Gerechtshof’s-Hertogenbosch; 2021-07-27; Medion; 200.272.511
Decision by national courts in the field of European Union law — ECLI:NL:GHSHE:2021:2357
Date: 2021-07-27
Subject matter: Judicial cooperation in civil matters
Origin: Netherlands

82021NL0727(52)_ENG_SUMJURE
JURE summary
JURE summary
ECLI:NL:GHSHE:2021: 2357, Gerechtshof’s-Hertogenbosch (hereinafter ‘the Court of Appeal’), 27 July 2021
The Brussels I Regulation (recast) (1)
Medion (hereinafter ‘the plaintiff’) was established in Germany and sells computer hardware. Prowise (hereinafter ‘the defendant’) was established in the Netherlands and sells software and hardware to educational institutions. The parties had concluded various (purchase) contracts. The plaintiff claimed the compensation related to some of those contracts.
The parties concluded a ‘non-disclosure agreement‘ (hereinafter ‘the Agreement’) containing a choice of law clause in favour of German law and a choice of court clause in favour of the German courts.
The defendant argued that the choice of court clause provides that the court in Germany has exclusive jurisdiction to hear all disputes between the parties so that the Dutch court has no jurisdiction to hear the plaintiff’s claim in this case.
The rechtbank Oost-Brabant (hereinafter ‘the Court of First Instance’) ruled that the Agreement must be regarded as a framework agreement because it does not only concern the transfer of the brand but also contains provisions related to the commercial relationship between the parties in general. Considering the broad wording of the choice of court clause according to which it was ‘connected with or relating to this Purchase Agreement or any related matters’, the choice of court clause also applies to the plaintiff’s claims in the current case. Therefore, the Court of First Instance declared itself as not having the jurisdiction to hear the case. The plaintiff appealed against this decision.
The question is whether the choice of forum clause is limited to disputes connected to the transfer of brand (as argued by the plaintiff) or covers disputes related to other contracts between the parties (as argued by the defendant).
3.14 Considering the interpretation of the Agreement and the requirements laid down by Article 25 of the Brussels I Regulation (recast), the term ‘or any related matter’ used in the choice of court clause must be interpreted as referring to a dispute that is related to the transfer of the brand, i.e., a dispute that is related only to that particular legal relationship. The subsequent hardware purchase contracts are not ‘related maters’ because they are not linked to the transfer of the brand but are independent contracts resulting from the broader commercial relationship and cooperation between the parties.
3.15 This means that the ground of appeal no. 5 against the opinion of the Court of First Instance that the Dutch court has no jurisdiction to hear this claim is admitted. Because the choice of forum clause in the Agreement does not relate to the plaintiff’s claims in the present dispute and because the defendant has its registered office in the Netherlands, the Dutch court has jurisdiction to hear the case on the basis of Article 4(1) of the Brussels I Regulation (recast).
(1) Regulation (EU) No 1215/2012 of the European Parliament and of the Council of 12 December 2012 on jurisdiction and the recognition and enforcement of judgments in civil and commercial matters.