Warren A. Stiles, M.D. v. Bankers Healthcare Group, Inc., 637 F. App'x 556

In 2012 Bankers Healthcare renewed a loan to Dr. Warren A. Stiles (approx. $331,000) with a promissory note, guaranty, and security agreement naming the debtor as "Warren A. Stiles d/b/a Warren A. Stiles, M.D."; the loan documents listed Dr. Stiles’ residential address (314 Third Avenue) rather than his practice address.
Plaintiffs (Dr. Stiles and his wife Tonya) sued in the Middle District of Alabama alleging TILA violations (claiming the loan was a consumer loan because of the home address, triggering disclosure duties) and state-law claims including fraud, negligence, unjust enrichment, and slander of title; Mrs. Stiles was not a signatory to the loan.
The loan agreement contained a forum-selection clause: venue for "any action brought hereunder" shall be the creditor’s choice of Onondaga County, New York or Broward County, Florida.
Defendant moved to dismiss under forum non conveniens to enforce the forum-selection clause after notifying Dr. Stiles of its intent to sue in New York; the district court granted dismissal without prejudice.
On appeal, Plaintiffs argued (1) TILA claims fall outside the forum clause, (2) Mrs. Stiles—being a non-signatory—cannot be bound, and (3) the district court misweighed public-interest factors.
The Eleventh Circuit affirmed, holding the forum-selection clause covers the TILA claims, binds Mrs. Stiles as a closely related non-party, and that no extraordinary public-interest factor justified refusing enforcement.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether TILA/statutory claims fall within clause covering "any action brought hereunder"	Stiles: "hereunder" limited to contract-based claims; TILA is statutory and independent	Bankers Healthcare: "hereunder" means claims arising from the agreement, including statutory claims that depend on the contract	Held: Clause covers Plaintiffs' TILA claims because resolution depends on interpreting the contract (consumer vs. commercial loan)
Whether non-signatory Mrs. Stiles is bound by clause	Stiles: Mrs. Stiles not a party; cannot be bound by forum clause	Bankers Healthcare: Mrs. Stiles' claims are derivative/closely related to Dr. Stiles' claims and thus foreseeable to be bound	Held: Mrs. Stiles is bound—her claims are derivative and directly related to the signed agreement
Whether public-interest factors defeat enforcement of a valid forum clause	Stiles: district court misapplied public-interest factors and should refuse dismissal	Bankers Healthcare: valid clause should be enforced; only public factors considered and none are extraordinary	Held: No extraordinary public-interest reason to refuse enforcement; dismissal appropriate
Whether an adequate alternative forum and reinstatement without prejudice exist	Stiles: (did not meaningfully dispute)	Bankers Healthcare: New York (or Florida) is adequate; claims can be litigated there or as counterclaims	Held: Adequate alternative forum exists and plaintiffs can reinstate there without undue prejudice

Atlantic Marine Constr. Co. v. United States Dist. Court, 134 S. Ct. 568 (2013) (forum-selection clauses in contracts are enforced via forum non conveniens; plaintiff bears burden to show extraordinary reasons not to enforce)
Slater v. Energy Servs. Grp. Int’l, Inc., 634 F.3d 1326 (11th Cir. 2011) (contract clause covering claims "relating to or arising from" an agreement can include federal statutory claims)
Lipcon v. Underwriters at Lloyd’s, London, 148 F.3d 1285 (11th Cir. 1998) (standards for when forum-selection clauses are unenforceable and when non-parties may be bound)
Manetti-Farrow, Inc. v. Gucci Am., Inc., 858 F.2d 509 (9th Cir. 1988) (tort claims fall within forum clause when resolution requires contract interpretation)
Aldana v. Del Monte Fresh Produce N.A., 578 F.3d 1283 (11th Cir. 2009) (standard of review for forum non conveniens dismissals)