Miller Family Industries, Inc. v. Ives

Background

Christopher Ives moved to dismiss Miller Family Industries, Inc.’s action under the doctrine of forum non conveniens, relying on a forum-selection clause in a memorandum of understanding. The clause stated that the parties irrevocably consented, to the extent legally permitted, to the exclusive jurisdiction and venue of state or federal courts in Delaware.

Court’s analysis

The court explained that a forum-selection clause pointing to a state or foreign court may be enforced through dismissal under forum non conveniens. But when the clause also identifies an available federal court, federal law generally replaces dismissal with transfer under 28 U.S.C. § 1404(a), which permits transfer to a more convenient federal district.

Because the clause covered both Delaware state and federal courts, the court concluded that transfer to a federal court was generally the more appropriate remedy if the clause had to be enforced. Ives expressly refused to consent to treating his motion as a motion to transfer. Instead, he asked the court to dismiss the action so that he could decide whether it would continue in Delaware state or federal court. The court found that approach procedurally improper and inconsistent with the statutory preference for transfer when another federal forum is available.

Ives also argued that the complaint should be dismissed under Federal Rule of Civil Procedure 12(b)(3) for failure to plead venue. The court treated that argument as waived because Ives raised it for the first time in his reply brief. The court noted that his opening brief had referred to Rule 12(b)(3), but had not argued that the complaint failed to plead facts satisfying the statutory venue requirements.

Disposition

The court denied the motion to dismiss without prejudice. It directed the Clerk of Court to close the motion, docket number 12. The opinion did not order a transfer.