On April 15 and May 5, 2025, at the headquarters of the People's Court of District 1, Ho Chi Minh City, the first instance public trial of the case accepted No. 108/2024/TLST-KDTM dated June 14, 2024 regarding "Service contract dispute" according to the Decision to bring the case to trial No. 25/2025/QDXXST-KDTM dated March 24, 2025; Decision to postpone the trial No. 21/2025/QDST-KDTM dated April 15, 2025 between the parties:
1. Plaintiff: T; 1 Company Limited Head office address: No. xxB TC, Quarter H, Tan Thoi Nhat Ward, District 12, Ho Chi Minh City.
Legal representative of the plaintiff: Mr. Nguyen Ngoc P, born in 1990 or Ms. Nguyen Thanh N1, born in 2000 or Ms. Tran Thi Thanh N2, born in 2000;
Same address: Room 104, mezzanine floor, block C, building D, number xxxA, street C, ward M, district B, Ho Chi Minh City - Authorization document dated February 12, 2025. (Ms. N1, Ms. N2 present)
2. Defendant: M Media Company Limited;
Head office address: Room xxx, 9th floor, Diamond Plaza building, No. 34 L, Ward BN, District 1, Ho Chi Minh City.
Legal representative of the defendant: Mr. Nguyen Tri H, born in 1999 or Ms. Nguyen Ngoc Anh T, born in 2002;
Same address: No. xxxC Nguyen Xi, Ward H, District B, Ho Chi Minh City - Power of attorney dated March 24, 2025. (Ms. T present)
CASE CONTENT
* In the petition dated May 27, 2024 and during the litigation process, the plaintiff stated:
On October 19, 2023, the plaintiff T Company Limited and the defendant M Media Company Limited signed an advertising service contract No. 0119102023/TP-MUNKAS (abbreviated contract), with the following content:
The Plaintiff is the party providing advertising services to the Defendant through the form of posting articles or attaching videos, attaching advertising links about the project for the Defendant's customers to newspapers and Facebook fanpages of Thanh Nien, Zingnews, Cafe F, Tuoi Tre, Vietnamnet, Cafe Biz, Dan Tri with items, quantities and costs agreed upon by both parties (fixed unit price, if there is a change, it must be agreed upon by both parties and made into an appendix to the contract). When there is an increase in the volume of work that has a unit price in the contract, this unit price will be applied to calculate the additional value. If the additional work does not have a unit price in the contract, the Plaintiff will propose a new unit price and must be approved in writing by the Defendant before implementation. The contract performance period is from October 19, 2023 to December 31, 2023. The total contract value is 469,357,200 VND. The payment period is divided into 4 installments (installment 1: pay 20% of the contract value within 10 days, after the plaintiff signs the contract and before advertising with the corresponding amount of 93,871,440 VND; installation 2: pay 20% of the contract value within 10 days after the plaintiff has completed 40% of the work content committed in Article 1 and completed the payment documents; installation 3: pay 20% of the contract value within 10 days after the plaintiff has completed 60% of the work content committed in Article 1 and completed the payment documents; installation 4: pay 40% of the remaining contract value within 15 days after the plaintiff has completed 100% of the work content committed in Article 1 and has attached the contract acceptance minutes and completed the payment documents. payment records).
On December 31, 2023, the two parties signed an addendum to the contract extending the contract performance period until January 28, 2024. During the contract performance, the plaintiff fully performed its obligations to provide advertising services, completed the contract acceptance report, and sent payment documents to the defendant via email on January 17, 2024, and by post on January 22, 2024 (according to Viettel Post's delivery notice, the defendant received it on January 23, 2024).
According to the minutes of acceptance and contract liquidation dated January 17, 2024, the actual work performed was equivalent to VND 394,200,000. The plaintiff issued value-added invoices No. 57 dated November 3, 2023 for VND 93,871,440, No. 74 dated December 18, 2023 for VND 120,000,000, and No. 4 dated January 23, 2024 for VND 180,328,560. Accordingly, the defendant has paid the plaintiff an amount of VND 187,742,880 [(including: 1st time (November 15, 2023) payment of VND 50,000,000; 2nd time (November 28, 2023) payment of VND 50,000,000; 3rd time (December 9, 2023) payment of VND 20,000,000; 4th time (January 5, 2024) payment of VND 30,000,000; 5th time (January 24, 2024) payment of VND 37,742,880)], the remaining amount of VND 206,457,120 has not been paid by the defendant even though the plaintiff has sent reminder emails and sent document No. 01 on January 15, 2024. On March 28, 2024, the defendant requested payment of overdue debt, but the defendant did not pay; tentatively calculated from February 3, 2024 to May 27, 2024 (115 days late), the interest accrued was VND 7,155,295 (interest rate of VND 111,300,000/year), after that, the defendant continued to pay the plaintiff an additional VND 100,000,000.
To protect the plaintiff's legitimate rights and interests, the plaintiff filed a lawsuit to force the defendant to pay the plaintiff the outstanding service fee of VND 126,813,498 (including: Principal debt of VND 106,457,120; provisional interest from February 3, 2024 to March 24, 2025 of VND 20,356,378).
* During the litigation process, the defendant's legal representative presented:
The defendant confirms that the conclusion of the advertising service contract No. 0119102023/TP-MUNKAS, the contract appendix extending the contract performance period, the contract performance process, and the amount of service fees the defendant still owes as stated by the plaintiff are correct. The defendant is facing financial difficulties, so he requests to pay the plaintiff 20,000,000 VND per month until the remaining service fee of 106,457,120 VND is paid in full. Regarding the interest owed, the defendant does not agree to pay because it is not recorded in the contract or the service contract appendix.
The case was mediated so that the parties could reach an agreement on how to resolve the case, but it was unsuccessful.
At trial:
The Plaintiff requests the Defendant to pay the outstanding service fee of VND 126,187,904 (including: Principal debt of VND 106,457,120; provisional late payment interest from February 3, 2024 to May 5, 2025 of VND 19,730,784 (voluntarily applying the interest rate of VND 10%/year as prescribed in Clause 2, Article 468 of the 2015 Civil Code). The Plaintiff agrees to withdraw the lawsuit if the Defendant pays the full principal amount at the trial.
The defendant agreed to pay the principal of VND 106,457,120 (pay VND 20,000,000 per month until the debt is paid off), and did not agree to pay interest.
District 1 People's Procuracy expressed its opinion:
Regarding legal relations and jurisdiction: According to the plaintiff's petition, there is a basis to determine that this is a civil case regarding commercial business and service contract disputes. The defendant registered its head office in District 1, so the case falls under the jurisdiction of the People's Court of District 1, Ho Chi Minh City.
Regarding proceedings: Compliance with procedural law by the Judge, the Trial Panel, and the Court Secretary. The Judge assigned to handle the case has correctly and fully implemented the provisions of Article 48 of the 2015 Civil Procedure Code. At the trial, the Trial Panel and the Court Secretary have correctly implemented the provisions of the 2015 Civil Procedure Code on the first instance trial. Compliance with procedural law by participants in civil proceedings fully exercised their rights and obligations as prescribed.
Regarding the content: The parties signed a service contract for the plaintiff to provide advertising services to the defendant through the form of posting or attaching videos and advertising links. The plaintiff performed the work according to the agreement but the defendant violated the obligation to pay the service fee, so the plaintiff's request to sue the defendant to pay the outstanding service fee and late interest is acceptable.
JUDGMENT OF THE COURT
Based on the content of the case, based on the documents in the case file that have been examined and debated at the trial, the Trial Panel determined:
[1] About litigation:
[1.1] Considering, the plaintiff's petition has grounds to determine that this is a civil case regarding commercial business and service contract disputes between two organizations with business registration, both for profit purposes. Considering, the defendant has its head office address in District 1, Ho Chi Minh City, therefore, based on Clause 1, Article 30, Point b, Clause 1, Article 35, Point a, Clause 1, Article 39 of the 2015 Civil Procedure Code, the case falls under the jurisdiction of the People's Court of District 1, Ho Chi Minh City.
[1.2] Considering the documents and evidence that the parties have submitted with the petition. The documents and evidence collected during the settlement of the case have all been publicly examined, the parties have been informed, and have had copies of all documents and evidence in the case file in accordance with the provisions of the 2015 Civil Procedure Code. Therefore, the published documents and evidence have value in proving the rights and obligations of the parties in the case.
[2] About the content:
[2.1] Regarding the plaintiff's request for a lawsuit, the Trial Panel found that:
[2.2] Considering, based on Articles 4, 5, 186, 188 of the 2015 Civil Procedure Code, the Plaintiff has the right to initiate a lawsuit, the right to decide the scope, and the request to initiate a lawsuit to request the Court to protect its legitimate rights and interests when they are violated. Therefore, considering the Plaintiff's request to initiate a lawsuit, there is a basis for consideration.
[2.3] Considering, the parties agreed to acknowledge that on October 19, 2023, the advertising service contract No. 0119102023/TP-MUNKAS was signed for the plaintiff to provide advertising services through the form of posting articles or attaching videos, attaching advertising links about the project for the defendant's customers on newspapers and Facebook fanpages of Thanh Nien, Zingnews, Cafe F, Tuoi Tre, Vietnamnet, Cafe Biz, Dan Tri; by December 31, 2023, the parties signed a contract appendix extending the contract performance period until January 28, 2024; the defendant still owes the plaintiff a service fee of VND 106,457,120, these are real circumstances that do not fall under the case of having to prove the provisions of Point a, Clause 1, Article 92 of the 2015 Civil Procedure Code.
[2.4] Considering, according to the provisions of Articles 116, 119, 117 of the 2015 Civil Code, a civil transaction is a contract or unilateral legal act that creates, changes or terminates civil rights and obligations; the form in a civil transaction is expressed verbally, in writing or by specific acts; a civil transaction is valid when it ensures the conditions regarding the subject, purpose, content and form of that civil transaction without violating the prohibitions of the law and not contrary to social ethics.
[2.5] Considering, advertising service contract No: 0119102023/TP-MUNKAS dated October 19, 2023, contract appendix dated December 31, 2023, signed by the parties is real, on the basis of voluntariness, the form and content of the contract are in accordance with the provisions of Article 74 of the 2005 Commercial Law, so it comes into effect.
[2.6] Considering, according to sub-section 6, section 3.1, Article 3 of the advertising service contract, the defendant must pay the full service fee and other fees as agreed in Article 1 of the contract, which stipulates the quantity, unit price and time, and the payment method is implemented according to Article 2 of the service contract. At the trial, the defendant admitted that upon receiving the payment request and the value-added tax invoice sent by the plaintiff, due to financial difficulties, the defendant has not paid the remaining service fee of VND 106,457,120. Therefore, the defendant must be obliged to pay the plaintiff the remaining service fee, which is in accordance with the provisions of Article 85 and Article 87 of the 2005 Commercial Law, so the plaintiff's request to initiate a lawsuit has grounds to be accepted.
[2.7] Considering, as analyzed in section [2.5], the defendant still owes the plaintiff a service fee of VND 106,457,120 that has not been paid, so it must pay late interest according to regulations.
[2.8] Consider, according to Article 306 of the 2005 Commercial Law, late payment interest is calculated: "In case the breaching party delays payment for goods or delays payment of service fees and reasonable expenses, the breaching party has the right to request payment of interest on the late payment amount at the average overdue debt interest rate on the market at the time of payment corresponding to the period of late payment, unless otherwise agreed or otherwise provided by law".
[2.9] Considering, according to Article 11 of Resolution No. 01/2019/NQ-HDTP dated January 11, 2019 of the Council of Judges of the Supreme People's Court guiding the determination of average interest rates on the market. Based on information on overdue debt interest rates, the average interest rate on the market of N2 Joint Stock Commercial Bank for Industry and Trade of Vietnam - Ho Chi Minh City Branch has been verified according to Document No. 5362/CNTPHCM - TH dated November 12, 2024; N2 Joint Stock Commercial Bank for Foreign Trade of Vietnam - Ho Chi Minh City Branch according to document No. 14256/HCM - TH dated December 25, 2024 and N2 Bank for Agriculture and Development of Vietnam - Saigon Central Branch according to document No. 3360/NHNOTTSG - PC dated December 31, 2024) then the normal lending interest rate, overdue debt interest rate = 150%, the in-term lending interest rate is 11,50%/year, showing that the average overdue debt interest rate is over 10%/year.
[2.10] Considering that the Plaintiff requests late payment interest on the service fee owed by the Defendant, the parties have no agreement on interest, the interest rate applicable when violating the obligation to pay the service fee. The Plaintiff, based on the payment time agreement in the contract and the provisions of law, requests the Defendant to pay the late payment interest calculated from February 3, 2024 to May 5, 2025, which is 19,730,784 VND, the late payment interest rate is 10%/year.
[2.11] Considering that the defendant is late in paying the service fee, the plaintiff has the right to request the defendant to pay interest on the late payment amount according to the overdue interest rate on the market at the time of payment corresponding to the late payment period. However, at the trial, the plaintiff only requested that the defendant pay interest at the rate of 10%/year, lower than the average overdue interest rate on the market at the time of trial, which is beneficial to the defendant. Therefore, considering the plaintiff's request for late payment interest, there is a basis for acceptance.
[2.12] Consider, in the argument section, the plaintiff and defendant maintain the opinions presented.
[2.13] Considering, the request of the Procuracy to accept the plaintiff's request to initiate a lawsuit is well-founded.
[3] Regarding court fees:
Considering, according to the provisions of Article 147 of the 2015 Civil Procedure Code; Point b, Clause 1, Article 24, Clause 2, Article 26 of Resolution No. 326/2016/UBTVQH14 dated December 30, 2016 of the Standing Committee of the National Assembly stipulating the levels of collection, exemption, reduction, collection, payment, management and use of court fees and charges. The defendant must pay the first-instance civil court fees for commercial business disputes because the plaintiff's request to initiate a lawsuit is accepted. The plaintiff does not have to pay the first-instance civil court fees for commercial business disputes, and the plaintiff must be refunded the amount of advance court fees paid.
[4] Regarding the right to appeal:
Considering, according to the provisions of Article 271, Clause 1, Article 273 of the 2015 Civil Procedure Code, the parties have the right to appeal according to the provisions.
For the above reasons,
DECISION
Pursuant to Articles 4, 5, 1, Article 30, Point b, 1, Article 35, Point a, 1, Article 39, Point a, 1, Article 92, Article 147, Article 186, Article 188, Article 271, Clause 1, Article 273 of the 2015 Civil Procedure Code; Articles 116, 119, 117 of the 2015 Civil Code; Articles 74, 85, 87, 306 of the 2005 Commercial Law; Article 11 of Resolution No. 01/2019/NQ-HDTP dated January 11, 2019 of the Council of Judges of the Supreme People's Court guiding the determination of average interest rates on the market; Point b, Clause 1, Article 24, Clause 2, Article 26 of Resolution No. 326/2016/UBTVQH14 dated December 30, 2016 of the Standing Committee of the National Assembly regulating the levels of collection, exemption, reduction, collection, payment, management and use of court fees and charges; Article 2, Article 6, Article 7, Article 9, Article 30 of the Law on Civil Judgment Enforcement 2008 (amended and supplemented in 2014).
Processing:
1. Accept the lawsuit request of T Company Limited to force M Media Company Limited to be responsible for paying T Company Limited the outstanding service fee of 126,187,904 VND (One hundred and twenty-six million, one hundred and eighty-seven thousand, nine hundred and four dong), [(including: Principal debt of 106,457,120 VND (One hundred and six million, four hundred and fifty-seven thousand, one hundred and twenty dong); provisional late payment interest from February 3, 2024 to May 5, 2025 is 19,730,784 VND (Nineteen million, seven hundred and thirty thousand, seven hundred and eighty-four dong)].
From the date the judgment comes into legal effect or from the date of the request for execution of the judgment by the person entitled to execution until the execution is completed, the party subject to execution must also pay interest on the amount remaining to be executed according to the average overdue debt interest rate on the market at the time of payment corresponding to the period of late payment.
2. Regarding court fees: M Media Company Limited must pay the first instance civil court fees for commercial business disputes of 6,309,395 VND (Six million, three hundred and nine thousand, three hundred and ninety-five Dong). Refund to T Company Limited the advance court fee of 5,340,310 VND (Five million, three hundred and forty thousand, three hundred and ten Dong) according to the receipt of advance court fees and charges No. 0038845 dated June 14, 2024 of the Civil Judgment Enforcement Office of District 1, Ho Chi Minh City.
3. Regarding the right to appeal: T Company Limited and M Media Company Limited have the right to appeal within 15 days from the date of judgment. The People's Procuracy at the same level and the People's Procuracy at a higher level have the right to appeal according to the provisions of the Civil Procedure Code.
4. In case the judgment or decision is enforced according to the provisions of Article 2 of the 2008 Law on Civil Judgment Enforcement, the person entitled to civil judgment enforcement and the person subject to civil judgment enforcement have the right to agree on judgment enforcement, the right to request judgment enforcement, voluntarily enforce the judgment or be forced to enforce the judgment according to the provisions of Articles 6, 7, 7a, 7b and 9 of the 2008 Law on Civil Judgment Enforcement; the statute of limitations for judgment enforcement is implemented according to the provisions of Article 30 of the 2008 Law on Civil Judgment Enforcement (amended and supplemented in 2014).
