Dassault Aviation SA v Mitsui Sumitomo Insurance Co Ltd [2024] EWCA Civ 5 (12 January 2024)

Dassault Aviation SA v Mitsui Sumitomo Insurance Co Ltd [2024] EWCA Civ 5 (12 January 2024)

The non-assignment clause in Article 15 of the sale contract prohibits assignments or transfers made by a party, but does not prohibit transfers effected by operation of law, such as subrogation under Article 25 of the Japanese Insurance Act. Therefore, the transfer of MBA's claims to MSI was not invalidated by Article 15, and the arbitral tribunal had jurisdiction.

Citation
[2024] EWCA Civ 5
Parties
Claimant/respondent: Dassault Aviation SA; Defendant/appellant: Mitsui Sumitomo Insurance Co Ltd
Jurisdiction
England and Wales
Judgment Date
12 January 2024
Procedural Posture
Appeal From High Court (commercial Court, Kbd) Under S.67 Arbitration Act 1996 / Court of Appeal Judgment
Outcome
Appeal allowed
Legal Topics
Non Assignment Clauses, Subrogation, Contractual Interpretation, Jurisdiction of Arbitral Tribunal
Contract Law Arbitration Insurance Law Non Assignment Clauses Subrogation Contractual Interpretation Jurisdiction of Arbitral Tribunal

Case Brief

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Parties

Dassault Aviation SA

Claimant/respondent

Mitsui Sumitomo Insurance Co Ltd

Defendant/appellant

Procedural Posture

Appeal From High Court (commercial Court, Kbd) Under S.67 Arbitration Act 1996 / Court of Appeal Judgment

Legal Issues

  1. 1 Whether a non-assignment clause in a contract prohibits transfer of claims by operation of law (subrogation) under Japanese Insurance Act Article 25
  2. 2 Whether the arbitral tribunal had jurisdiction over MSI's claim against Dassault

Ratio Decidendi

The non-assignment clause in Article 15 of the sale contract prohibits assignments or transfers made by a party, but does not prohibit transfers effected by operation of law, such as subrogation under Article 25 of the Japanese Insurance Act. Therefore, the transfer of MBA's claims to MSI was not invalidated by Article 15, and the arbitral tribunal had jurisdiction.

Court Disposition

Appeal allowed

Orders

  • High Court decision set aside
  • Arbitral award reinstated