Type of competence which allows only the EU to issue legislation or other binding measures to govern a particular field; Member States have no powers to adopt any measure not aligned with EU law on the matter, unless they (are) have been authorised to do so or for the implementation of EU law.

Only the EU can adopt legal acts in the area of exclusive competence. Therefore, in these areas, Member States are prohibited from taking actions unless the EU empower’s them to do so. Areas of exclusive competence are listed in Article 3 TFEU. See also ‘Shared competence’.

An exclusive dealing arrangement is a commercial agreement under which a supplier agrees to supply goods or services only to a particular customer, or a customer agrees to purchase some or all of its requirements only from a particular supplier, excluding competitors. In UK and Irish legal practice this is a descriptive competition law and commercial contracts term rather than a defined statutory concept, though it is addressed in competition legislation and guidance (including the UK Competition Act 1998, the EU/UK Vertical Agreements rules and the Irish Competition Act 2002). Key legal issues concern whether the arrangement forecloses market access for rivals, its duration, the parties’ market power and any loyalty or exclusivity rebates. Exclusive dealing may infringe the Chapter I / Article 101‑type prohibitions on anti‑competitive agreements or, where a dominant firm is involved, the Chapter II / Article 102‑type rules on abuse of dominance. Similar principles apply in England and Wales, Scotland, Northern Ireland and Ireland, with enforcement by the CMA or the Competition and Consumer Protection Commission. In practice, lawyers assess exclusive dealing arrangements for block exemption coverage, market‑share thresholds, objective justifications and appropriate drafting to mitigate competition law risk.

Exclusive distribution is where an organisation grants exclusive rights on its services or goods to another organisation, for example, the right to exclusive territory.

Where a supplier agrees to sell its products to only one distributor for resale in a particular territory.

This Practice Note considers the use of anti-suit injunctions to enforce an exclusive jurisdiction agreement entered into by contractual parties. It also considers in what circumstances an anti-suit injunction can be used in proceedings involving a third party. For guidance on the principles applicable to: • exclusive jurisdiction agreements, see Practice Note: Jurisdiction agreements—exclusive jurisdiction agreements • anti-suit injunctions, see Practice Note: Anti-suit injunctions—principles. Anti-suit injunctions to enforce exclusive jurisdiction agreements One of the main grounds on which the courts will grant an anti-suit injunction is to hold a party to their contractually agreed jurisdiction clause. This is often referred to as an anti-suit injunction sought on a ‘contractual basis’. The English courts will generally grant an anti-suit injunction if a party bringing foreign proceedings is in breach of a contractually agreed jurisdiction agreement, unless the respondent to the application can show strong reasons for the relief to be refused (Aggeliki Charis Compania Maritima SA v Pagnan SpA (The Angelic Grace) [1995] 1 Lloyd's Rep 87 (not reported by LexisNexis®)). When

Arbitration analysis: The Supreme Court of Western Australia held that an exclusive jurisdiction clause in solicitors’ Australia-specific terms did not displace a broad, optional UNCITRAL arbitration clause in the firm’s Terms of Business. Construing the retainer documents together, Justice Lundberg treated the jurisdiction clause as identifying the supervisory court and gave operative effect to both provisions. The decision underscores that anti-arbitration relief depends on establishing a contractual or other legal right infringed by the arbitration, and that apparent inconsistencies between arbitration and jurisdiction clauses will be reconciled where the language permits. Practitioners should therefore state expressly whether local terms vary or exclude arbitration and address document hierarchy, seat, governing law and supervisory jurisdiction. Produced in partnership with Cameron Ford SC, arbitrator in Singapore.

Arbitration analysis: The High Court dismissed an application to stay court proceedings under section 9 of the Arbitration Act 1996 (AA 1996). The court held that an exclusive jurisdiction clause in favour of the English court in a later settlement agreement superseded earlier arbitration clauses in prior contracts. This decision confirms that when parties conclusively settle prior disputes in a new agreement, jurisdiction clauses in the settlement agreement can displace earlier dispute resolution mechanisms, particularly if the new clause is broadly framed. Litigation and arbitration practitioners alike should carefully consider the implications of dispute resolution clauses in settlement agreements, especially where prior contracts contain arbitration clauses. Written by Min Li, Partner at Reed Smith Richards Butler LLP and Patrick Chong, associate at Reed Smtih Richards Butler LLP.

Context Jurisdiction clauses are common in commercial contracts and they may be drafted either as: • Exclusive jurisdiction clauses (see Practice Note:Jurisdiction agreements—exclusive jurisdiction agreements) • Non-exclusive jurisdiction clauses (see Practice Note: Jurisdiction agreements—non-exclusive jurisdiction agreements) Where parties agree to an exclusive jurisdiction provision, then the starting point is that the English court will generally ‘exercise its discretion… to secure compliance with the contractual bargain’. Increasingly, trust instruments include jurisdiction clauses. However, a number of issues have arisen as to: • the drafting of such clauses • the areas to be covered by such clauses • the interpretation and effects of such clauses Two examples of jurisdiction clauses Trust jurisdiction clauses, as they are currently seen, give rise to a number of interrelated issues including the drafting of such clauses, areas to be covered by the clauses and the interpretation and effects of such clauses. Before looking at what such clauses do, consider examining a couple of typical examples: • a Jersey law trust deed precedent clause: ‘2.

Arbitration analysis: Loi Pham, Associate at VILAF examines the exclusive jurisdiction of Vietnamese courts in civil cases relating to rights over real properties in Vietnam as stipulated in Article 470.1.a of 2015 CPC only. In particular, this analysis will discuss about the ambiguity of the Article 470.1.a, examine the current views of the local courts thereon via practical cases before making suggestions in terms of how this article should be understood and applied in practice.

An exclusive licence is a licence in writing signed by or on behalf of the copyright owner authorising the licensee to the exclusion of all other persons, including the person granting the licence, to exercise a right which would otherwise be exercisable exclusively by the copyright owner.

An agreement that a contractually defined area will be allocated to a sole distributor of a particular product.