Taylor v. Eastern Connection Operating, Inc.
465 Mass. 191
Mass.2013Background
- Judgment involves Massachusetts-independent-contractor, wage, and overtime statutes as applied to New York residents working for a Massachusetts-headquartered broker.
- Contract clause: all rights and obligations construed under Massachusetts law and actions to be brought in the headquarters’ jurisdiction.
- Plaintiffs Taylor, Taylor, and Wellington allege misclassification as independent contractors (Mass. statute) and wage/overtime violations (Mass. statutes).
- Defendant Eastern Connection Operating, Inc. is headquartered in Woburn, MA; plaintiffs worked exclusively in New York.
- Initial Superior Court dismissal held MA statute not applicable extraterritorially and that wage claims failed if contractors; court reserved issues for remand.
- Court remands for further proceedings to resolve choice-of-law, extraterritorial reach, and status-based wage claims.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Choice of law for misclassification | Mass. law governs under contract clause | New York law governs since work done in NY | Massachusetts law governs misclassification analysis |
| Forum and forum selection enforceability | Forum chosen by contract should be MA | Enforce clause as fair and reasonable | Forum selection clause enforceable; MA forum appropriate |
| Extraterritorial application of MA IC statute | MA statute applies to misclassification regardless of residence | Statute lacks extraterritorial reach | MA statute applies under Restatement §187 two-tier analysis; extraterritorial application permitted in appropriate interstate context |
| Wage/overtime claims dependent on employee status | If misclassified as employees, wage claims survive | If independent contractors, wage claims fail | Remand to determine status; claims may survive if contractor is reclassified as employee under MA statute |
| Remand to determine proper application | Full briefing on choice-of-law and factual status needed | Record insufficient to resolve properly | Remand for further proceedings to apply functional choice-of-law |
Key Cases Cited
- Melia v. Zenhire, Inc., 462 Mass. 164 (2012) (forum selection clause enforcement standard; fair and reasonable)
- Jacobson v. Mailboxes Etc. U.S.A., Inc., 419 Mass. 572 (1995) (forum selection and choice-of-law considerations)
- Steranko v. Inforex, Inc., 5 Mass. App. Ct. 253 (1977) (upholding choice-of-law approach in contracts)
- Bushkin Assocs., Inc. v. Raytheon Co., 393 Mass. 622 (1985) (functional choice-of-law principles; Restatement guidance)
- Gravquick A/S v. Trimble Navigation Infl Ltd., 323 F.3d 1219 (9th Cir. 2003) (geographical scope of state law; extraterritorial application)