Competing Jurisdiction Clauses - Appeal

In (1) UBS AG (2) UBS Securities LLC v HSH Nordbank AG [2009] EWCA Civ 585 the Court of Appeal, in agreeing with the decision of the High Court that the proper jurisdiction for proceedings to be brought was New York, found that it was necessary to construe a jurisdiction clause in the light of the transaction as a whole.

UBS appealed against a decision that the English Courts did not have jurisdiction to try proceedings UBS had brought against the respondent bank, HSH Nordbank AG ("HSH"). The dispute related to a complex transaction involving various contracts that contained different jurisdiction clauses pursuant to which the predecessor of HSH, Landesbank Schleswig-Holstein, purchased derivatives from UBS. Among the central contracts governing the transaction was an agreement between the parties about the management of assets forming a particular reference pool, which was subject to New York law and contained a nonexclusive New York jurisdiction clause.