Granarolo SpA v Ambrosi Emmi France SA.
Date: 2016-07-14
16


First of all, it should be borne in mind that the Brussels I Regulation seeks to unify the rules of conflict of jurisdiction in civil and commercial matters by way of rules of jurisdiction which are highly predictable and accordingly pursues an objective of legal certainty which consists in strengthening the legal protection of persons established in the European Union, by enabling the applicant to identify easily the court in which he may sue and the defendant reasonably to foresee before which court he may be sued (see, to this effect, judgment of 23 April 2009 in Falco Privatstiftung and Rabitsch, C‑533/07, EU:C:2009:257, paragraphs 21 and 22).
17


According to the Court’s settled case-law, the system of common rules on conferment of jurisdiction laid down in Chapter II of the Brussels I Regulation is based on the general rule, set out in Article 2(1), that persons domiciled in a Member State are to be sued in the courts of that State, irrespective of the nationality of the parties. It is only by way of derogation from the general rule attributing jurisdiction to the courts of the defendant’s domicile that Section 2 of Chapter II of the Brussels I Regulation makes provision for certain special jurisdictional rules, such as that laid down in Article 5(3) of the regulation (see, to this effect, in particular judgments of 16 July 2009 in Zuid-Chemie, C‑189/08, EU:C:2009:475, paragraphs 20 and 21, and of 18 July 2013 in ÖFAB, C‑147/12, EU:C:2013:490, paragraph 30).
18


The Court has already held that those special jurisdictional rules must be interpreted restrictively and cannot give rise to an interpretation going beyond the cases expressly envisaged by the regulation (judgment of 18 July 2013 in ÖFAB, C‑147/12, EU:C:2013:490, paragraph 31).
19


It should also be borne in mind that the terms ‘matters relating to a contract’ and ‘matters relating to tort, delict or quasi-delict’, within the meaning, respectively, of Article 5(1)(a) and (3) of the Brussels I Regulation, must be interpreted autonomously, by reference principally to the regulation’s scheme and objectives, in order to ensure that the regulation is applied uniformly in all the Member States. They cannot therefore be taken to refer to how the legal relationship in question before the national court is classified by the applicable national law (judgment of 13 March 2014 in Brogsitter, C‑548/12, EU:C:2014:148, paragraph 18).
20


The concept of ‘matters relating to tort, delict or quasi-delict’ within the meaning of Article 5(3) of the Brussels I Regulation covers all actions which seek to establish the liability of a defendant and do not concern ‘matters relating to a contract’ within the meaning of Article 5(1)(a) of the regulation (see judgment of 28 January 2015 in Kolassa, C‑375/13, EU:C:2015:37, paragraph 44 and the case-law cited).
21


The Court has already held that the mere fact that one contracting party brings a civil liability action against the other is not sufficient to consider that the action concerns ‘matters relating to a contract’ within the meaning of Article 5(1) of the Brussels I Regulation. That is the case only where the conduct complained of may be considered a breach of the contractual obligations, obligations which may be established by taking into account the purpose of the contract (judgment of 13 March 2014 in Brogsitter, C‑548/12, EU:C:2014:148, paragraphs 23 and 24).
25


In the present instance, the national court therefore has the task of examining, first of all, whether, in the specific circumstances of the case which has been brought before it, the long-standing business relationship which existed between the parties is characterised by the existence of obligations tacitly agreed between them, so that a relationship existed between them that can be classified as contractual.
30


First of all, it should be pointed out that the connecting factors for determining the court with jurisdiction that are laid down in Article 5(1)(b) of the Brussels I Regulation are applicable only in so far as the national court hearing the dispute which has arisen between the parties that entered into a long-standing business relationship with each other comes to the conclusion that that relationship is founded on a ‘contract for the sale of goods’ or a ‘contract for the provision of services’, for the purposes of that provision.
31


Such classification would exclude the application in the main proceedings of the rule of jurisdiction laid down in Article 5(1)(a) of the Brussels I Regulation. In view of the hierarchy which Article 5(1)(c) establishes between Article 5(1)(a) and (b), the rule of jurisdiction laid down in Article 5(1)(a) is intended to apply only in the alternative and if the rules of jurisdiction in Article 5(1)(b) do not apply (see, to this effect, judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 42).
32


The Court has observed, regarding the place of performance of the obligations arising both from contracts for the sale of goods and from contracts for the provision of services, that the Brussels I Regulation, in Article 5(1)(b), defines that connecting factor autonomously, in order to reinforce the objectives of unifying the rules of jurisdiction and ensuring predictability (judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 32).
33


The Court has also held that, for the purposes of identifying the court with jurisdiction in relation to contracts for the sale of goods or for the provision of services, Article 5(1) of the Brussels I Regulation adopts as a connecting factor the obligation which characterises the contract in question (judgment of 25 February 2010 in Car Trim, C‑381/08, EU:C:2010:90, paragraph 31 and the case-law cited).
34


It follows that a contract which has as its characteristic obligation the supply of goods must be classified as a contract for the ‘sale of goods’ within the meaning of the first indent of Article 5(1)(b) of the Brussels I Regulation (judgment of 25 February 2010 in Car Trim, C‑381/08, EU:C:2010:90, paragraph 32).
35


That classification may be applied to a long-standing business relationship between two economic operators where that relationship is limited to successive agreements each having the object of the delivery and collection of goods. On the other hand, it does not correspond to the general scheme of a typical distribution agreement, characterised by a framework agreement the subject matter of which is an undertaking for supply and provision concluded for the future by two economic operators (see, by analogy, judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 36).
37


As to whether a contract may be classified as a ‘contract for the provision of services’ for the purposes of the second indent of Article 5(1)(b) of the Brussels I Regulation, the Court has already held that the concept of ‘services’ within the meaning of that provision requires at least that the party who provides the services carries out a particular activity in return for remuneration (see, to this effect, judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 37 and the case-law cited).
39


As a result of the guarantee of supply which it may enjoy under such a contract and, as the case may be, its involvement in the supplier’s commercial strategy, in particular with respect to promotional activity, these being factors in respect of which the national court has jurisdiction to make a finding, the distributor may be able to offer customers services and benefits that a mere reseller cannot and thereby acquire for the supplier’s products a larger share of the local market (see, to this effect, judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 38 and the case-law cited).
40


As to the second criterion, namely the remuneration provided as consideration for an activity, it must be pointed out that it cannot be understood in the strict sense of the payment of a sum of money. Such a restriction is neither required by the very general wording of the second indent of Article 5(1)(b) of the Brussels I Regulation nor consistent with the objectives of proximity and uniformity pursued by that provision (judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 39).
41


In that connection, account must be taken of the fact that a distribution agreement is based, as a general rule, on a selection of the distributors by the supplier. That selection may confer a competitive advantage on the distributors in that they will have the sole right to sell the supplier’s products in a particular territory or, at the very least, a limited number of distributors will enjoy that right. Moreover, a distribution agreement often provides assistance to the distributors regarding access to forms of advertising, communication of know-how by means of training, or payment facilities. All those advantages, whose existence it is for the court adjudicating on the substance to ascertain, represent an economic value for the distributors that may be regarded as constituting remuneration (see, to this effect, judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 40).
42


It follows that any distribution agreement containing such typical elements may be classified as a ‘contract for the provision of services’ for the purpose of applying the rule of jurisdiction in the second indent of Article 5(1)(b) of the Brussels I Regulation (judgment of 19 December 2013 in Corman-Collins, C‑9/12, EU:C:2013:860, paragraph 41).