Holfeld Plastics Ltd v Isap Omv Group Spa

JurisdictionIreland
JudgeMr. Justice Geoghegan
Judgment Date19 March 1999
Neutral Citation[1999] IEHC 224
Docket NumberNo. 4153p/1995
CourtHigh Court
Date19 March 1999

[1999] IEHC 224

THE HIGH COURT

No. 4153p/1995
HOLFELD PLASTICS LTD v. ISAP OMV GROUP SPA

BETWEEN

HOLFELD PLASTICS LIMITED
PLAINTIFF

AND

ISAP OMV GROUP SPA
DEFENDANT

Citations:

RSC O.12 r26

BRUSSELS CONVENTION 1968 ART 17

SALOTTI V RUWA 1976 ECR 1831

SEGOURA V BONAKDARIAN 1976 ECR 1851

Synopsis

Conflict of Laws

Private international law; European Community law; jurisdiction; practice and procedure; striking-out proceedings; contract; allegation that there was an exclusive jurisdiction agreement conferring jurisdiction on the Courts of Italy in a contract for sale of extrusion line; whether the orders of the plaintiff for the goods incorporated the terms and conditions of the defendant; application of Art. 17 of the Brussels Convention; whether there was genuine consensus between the parties as to the terms of the contract; whether such agreement was in writing or evidenced in writing; Art. 17, Brussels Convention, 1968; O.12, r.26, Rules of the Superior Courts Held: Contract incorporated the terms and conditions of the defendant; there was a valid exclusive jurisdiction clause; Court declined jurisdiction and struck out the action Holfeld Plastics Ltd. v. ISAP OMV Group SPA - High Court: Geoghegan J. - 19/03/1999

While the action was brought by an Irish company against an Italian company arising out of the supply by the defendant to the plaintiff of an allegedly defective extrusion line in breach of contract, the court's conclusion was that on the basis of documentation there was an exclusive jurisdiction agreement between the parties that in the event of a dispute the parties had to accept as the competent court of law the courts in the place where the vendor had its head office. That place was Verona in Italy. It was not correct to determine the matter by reference to Irish contract law. In the case of an exclusive jurisdiction clause the provisions of article 17 of the Brussels Convention 1968 must be strictly applied and the clause must be interpreted in accordance with European Community law. There was consensus between the parties as to the jurisdiction clause and that the agreement was in writing. The court must decline jurisdiction. The High Court so held in striking out the plaintiff's action.

1

Mr. Justice Geoghegandelivered the 19th day of March, 1999.

2

This is a motion on notice brought pursuant to Order 12, Rule 26, of the Rules of the Superior Courts seeking a dismissal or striking out of these proceedings on the grounds that by virtue of Article 17 of the Brussels Convention, 1968 which is incorporated into Irish law, the Court has no jurisdiction to hear and determine the case.

3

The action itself is brought by an Irish company against an Italian company arising out of the supply by the Defendant to the Plaintiff of an allegedly defective extrusion line in breach of contract. It would seem that the contract was partly in writing and partly oral but for the purposes of determining this application I do not have to decide at what point in time there was a final contract between the parties for reasons which I will explain. I have come to the conclusion on the basis of documentation which incontrovertibly passed between theparties and at least form part of the final contract, there was an exclusive jurisdiction agreement that in the event of dispute the parties had to accept as the competent Court of law the Courts in the place where the vendor has its head office. That place is Verona inItaly.

4

Paragraph 6 of the principal Affidavit sworn on behalf of the Defendant by Nicholas Turner states the following:-

5

"The contract provides at Clause 17 as follows:-

" COMPETENT COURTS OF LAW
6

In the event of dispute, the parties shall accept as the competent Court of law, the Courts in the place where the Vendor has his headoffice."

7

The Vendor (the Defendant in these proceedings) has its head office in Verona, Italy and accordingly I say that it is the Courts of Italy which should have jurisdiction in relation to the Plaintiff's claimherein."

8

I am bound to say that the Deponent is being disingenuous in swearing a paragraph in that form. If that was an accurate description of the contractual position there would be no problem at all and this dispute would never have reached the Courts. The reality is that the contract is not comprised in one single document with a particular jurisdiction clause. The contract consists of a number of documents and probably orally agreed terms in addition. In fairness to Mr. Turner he does explain the position more accurately later on in the Affidavit. He says that on 18th November, 1992 the Defendant's agent for the U.K. and Ireland, Engelmann & Buckham Machinery Limited, sent the Plaintiff at its request a quotation on theDefendant's behalf for the provision of an extrusion line. A meeting was held in Italy on 13th and 14th January, 1993 between representatives of both companies at which commercial and technical details of the quotation were discussed. Following on that meeting a revised quotation was sent to the Plaintiff on 15th January, 1993. On 19th January, 1993 the Plaintiff faxed to the Defendant's agent an order for the extrusion line "as per your quotation of 15.01.93 and detailed below". The Defendant's agent then sent the Plaintiff a confirmation of order on 17th February, 1993. By mistake that confirmation of order is dated 17th February, 1992 but it would have been at all times perfectly obvious that it was intended to be 17th February, 1993. Both of the quotations, that is to say the quotation of 18th November, 1992 and the quotation of 15th January, 1993 and indeed the order confirmation sent on 17th February, 1993 following the Plaintiffs order, included the followingclause:-

" CONDITIONS OF CONTRACT
9

This order is subject to our principals OMV Contract of Sale, a copy of which is enclosed...

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