Celtic International, LLC v. J.B. Hunt Transport, Inc.
234 F. Supp. 3d 1034
E.D. Cal.2017Background
- Celtic International (Plaintiff) sued J.B. Hunt (Defendant) for breach of contract and Carmack Amendment damages arising from wine lost in a June 2013 BNSF train derailment. Plaintiff is an assignee of claims originally held by shippers and then by broker Cobalt.
- Plaintiff previously sought to add J.B. Hunt as a defendant in a related case against BNSF; the present suit was filed to preserve statute-of-limitations rights and was later related to the BNSF action.
- Defendant moved to transfer venue to the Western District of Arkansas based on a forum-selection clause in the parties’ Broker-Carrier Agreement.
- Plaintiff opposed, arguing convenience and judicial economy (related litigation in Sacramento); Defendant argued the forum clause controls and that Plaintiff (a broker/assignee) lacks Carmack standing such that the Carmack venue protections do not invalidate the clause.
- The court evaluated the validity/enforceability of the forum-selection clause under Ninth Circuit precedent (Argueta/Bremen) and Atlantic Marine’s guidance on § 1404(a) analysis, focusing on whether enforcement would contravene the Carmack Amendment’s public policy by depriving an assignee of its venue protections.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Enforceability of forum-selection clause | Clause should not be enforced because convenience and related Sacramento litigation favor keeping case here | Clause designates Western District of Arkansas as exclusive forum and should be enforced | Forum clause is invalidated because Carmack venue policy applies to Plaintiff as assignee |
| Whether private convenience factors may defeat clause | Keeping case in Sacramento serves convenience and avoids duplicative litigation | Forum-selection clause waives parties’ rights to rely on private convenience | Court applied Atlantic Marine: private-interest factors are waived; plaintiff’s convenience arguments rejected |
| Whether Carmack Amendment’s venue protections apply to Plaintiff (standing) | Plaintiff, as assignee of Cobalt (who received shippers’ rights), is ``person entitled to recover under the bill of lading,'' so Carmack protections apply | Plaintiff is a broker and two assignments removed from original shippers, so Carmack protections should not apply | Court found Plaintiff may have standing as assignee/holder under Ninth Circuit precedents; Carmack protections apply here |
| Whether enforcement of clause would contravene strong public policy | Carmack’s remedial purpose favors allowing suit in a convenient forum; enforcing clause would conflict with that policy | Carmack protects shippers not brokers; thus public policy does not invalidate clause | Court held enforcement would contravene Carmack public policy; clause unenforceable and transfer denied |
Key Cases Cited
- M/S Bremen v. Zapata Off-Shore Co., 407 U.S. 1 (forum-selection clauses are prima facie valid)
- Argueta v. Banco Mexicano, S.A., 87 F.3d 320 (9th Cir.) (three exceptions to enforceability of forum clauses)
- OneBeacon Ins. Co. v. Haas Indus., Inc., 634 F.3d 1092 (9th Cir.) (broad interpretation of who may be treated as shipper/holder under bill of lading)
- Lite-On Peripherals, Inc. v. Burlington Air Express, Inc., 255 F.3d 1189 (9th Cir.) (standing to enforce contract where party falls within bill-of-lading definitions)
- Oak Harbor Freight Lines, Inc. v. Sears Roebuck & Co., 513 F.3d 949 (9th Cir.) (bill of lading as contract between carrier and shipper)
- Jones v. GNC Franchising, Inc., 211 F.3d 495 (9th Cir.) (factors considered in § 1404(a) venue analysis)