Segal v. Amazon. Com, Inc.
2011 U.S. Dist. LEXIS 11429
S.D. Fla.2011Background
- Plaintiffs Albert Segal and Marianna Chaparova sue Amazon.com, Inc. under Florida law for Florida Deceptive and Unfair Trade Practices Act claims, unjust enrichment, accounting, and tortious interference with business relations.
- Plaintiffs allege they used Amazon Marketplace, and Amazon then held funds in their Seller Account and blocked listings after emails in early 2010.
- Prospective sellers must accept the Participation Agreement to register; it contains a forum-selection clause requiring disputes over $7,500 to be heard in King County, Washington.
- Amazon moves to dismiss for improper venue or, in the alternative, to transfer to the Western District of Washington under 28 U.S.C. § 1404(a).
- Plaintiffs argue the forum-selection clause is unfair and unconscionable and should not be enforced.
- The court grants Amazon’s motion and transfers the case to the Western District of Washington.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the forum-selection clause is enforceable. | Segal/Chaparova contend clause is unfair and unconscionable. | Amazon argues clause is valid and enforceable. | Clause enforceable; no bad-faith showing. |
| Whether venue is proper or must be transferred under 1404(a). | Plaintiffs argue clause should not bind forum and seek Florida venue. | Clause compels WA venue; transfer appropriate. | Transfer granted to Western District of Washington. |
| Whether enforcement would deprive plaintiffs of their day in court due to convenience/financial hardship. | Financial difficulty would prevent access to WA forum. | Financial status alone does not void enforceable clause. | Inconvenience not enough to defeat the clause. |
Key Cases Cited
- Carnival Cruise Lines, Inc. v. Shute, 499 U.S. 585 (U.S. Supreme Court 1991) (upholds forum-selection clause; fair, not unconscionable per se)
- M/S Bremen v. Zapata Off-Shore Co., 407 U.S. 1 (U.S. Supreme Court 1972) (forum-selection clauses presumptively valid unless unreasonable)
- P & S Bus. Machines, Inc. v. Canon U.S.A., Inc., 331 F.3d 804 (11th Cir. 2003) (forum-selection clause given substantial weight in §1404(a) analysis)
- Bonny v. Society of Lloyd's, 3 F.3d 156 (7th Cir. 1993) (strongly supports enforcement absent bad-faith motive)
- A.V. v. iParadigms, LLC, 562 F.3d 630 (4th Cir. 2009) (validates contract formation via clickwrap; enforceability of clause)