76 So. 3d 1089
Fla. Dist. Ct. App.2011Background
- American Safety appeals from an order denying its motion to dismiss for improper venue; the court reverses and substitutes an opinion.
- Georgia forum selection clauses in two insurance contracts require Cobb County, Georgia; the trial court erred by applying a Florida-based limited exception.
- Mijares Holding Company, a Florida entity, owns Bulk Express Transport and insured under American during 2007-2008; a Bulk Express vehicle involved in a 2007 accident and settlement occurred with consent of American and Odyssey.
- In 2008, Mijares signed a release acknowledging no claims were reported in 2007-2008 and agreeing to indemnify American for those claims.
- Mijares sued American and Odyssey on ten counts, including rescission, declaratory judgment, and breach of contract; American moved to dismiss asserting Georgia is proper venue under the forum clause.
- The 2007-2008 policy provides that Georgia’s Cobb County court shall have jurisdiction and venue for determining rights and obligations under the agreement; the 2008 release also contains a clear, mandatory clause.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Is the Georgia forum selection clause enforceable? | Mijares contends enforcement should be overridden by Florida law due to possible inconsistent litigation. | American argues the clause is clear, mandatory, and should govern the forum in Georgia. | Yes; enforceable, with Florida presumption in favor of enforcing the clause. |
| Can Florida law override a mandatory Georgia forum clause due to potential interstate litigation issues? | Mijares asserts possible inconsistent litigation in Florida and Georgia justifies avoiding enforced clause. | American maintains clause should control where clear. | No; cannot override the clause based on speculative interforum inconsistency. |
| Do the forum clauses apply to all of Mijares’ claims against American or only some? | Clauses apply to all claims arising from the contract; some claims may relate to contract validity. | Clauses cover claims to enforce or interpret the contract. | Clauses apply to all related claims; no need to split actions. |
Key Cases Cited
- Corsee, S.L. v. VMC Int’l Franchising, LLC, 909 So.2d 945 (Fla. 3d DCA 2005) (forum clauses presumptively valid; enforce unless unjust or no forum at all)
- Manrique v. Fabbri, 493 So.2d 437 (Fla. 1986) (presumption in favor of enforcement; intent from contract language)
- Weisser v. PNC Bank, N.A., 967 So.2d 327 (Fla. 3d DCA 2007) (clear and unambiguous forum clause; language governs)
- Taurus Stornoway Invs., LLC v. Kerley, 38 So.3d 840 (Fla. 1st DCA 2010) (hypothetical interstate inconsistency does not defeat enforcement)
- Booker v. America Online, Inc., 781 So.2d 423 (Fla. 3d DCA 2001) (forum selection reduces litigation and costs)
- TECO Barge Line, Inc. v. Hagan, 15 So.3d 863 (Fla. 2d DCA 2009) (polestar is the contract's intent when language is clear)