RBG Management Corp. v. Village Super Market, Inc.
2:24-cv-05347
| D.N.J. | Apr 11, 2024Background
- Morton Williams (RBG Management Corp.) sued Village Super Market, alleging Village induced Wakefern Food Corp. to breach a supply agreement.
- The supply agreement between Morton Williams and Wakefern included a forum-selection clause mandating litigation in New Jersey courts.
- Most of Morton Williams’s claims were dismissed, leaving only a claim for tortious interference with contract against Village.
- A related action was filed by Wakefern against Morton Williams in the District of New Jersey, further connecting the disputes.
- Village moved to transfer the New York action to New Jersey under 28 U.S.C. § 1404(a), which was granted by Magistrate Judge Wang; Morton Williams objected.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Application of forum-selection clause | Clause doesn't apply to dispute with Village (non-signatory) and Village waived right to enforce by delay | Clause applies; Village is closely related to Wakefern and can enforce; no waiver for transfer motions | Forum-selection clause applies; Village can enforce; no waiver occurred |
| Weighing of Section 1404(a) transfer factors | Judge Wang didn't properly consider extensive litigation history in NY and judicial economy arguments | Transfer is proper: forum-selection clause governs; judicial efficiency supported by hearing related cases | Transfer appropriate; judicial economy favored by consolidating related actions in NJ |
| Allegations of forum shopping | Village only sought transfer after unfavorable rulings, indicating improper motive | Timing was based on litigation developments; related NJ action warranted transfer | No improper forum shopping; timing was reasonable under circumstances |
| Balancing of private vs. public interests | Judge Wang over-weighted convenience of parties, ignored choice of forum, and failed to consider all Section 1404(a) factors | Forum-selection clause mandates New Jersey; plaintiff’s choice of forum entitled to no weight | Judge Wang did not err; correct balance struck per Supreme Court precedent |
Key Cases Cited
- Atl. Marine Constr. Co. v. U.S. Dist. Ct. for W. Dist. of Tex., 571 U.S. 49 (forum-selection clauses are presumptively enforceable and alter the usual venue analysis)
- Aguas Lenders Recovery Grp. v. Suez, S.A., 585 F.3d 696 (non-signatories can enforce forum-selection clauses if closely related)
- Magi XXI, Inc. v. Stato della Citta del Vaticano, 714 F.3d 714 (forum-selection clause applies to tort claims if closely tied to the contract)
- Easley v. Cromartie, 532 U.S. 234 (clearly erroneous standard for reviewing magistrate judge decisions)
- D.H. Blair & Co. v. Gottdiener, 462 F.3d 95 (Section 1404(a) transfer factors and standards)