Jurisdiction agreements by incorporation
Jurisdiction agreements by incorporation

The following Dispute Resolution guidance note provides comprehensive and up to date legal information covering:

  • Jurisdiction agreements by incorporation
  • Incorporation of a jurisdiction clause by reference
  • Incorporation of a jurisdiction clause by reference to standard terms
  • Incorporation of a jurisdiction clause from one contract into another
  • Incorporation of a jurisdiction clause from one contract into another—bill of lading and charter parties
  • Incorporation of a jurisdiction clause from one contract into another—insurance and reinsurance
  • Examples of clauses which do not incorporate a jurisdiction clause
  • The court’s approach to conflicting jurisdiction agreements

Brexit: The UK's departure from the EU on exit day ie Friday 31 January 2020 has implications for practitioners considering which courts have jurisdiction to determine a dispute. For guidance, see: Cross border considerations—checklist—Jurisdiction—Brexit specific.

This Practice Note considers the incorporation of a jurisdiction clause into a contract by reference either to standard terms and conditions or to the wording of a separate contract. It specifically considers the position when dealing with charterparties and bills of lading as well as insurance and reinsurance. The Practice Note also provides examples of clauses which the courts have held to not incorporate jurisdiction clauses from one contract into another.

Incorporation of a jurisdiction clause by reference

The courts, when considering whether the parties entered into a jurisdiction agreement, will ultimately need to consider the question, ‘What objectively did the parties intend?’. In doing so, the court will always seek to determine the parties' intention from both the wording of the contract, as a whole, as well as the surrounding circumstances. However, difficulties arise where there is no express choice of jurisdiction in the contract and instead a party seeks to rely on the fact that the parties agreed a jurisdiction clause by incorporation either by reference to standard terms and conditions or by reference to the wording of a separate contract. The question