LaCasse v. USANA Health Sciences, Inc. CA3, C094406

Background

Plaintiff Megan LaCasse, a California resident, sued USANA in California (putative class action) under the UCL alleging wage-and-hour and expense-reimbursement violations based on her 2015–2017 associate relationship.
USANA moved to stay or dismiss under forum non conveniens, relying on forum-selection clauses in an electronically signed "Associate Agreement" and incorporated "USANA Policies" designating Utah (Salt Lake County or D. Utah) as the exclusive forum.
USANA supported the motion with two declarations (Whitney and Benedict) describing USANA’s online enrollment, the e-signature timestamp (Aug. 13, 2015), and that the Associate Agreement incorporated the Policies; LaCasse submitted no evidentiary contradicting declarations.
The trial court’s tentative ruling found assent shown but concluded LaCasse’s UCL claim implicated unwaivable Labor Code rights (shifting burden to USANA), and tentatively denied the motion; after argument the court reversed, holding the UCL claim was not unwaivable here and granted dismissal.
On appeal LaCasse argued (1) insufficient evidence of assent, (2) clauses are permissive not mandatory, (3) USANA must prove Utah forum won’t diminish unwaivable California rights, and (4) Labor Code §925 or public policy bars enforcement; the Court of Appeal affirmed.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Sufficiency of assent/evidence of contract	Whitney/Benedict declarations do not prove LaCasse saw or agreed to the agreements; printout lacks document ID	Declarations and portal logs show LaCasse accessed portal, used her ID/password, and e-signed the Associate Agreement; Policies were available and incorporated	Substantial evidence supports trial court finding LaCasse assented by electronic signature and agreed to incorporated Policies; authentication satisfied (affirmed)
Mandatory vs. permissive forum clause	Clause language is permissive; if permissive, USANA must meet traditional forum non conveniens burden	Clauses (especially in Policies) are mandatory (exclusive forum), so traditional analysis does not apply	Association incorporates Policies; Policies’ clause is mandatory, so mandatory-clause presumption applies (plaintiff bears burden to show unreasonableness)
Whether UCL claim is "unwaivable" (burden shift)	UCL claim enforces unwaivable Labor Code rights; burden should shift to USANA to show Utah forum won’t diminish rights (per Verdugo)	UCL here is not itself an unwaivable statutory right; Verdugo does not establish a blanket rule that UCL claims are unwaivable	Court rejects that UCL claim here is an unwaivable Labor Code right; Verdugo not read to make UCL per se unwaivable; plaintiff retains the burden
Applicability of Labor Code §925/public-policy argument	§925 and California public policy disfavor out-of-state adjudication of California employment claims	§925 does not apply to agreements entered/modified before Jan 1, 2017; courts cannot apply §925’s policy to pre-2017 contracts (Ryze)	§925 inapplicable to LaCasse’s 2015 agreement; Ryze forecloses using §925’s policy to invalidate pre-2017 agreements; enforcement permitted

Key Cases Cited

Verdugo v. Alliantgroup, L.P., 237 Cal.App.4th 141 (Cal. Ct. App. 2015) (burden shifts to party enforcing forum clause when claims are based on unwaivable California statutory rights)
Ryze Claim Solutions LLC v. Superior Court, 33 Cal.App.5th 1066 (Cal. Ct. App. 2019) (Labor Code §925 does not apply to contracts not entered into, modified, or extended on or after Jan. 1, 2017; courts may not invoke §925 policy to void pre-2017 agreements)
Ruiz v. Moss Bros. Auto Group, Inc., 232 Cal.App.4th 836 (Cal. Ct. App. 2014) (electronic-signature authentication requires factual connection establishing the signature was the act of the named signer)
Espejo v. Southern California Permanente Medical Group, 246 Cal.App.4th 1047 (Cal. Ct. App. 2016) (systems-declaration detailing username/password security can satisfy Ruiz and authenticate e-signatures)
Intershop Communications AG v. Superior Court, 104 Cal.App.4th 191 (Cal. Ct. App. 2002) (mandatory forum-selection clauses are presumed valid and alter the traditional forum non conveniens analysis)
Stangvik v. Shiley Inc., 54 Cal.3d 744 (Cal. 1991) (codified forum non conveniens principles and two-step analysis)
Golden Door Properties, LLC v. Superior Court, 53 Cal.App.5th 733 (Cal. Ct. App. 2020) (reply evidence that is strictly responsive to new issues raised in opposition may be admitted)