Rothschild. On 20 December 2006, Madame X117 opened a bank account with the Banque Privée Xxxxxx xx Xxxxxxxxxx Europe (Bank) through the Compagnie Finançière Xxxxxx xx Xxxxxxxxxx (French Branch). The Bank, seated in Luxembourg, and the French Branch, seated in Paris, both form part of the Xxxxxx xx Xxxxxxxxxx group. On opening the account, Madame X signed a number of agreements 118 including the Bank’s general conditions agreement for the opening of the account. Madame X deposited €1.7 million into the account. Clause 27-2 of the general conditions agreement relevantly provided: “Any dispute which arises between the client and the Bank will be submitted to the exclusive jurisdiction of the courts of Luxembourg. The Bank nonetheless reserves the right to proceed against the client in the courts of the client’s domicile or before any other court with jurisdiction in default of an election of the preceding jurisdiction”.119 117 The Cour de cassation refers to Madame Férielle X as “Madame X” so this is what she is called in most of the commentaries on this case. 118 These included a request for Lombard Credit, a credit card request, a “statement of an economic beneficiary”, and an agency agreement, which governed the relationship between the Bank and the French Branch. The agency agreement provided that “the customer [Madame X] releases the Bank, with respect to the agent [the French Branch], from the obligation under Luxembourg law to maintain bank-client confidentiality and accepts that all documents consulted or collected by the agent are deemed to be consulted or collected by the agent. The customer authorises the agent to monitor account activity and verify the balance of the account. However, the customer does not authorise the agent to access account securities, deposits or holdings/assets or to dispose of them in any manner whatsoever or to give instructions in relation to their management or administration” (Xx Xxxxxxxx’x translation). 119 It is not clear from the face of the clause whether the phrase “an election of the preceding jurisdiction” refers to the courts of the client’s domicile or an election of the courts of Luxembourg. The agency agreement between the French Branch, the Bank and Madame X contained a similar jurisdiction clause which provided that: “all disputes will be submitted to the exclusive jurisdiction of the courts of Luxembourg. The Luxembourg courts have jurisdiction instead of the courts of the place of the institution of the Bank through ...
Rothschild. The Purchaser Parties agree to pay to Rothschild a one-time fee of $250,000 at the time of the first securitization after the Closing Date ("Securitization") which includes some or all of the loans included in the Telecapital Purchased Assets. The Purchaser Parties shall receive a credit for any underwriting or placement fees earned by Rothschild in the Securitization, provided that Rothschild shall participate in the Securitization if invited to by the Purchaser Parties upon terms reasonably satisfactory to Rothschild. In the event the Purchaser Parties have not effected the Securitization on or before December 31, 1998, the fee described above shall be paid to Rothschild in full satisfaction of the obligation described in this Section 6.14.
