, 9 invoices from 2009, 5 invoices from 2010 and 2 invoices from 2011 before the court. On the back of all of those invoices, the same general terms and conditions appear. The defendant had explicitly accepted these general terms and conditions in a letter dated 28 April 2011. Since the jurisdiction conferred on the courts of Luxembourg by the choice of court clause is exclusive, the appellant cannot renounce this jurisdiction without the agreement of its adversary. Short critique The Court correctly applies the Brussels I Regulation. The Court refers to a letter in which the defendant accepted the choice of court clause. In fact, in this letter the defendant relied on a different clause of the general terms and conditions of the opposing party under which a time period was given within which it should notify the opposing party of any objections to the invoices. The Court decided that if the defendant relied on one clause of the general terms and conditions, it thereby accepted those terms and was also held by the choice of court clause.