215 Cal. App. 4th 309
Cal. Ct. App.2013Background
- Battaglia filed breach of contract suit in San Diego Superior Court; Yard House moved to transfer to Orange County under a venue clause in the 2010 MFDA; trial court granted transfer to Orange County; Battaglia petitioned for writ of mandate challenging the transfer; appellate court reviews de novo whether the venue clause should be enforced under statutory venue scheme; venue clause selects Orange County, a statutorily permissible venue for corporations under CCP 395.5; General Acceptance urged invalidation of venue clauses as public policy, but holdings refine scope when multiple permissible venues exist; court holds the clause valid and transfer proper, denying petition and awarding costs to real parties in interest.
- The contract-based venue clause requires litigation to be in Orange County; Battaglia argues it is void under General Acceptance; Yard House argues clause should be enforced as it selects a permissible venue.
- The court analyzes statutory venue rules (CCP 395.5) and the impact of General Acceptance on contract-based venue clauses; it rejects Battaglia’s broad reading of General Acceptance; it aligns with decisions recognizing enforceability when multiple statutorily permissible venues exist.
- The court concludes the 2010 MFDA venue clause is valid and enforceable; the trial court properly transferred to Orange County; Battaglia’s petition is denied; costs awarded to real parties in interest.
- The stay issued on December 18, 2012 is vacated; disposition unchanged except for costs.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Is the venue clause enforceable under CCP 395.5 when multiple counties are permissible? | Battaglia: General Acceptance voids venue clauses. | Yard House: clause selects a statutorily permissible venue. | Yes; clause enforceable; transfer proper. |
| Does General Acceptance void all contractual venue clauses as against public policy? | General Acceptance voids venue clauses. | Clause may be enforced if within statutory scheme. | Limited to clauses displacing proper venues; not applicable here. |
| Did the trial court properly transfer venue to Orange County under the clause? | San Diego proper; clause should not override. | Clause should be enforced; Orange County permissible. | Proper transfer; within statutory framework. |
| Does Alexander v. Superior Court require reversal of contractual venue clauses that fix venue in a permissible county? | Alexander forecloses reliance on clause. | Alexander permits consideration of clause within statute. | Distinguished; here clause is enforceable under 395.5. |
Key Cases Cited
- General Acceptance Corp. v. Robinson, 207 Cal. 285 (Cal. 1929) (venue clause void if disrupts statutory venue provisions)
- Alexander v. Superior Court, 114 Cal.App.4th 723 (Cal. App. 2003) (venue clause within statute can be considered but not dispositive)
- Smith, Valentino & Smith, Inc. v. Superior Court, 17 Cal.3d 491 (Cal. 1976) (distinguished from General Acceptance on forum vs. venue)
- Bechtel Corp. v. Superior Court, 33 Cal.App.3d 405 (Cal. App. 1951) (presumption of proper venue; burden on movant to defeat choice)
- Sea World, Inc. LLC, 52 Cal.4th 1100 (Cal. 2011) (plaintiff's venue choice in multiple permissible counties context)