Nipponkoa Insurance Company, LTD. v. Ceva Logistics U.S., Inc., 2:12-cv-05801

Nipponkoa Insurance subrogates damages from a 2011 laptop shipment stolen in Mexico while CEVA transported under the Transportation Agreement with Toshiba/EGL.
The Transportation Agreement contains a California law governing clause and a permissive jurisdiction clause allowing litigation in California courts.
CEVA merged EGL in 2007, forming CEVA Logistics U.S., Inc. and CEVA Freight LLC, with California offices handling the Agreement.
Nipponkoa alleges CEVA failed to procure insurance payable to Nipponkoa as required by the Agreement; no New York activity is alleged.
Nipponkoa filed suit in the Southern District of New York; CEVA moved for forum non conveniens and Nipponkoa cross-moved for transfer to California under 28 U.S.C. § 1404(a).
Judge transferred the case to the Central District of California, finding California proper and more convenient under the totality of circumstances.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether § 1404(a) transfer to California is proper	Nipponkoa prefers New York but supports transfer when justice demands.	California is the appropriate venue and forum clause permits transfer to CA.	Transfer to Central District of California granted.
Whether California is an appropriate venue given the governing law clause	Forum non conveniens analysis should not override plaintiff’s chosen forum.	Governing-law clause and permissive jurisdiction support California as proper venue.	California is an appropriate forum.
Whether California forum reduces witnesses/evidence burdens and serves convenience	Witnesses can be accessed in multiple locations; NY could suffice.	California offers easier access to documents, witnesses, and service; nearer CEVA office.	California improves convenience and access to evidence and witnesses.
Whether the locus of operative facts favors transfer	Contract processing occurred across locations; no single forum dominates.	Most acts and omissions, including contract handling, occurred in California.	Locus of operative facts favors California.
Whether the forum selection clause affects the outcome of the transfer	Permissive clause should not foreclose NY consideration for transfer.	Clause permits litigation in California and supports transfer analysis under normal rules.	Clause supports transfer under § 1404(a).

In re Cuyahoga Equip. Corp., 980 F.2d 110 (2d Cir. 1992) (framework for balancing transfer factors; § 1404(a) application)
Fellus v. Sterne, Agee & Leach, Inc., 783 F. Supp. 2d 612 (S.D.N.Y. 2011) (multi-factor balancing for transfer cases)
Anglo American Ins. Group, P.L.C. v. CalFed Inc., 916 F. Supp. 2d 1324 (S.D.N.Y. 1996) (recognizes factors for transfer considerations)
Spar, Inc. v. Info. Res., Inc., 956 F.2d 392 (2d Cir. 1992) (no changed circumstances required for transfer; 'interest of justice' standard)
Corke v. Sameiet M. S. Song of Norway, 572 F.2d 77 (2d Cir. 1978) (permissive forum clause and transfer under 1404(a))
Piper Aircraft Co. v. Reyno, 454 U.S. 235 (Supreme Court 1981) (action originally in CA and transferred; forum non conveniens considerations)
Gulf Oil Corp. v. Gilbert, 330 U.S. 501 (Supreme Court 1947) (premise that forum non conveniens is a court-centered inquiry)
Phillips v. Audio Active Ltd., 494 F.3d 378 (2d Cir. 2007) (forum selection clause viewed as mandatory or non-exclusive)
First City Nat. Bank & Trust Co. v. Simmons, 878 F.2d 76 (2d Cir. 1989) (balancing factors as an equitable task)