Nejvyšší soud České republiky; 2014-12-17; 30 Cdo 2626/2014
Decision by national courts in the field of European Union law — ECLI:CZ:NS:2014:30.CDO.2626.2014.1
Date: 2014-12-17
Subject matter: Judicial cooperation in civil matters
Origin: Czechia

82014CZ1217(51)_ENG_SUMJURE
JURE summary
JURE summary
A Czech company, (hereinafter “the plaintiff”) had a works contract, as a contractor, with an Austrian company, acting as a supplier (hereinafter “the defendant”).
The plaintiff sued the defendant for discharge of debt claiming Czech law as being applicable and the Czech courts as having jurisdiction, based on a mutual agreement between contracting parties, conferring jurisdiction. On the contrary, the defendant alleged that Slovak law should be the applicable law in the dispute.
The Court of First Instance dismissed the objection concerning the alleged lack of jurisdiction of Czech courts. The court found that Article X(3) of the works contract stated that “court of general jurisdiction of the contractor” shall have jurisdiction. The court held that this jurisdiction clause established the jurisdiction of the Czech courts in compliance with Article 23(1) of the Brussels I Regulation (1).
The defendant appealed this decision, but the Court of Appeal upheld the decision and the reasoning of the Court of First Instance. The defendant filed a cassation appeal to the Nejvyšší soud (hereinafter “the Supreme Court”) alleging that the agreement in Article X(3) could not be regarded as an agreement within the meaning of Article 23(1) of the Brussels I Regulation, but only as the agreement within the meaning of § 89a of the OSŘ (2).
The Supreme Court was therefore required to deal with the question of whether the wording “court of general jurisdiction of the contractor” is specific enough to establish jurisdiction in compliance with Article 23(1) of the Brussels I Regulation. The Supreme Court cited the decision of the Court of Justice of the European Union in the case C-387/98 (3), according to which, a jurisdiction clause does not need to be formulated in such a way that the competent court can be determined on its wording alone. It is sufficient that the clause state the objective factors based on which the parties have agreed to choose a court to which they wish to submit disputes. Furthermore, according to case C-269/95 (4), a distinction must be drawn between a jurisdiction clause and the substantive provisions of the contract in which it is incorporated. A jurisdiction clause which serves a procedural purpose is governed by the Brussels I Regulation. By contrast, substantive provisions of a main contract in which such a clause is incorporated, and likewise any dispute as to the validity of this contract, are governed by the lex causae determined by the private international law of the State of the court having jurisdiction. In this case, the doctrine stipulated in Czech ZMPS (5) supports the fact that the agreement conferring jurisdiction serves a procedural purpose and therefore is governed by the lex fori principle.
Based on the aforementioned, it was determined that the wording “court of general jurisdiction of the contractor” should be interpreted under the Czech law. According to the OSŘ, the court of general jurisdiction of a legal person is the court that has jurisdiction over its registered office. Therefore, there is no doubt that the “court of general jurisdiction of the contractor” is the courts of the Czech Republic.
Therefore, the Supreme Court dismissed the cassation appeal and upheld the decisions of the courts of lower instances. The Supreme Court refused to deal with other objections of the defendant as they were not mentioned in the decisions of lower courts.
(1) Council Regulation (EC) No 44/2001 of 22 December 2000 on jurisdiction and the recognition and enforcement of judgments in civil and commercial matters. (2) Zákon č.99/1963 Sb. Občanský soudní řád (Civil procedure code). (3) Judgment of the Court of Justice of 9 November 2000, Coreck Maritime GmbH v Handelsveen BV and Others, C-387/98, ECLI:EU:C:2000:606, paragraph 15. (4) Judgment of the Court of Justice of 3 July 1977, Francesco Benincasa v Dentalkit Srl., C-269/95, ECLI:EU:C:1997:337, paragraphs 24 and 25. (5) Zákon č. 97/1963 Sb. o mezinárodním právu soukromém a procesním (Statute on International Private Law).