Jonathan Barnett v. Dyncorp International, L.L.C.
2016 U.S. App. LEXIS 13618
| 5th Cir. | 2016Background
- Barnett, a Georgia resident, signed one-year Foreign Service Employment Agreements with DynCorp in Texas to work in Kuwait; agreements designated Kuwait as place of employment and selected Kuwaiti law and courts exclusively.
- The contracts referenced Kuwait Labour Law (including overtime, holidays, termination, and Article 144’s one-year statute of repose) but set base wages in U.S. dollars and used some U.S. Army contracting benefit rules.
- Barnett worked in Kuwait ~2+ years, alleged unpaid wages/benefits (overtime, leave, end-of-service indemnity, per diems, housing/transportation) and sued in federal court in Texas after termination and return to the U.S.
- DynCorp moved to dismiss on forum non conveniens grounds relying on the forum-selection clause calling for litigation in Kuwait; district court granted dismissal under Atlantic Marine.
- Barnett argued the Kuwaiti forum-selection and choice-of-law clauses are void under Texas Civil Practice & Remedies Code §16.070 (bars contractual limitations <2 years) and otherwise unenforceable under federal law; the Fifth Circuit affirmed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| What law governs validity of the forum-selection clause in a diversity case (federal vs. state choice-of-law)? | Barnett: validity is a substantive contract issue governed by state law/choice-of-law rules, not federal forum-enforceability law. | DynCorp: forum-selection clauses are governed by federal enforceability principles (Bremen/Carnival) and Atlantic Marine framework. | Court: need not resolve definitively; outcome same either way because Texas choice-of-law analysis does not render clause unenforceable. |
| Does Texas §16.070 void the parties’ choice of Kuwaiti law and forum because Kuwait’s statute of repose is <2 years? | Barnett: Kuwait’s one-year statute of repose effectively shortens the contractual limitations period below two years and is void under §16.070. | DynCorp: §16.070 does not reach a choice-of-law selecting a foreign substantive statute of repose for contracts substantially connected to that foreign state. | Held: §16.070 does not render the choice-of-law clause void here; Kuwait has substantial relationship and Kuwait’s statute of repose is substantive law the parties may choose. |
| Would enforcing Kuwaiti law/forum contravene a fundamental public policy of Texas? | Barnett: yes, because §16.070 embodies a fundamental Texas policy against short contractual limitations. | DynCorp: no—application of foreign law that yields different results is not per se contrary to Texas fundamental policy; choice is foreseeable for services performed in Kuwait. | Held: No; enforcement does not contravene Texas fundamental policy. |
| Was district court’s dismissal under Atlantic Marine appropriate (forum non conveniens)? | Barnett: Clauses unenforceable; even if valid, public-interest factors may favor Texas. | DynCorp: Valid clause entitles Kuwait to controlling weight; only public-interest factors remain and they favor Kuwait. | Held: Dismissal affirmed—forum-selection clause valid/enforceable; private-interest factors favor Kuwait and Barnett failed to meet high burden on public-interest factors. |
Key Cases Cited
- Atlantic Marine Constr. Co. v. U.S. Dist. Ct., 134 S. Ct. 568 (2013) (forum-selection clauses in contracts are enforced via forum non conveniens and alter the usual forum deference analysis)
- M/S Bremen v. Zapata Off-Shore Co., 407 U.S. 1 (1972) (forum-selection clauses are prima facie valid and enforceable absent unreasonableness)
- Carnival Cruise Lines, Inc. v. Shute, 499 U.S. 585 (1991) (upholds enforceability of forum-selection clauses under certain circumstances)
- Stewart Org., Inc. v. Ricoh Corp., 487 U.S. 22 (1988) (state law disfavoring forum clauses is a factor in §1404(a) transfer analysis but does not automatically defeat forum-selection clauses)
- Haynsworth v. The Corp., 121 F.3d 956 (5th Cir. 1997) (federal enforceability test for forum-selection clauses derived from admiralty precedents)
- Weber v. PACT XPP Techs., AG, 811 F.3d 758 (5th Cir. 2016) (apply federal enforceability rules; when interpreting clause, apply forum state’s choice-of-law rules)
- DeSantis v. Wackenhut Corp., 793 S.W.2d 670 (Tex. 1990) (Texas recognizes parties’ choice of law but limits it where contrary to fundamental policy)
- Trinity River Auth. v. URS Consultants, Inc., 889 S.W.2d 259 (Tex. 1994) (distinguishes statutes of repose as substantive rights rather than procedural limitations)