Africa Express Line Ltd ("Ael") v Socofi SA ("Socofi") & Anor [2009] EWHC 3223 (Comm) (11 December 2009)

Africa Express Line Ltd ("Ael") v Socofi SA ("Socofi") & Anor [2009] EWHC 3223 (Comm) (11 December 2009)

The court held that the language used in the correspondence between AEL and Socofi was insufficient to clearly and precisely demonstrate consensus to incorporate the jurisdiction clause from the AEL/DAM agreement. The focus of the parties was on the provision and cost of services, not on dispute resolution. General words of incorporation did not extend to ancillary clauses such as jurisdiction, and there was no real consent to the English court's jurisdiction as required by Article 23 of the Judgments Regulation.

Citation
[2009] EWHC 3223 (Comm)
Parties
Claimant: Africa Express Line Limited; First Defendant: Socofi S.A.; Second Defendant: Plantations Dam S.A.
Jurisdiction
England and Wales
Judgment Date
11 December 2009
Procedural Posture
Commercial Court Application / Jurisdiction Challenge (application for Declaration of No Jurisdiction)
Outcome
Declaration granted: English court has no jurisdiction over Socofi S.A. under the alleged jurisdiction clause.
Legal Topics
Jurisdiction Clauses, Incorporation of Terms, International Carriage of Goods, Article 23 Brussels Regulation, Arbitration and Jurisdiction Clauses
Commercial Law Conflict of Laws Contract Law Jurisdiction Clauses Incorporation of Terms International Carriage of Goods Article 23 Brussels Regulation Arbitration and Jurisdiction Clauses

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Parties

Africa Express Line Limited

Claimant

Socofi S.A.

First Defendant

Plantations Dam S.A.

Second Defendant

Procedural Posture

Commercial Court Application / Jurisdiction Challenge (application for Declaration of No Jurisdiction)

Legal Issues

  1. 1 Whether the English court has jurisdiction over Socofi S.A. under an alleged incorporated jurisdiction clause
  2. 2 Whether the jurisdiction clause in the AEL/DAM agreement was incorporated into the contract between AEL and Socofi

Ratio Decidendi

The court held that the language used in the correspondence between AEL and Socofi was insufficient to clearly and precisely demonstrate consensus to incorporate the jurisdiction clause from the AEL/DAM agreement. The focus of the parties was on the provision and cost of services, not on dispute resolution. General words of incorporation did not extend to ancillary clauses such as jurisdiction, and there was no real consent to the English court's jurisdiction as required by Article 23 of the Judgments Regulation.

Court Disposition

Declaration granted: English court has no jurisdiction over Socofi S.A. under the alleged jurisdiction clause.

Orders

  • Declaration that the court has no jurisdiction to hear the claim against Socofi S.A.