Unpaid royalties for a trademark license: which court has jurisdiction?

When a commercial partner fails to pay royalties for a trademark license, legal proceedings are often inevitable. A crucial question then arises: which court has jurisdiction to rule on this dispute? A ruling by the French-speaking Enterprise Court of Brussels dated 10 April 2025 confirms that for a purely contractual dispute, even if it concerns a Union trademark, the contractually chosen court takes precedence over the specialized trademark court.

The facts: a conflict over a cosmetics brand

The case revolved around GGD SRL, the company of a well-known influencer and holder of the Union trademark "MARTINE". GGD had signed a licensing agreement with Azurtis Digital SA, a partner that would handle the commercialization, logistics and financial aspects of the cosmetics. In exchange for the license to market the trademark to use, Azurtis Digital paid royalties.

The agreement included a forum selection clause, which provided that all disputes were to be submitted exclusively to the courts of the judicial district of Walloon Brabant.

After the partnership ended, Azurtis Digital left an invoice for royalties unpaid. GGD sued its partner before the French-speaking Enterprise Court in Brussels, believing that this was the correct court for a Union trademark dispute. Azurtis Digital immediately raised the Brussels court's lack of jurisdiction, referring to the contractual agreement.

The decision: contractual agreement takes precedence

GGD argued that the Brussels Enterprise Court has exclusive jurisdiction over Union trademark disputes.

The court disagreed. In its ruling, it stated that the exclusive jurisdiction of specialized trademark courts is strictly limited to the matters listed exhaustively in European legislation. Specifically, according to article 124 of the Union Trademark Regulation (No. 2017/1001) to:

• Trademark infringement actions
• Actions for declaration of non- infringement .
• Counterclaims for a declaration of invalidity or revocation of the trademark.

A claim for payment of overdue royalties, according to the court, is a purely contractual dispute. It is about the proper performance of an agreement, not about the validity or scope of protection of the intellectual property right itself.

Since the claim was not covered by the special rules, the court ruled that the contractual agreement between the parties should be respected. The Brussels court declined jurisdiction and referred the case to the Enterprise Court of Walloon Brabant, as stipulated in the contract.

Legal analysis and interpretation

This ruling illustrates the legal distinction between the intellectual property rights itself and the contractual obligations that may result from it. The crux of the argument is that the centralization of trademark cases serves a specific purpose: to leave complex, technical disputes about counterfeiting and validity to specialized judges. A dispute over an unpaid invoice does not require this specific expertise and therefore falls outside that scope.

Because the special jurisdiction rules in this case are simply irrelevant , another basic principle of our law takes full effect: the willautonomy. This principle means that the agreements that parties voluntarily make in a contract are law unto them.

By the way, it is important to know the distinction made in the Judicial Code :

• In accordance with Article 633quinquies, §1, first paragraph , only the Enterprise Court of Brussels has jurisdiction over claims relating to counterfeiting or the validity of a Union trademark.
• According to the second paragraph of that same article, the five Enterprise courts in the seats of the courts of appeal (Antwerp, Mons, Brussels, Ghent, and Liège) have jurisdiction over similar claims concerning a Benelux trademark.

What this specifically means

• For the trademark owner (licensor): Think carefully about the choice of forum clause when drafting a licensing contract. It is a mistake to assume that the “trademark court” in Brussels will be the default jurisdiction. If your licensee does not pay, you will have to initiate proceedings in the court specified in your own contract. A strategically chosen forum can save you time and money.
• For the licensee: This ruling protects you.The forum selection clause is a powerful tool to avoid being sued in a court on the other side of the country for disputing an invoice. You can successfully assert lack of jurisdiction if the other party ignores the contractual agreements.
• Strategic advice: Always ensure that your license agreements contain a clear and unambiguous clause about both the applicable law and the competent court. This avoids costly and time-consuming litigation on procedural issues even before the merits of the case are discussed.

FAQ (frequently asked questions)

Is a forum selection clause in a license contract always valid?
Yes, for contractual disputes such as a dispute over the payment of royalties. However, if the dispute were about the validity of the trademark or a claim for counterfeiting, the statutory rules of exclusive jurisdiction take precedence and the contractual clause does not apply.

Which court in Belgium has special jurisdiction over trademark issues?
It depends on the type of trademark. For claims concerning the validity and counterfeiting of a Union trademark, only the Brussels enterprise court is competent. For a Benelux trademark, these are the five enterprise courts in the seats of the courts of appeal (Antwerp, Mons, Brussels, Ghent and Liège).

What if my license contract does not contain a forum selection clause?
If nothing is agreed upon, the general rules of the Judicial Code apply. This means that proceedings must usually be conducted in the court of the domicile or registered office of the defendant (the party being sued).

Conclusion

The nature of the dispute is decisive in determining the competent court. This ruling emphasizes that for purely contractual discussions, such as the collection of unpaid royalties, freedom of contract and agreements made prevail. It shows once again that a carefully drafted contract is essential to avoid legal surprises.