Background
SR entered into a mortgage loan agreement with FT SpA in December 2005. After an initial fixed-rate period, the loan’s variable interest rate consisted of a fixed margin plus six-month Euribor. SR sought recalculation of interest and a declaration that the Euribor-linked term was void, arguing that Euribor had been artificially manipulated.
The Commission’s Euro Interest Rate Derivatives (EIRD) decisions found that certain banks had participated in a single and continuous Article 101 TFEU infringement involving agreements or concerted practices to distort pricing components in the EIRD market, including components linked to Euribor. FT was not among the cartel participants. The Italian referring court asked whether those decisions made the mortgage clause automatically void or otherwise required it to treat the clause as invalid.
The Court’s Holding
The Court held that Article 101(2) TFEU does not automatically void every contractual term referring to an interest-rate benchmark merely because the Commission found manipulation of that benchmark in a cartel decision. Automatic nullity is confined to contractual provisions that are themselves incompatible with Article 101(1) TFEU; it does not extend to contracts merely concluded on the basis of such an agreement.
Article 16(1) of Regulation No 1/2003 binds national courts only within the material, personal, temporal and territorial scope of the infringement established by the Commission. The EIRD decisions established manipulation in the EIRD market by the penalised banks, not a specific effect on Euribor’s level or invalidity of a consumer mortgage clause in a different market. Because FT did not participate in the cartel and the loan was not concluded to implement it, the decisions could not lead to invalidity of the clause.
Key Takeaways
- Article 101(2) nullity applies to the anticompetitive agreement or provisions, not automatically to third-party downstream contracts.
- A Commission cartel decision binds national courts only within the infringement it actually establishes.
- An EIRD cartel finding alone does not invalidate an Euribor-linked mortgage term involving a non-cartelist bank.
Why It Matters
The ruling limits efforts to use the Commission’s Euribor-related cartel findings as an automatic basis for invalidating variable-rate consumer loans. Borrowers may rely on applicable national-law claims, but the Commission decisions alone do not establish that Euribor-linked mortgage terms are void.
For national courts, the judgment underscores that Article 16(1) requires consistency with Commission decisions, not an expansion of those decisions beyond the market, conduct and undertakings covered by them.