On June 6th, 2025, the First Chamber of Mexico’s Supreme Court of Justice issued binding precedent No.1a./J. 93/2025 (11th Era) addressing the enforceability of foreign jurisdiction submission clauses under adhesion contracts, particularly those offered by companies providing services in Mexico through online platforms.
The Supreme Court ruled that this type of provision is invalid and unconstitutional when used in adhesion contracts, particularly those involving consumers located in Mexico. This is because it unreasonably burdens access to domestic courts and undermines procedural equality between the parties.
This decision applies as a binding precedent starting June 9th, 2025, and reflects an increasingly protective stance by Mexican courts towards consumers in digital and service-related contexts.
Practical Implications for Timeshare and Vacation Product Agreements
This precedent could have significant consequences for adhesion contracts entered into with Mexican consumers in connection with tourism-related services, such as timeshare agreements, vacation memberships or similar products.
It is common for such agreements to include:
- Clauses submitting all disputes to courts located in the United States (e.g., Florida or California);
- Binding arbitration clauses governed by foreign institutions or subject to foreign law; and/or
- Waivers to Mexican jurisdiction, even when the consumer is a Mexican citizen and the transaction takes place in Mexico.
In light of the recent ruling, these types of provisions could now be challenged by consumers as unconstitutional, even if they were previously accepted in practice or even registered with Mexico’s Consumer Protection Agency (PROFECO).
This is especially relevant where such contracts are registered as adhesion contracts before Mexico’s Consumer Protection Agency (PROFECO), or where they are subject to the requirements of Mexican Official Standard NOM-029-SE-2021 (Timeshare NOM), which reinforces consumer protections consistent with the Court’s findings.
Recommendations
We recommend that companies offering timeshare, vacation club, or similar services in Mexico take this opportunity to:
- Review their current adhesion contracts to identify any foreign jurisdiction clauses or arbitration provisions that could be deemed unenforceable;
- Consider adapting or replacing such clauses with jurisdictional frameworks that respect Mexican consumer rights; and
- Anticipate potential litigation risks and regulatory challenges if such clauses are enforced against Mexican consumers.
