Opinion
Case No. 1:22-cv-276
2023-03-17
TOTAL QUALITY LOGISTICS, LLC, Plaintiff, v. Cesar MEDELLIN, et al., Defendants.
Matthew J. Wiles, Wiles Law, LLC, Upper Arlington, OH, for Plaintiff. Daniel Paul Shinkle, Victor A. Walton, Jr., James B. Lind, Vorys Sayer Seymour & Pease LLP, Cincinnati, OH, for Defendants.
Matthew J. Wiles, Wiles Law, LLC, Upper Arlington, OH, for Plaintiff. Daniel Paul Shinkle, Victor A. Walton, Jr., James B. Lind, Vorys Sayer Seymour & Pease LLP, Cincinnati, OH, for Defendants. ORDER DOUGLAS R. COLE, UNITED STATES DISTRICT JUDGE
Defendants Cesar Medellin, Victor Hugo Gonzalez, and Donato Cardenas, Jr. (collectively, the "Defendants") believe this case would be best heard in the Western District of Texas. So they filed a Motion to Transfer Venue under 28 U.S.C. § 1404. (Doc. 2). Plaintiff Total Quality Logistics, LLC ("TQL") opposes the Motion. For the reasons below, the Court GRANTS the Defendants' Motion to Transfer Venue and ORDERS the Clerk TRANSFER this case to the United States District Court for the Western District of Texas for further proceedings.
BACKGROUND
On April 7, 2022, TQL filed a Complaint in the Clermont County, Ohio, Court of Common Pleas seeking a temporary restraining order, preliminary injunction, permanent injunction, and more against the Defendants. (Doc. 3). At the heart of the suit is TQL's belief that the Defendants violated a series of employment agreements between the parties after ceasing their employment with TQL. (See generally id.). TQL is an Ohio limited liability company with its principal place of business in Ohio. (Doc. 3, #162). Each defendant is a Texas resident who worked for a TQL branch in San Antonio and now works for Palos Garza Logistics ("PGL"). (Id.). PGL is a Texas company. (Id.).
On May 20, 2022, the Defendants removed the case to this Court under 28 U.S.C. §§ 1441 and 1446. (Doc. l). That same day, the Defendants moved to transfer the case to the United States District Court for the Western District of Texas. (Doc. 2). That motion grounds in the Defendants' belief that that court is better suited to hear the instant case. (See generally id.). TQL disagrees and has opposed the Defendants' Motion. (Doc. 7).
After the Court's initial review, it sua sponte ordered both parties to file supplemental briefing addressing (1) whether the forum selection clause in play here requires an action be both "brought" and "maintained" in certain listed courts and (2) if so, what the appropriate disposition of this case might be, given that this Court is not listed in the forum selection clause. Both parties briefed the issue, with TQL continuing to resist transfer, (Doc. 11), and the Defendants continuing to favor it, (Doc. 10). Now satisfied with the parties' arguments, the Court considers the instant motion.
LAW AND ANALYSIS
Start with the statutory scheme. Under 28 U.S.C. § 1404(a), "[f]or the convenience of parties and witnesses, in the interest of justice, a district court may transfer any civil action to any other district or division where it might have been brought or to any district or division to which all parties have consented." A case "might have been brought" in a transferee court if (1) that court has subject matter jurisdiction over the action; (2) venue is proper there; and (3) the defendant is amenable to process issuing out of the transferee court. Kay v. Nat'l City Mortg. Co., 494 F. Supp. 2d 845, 849 (S.D. Ohio 2007).
The parties do not dispute that this action could have been brought in the Western District of Texas. And this makes sense. First, TQL is an Ohio limited liability company with no members or sub-members who are Texas citizens. (See Doc. 13). The Defendants are Texas citizens. And the amount in controversy exceeds $75,000. So the Western District of Texas would have subject matter jurisdiction over the action. See 28 U.S.C. § 1332(a); see also Akno 1010 Mkt. St. St. Louis Mo. LLC v. Pourtaghi, 43 F.4th 624, 627 (6th Cir. 2022). Second, "[a] civil action may be brought in," among other places, "any forum with a substantial connection to the plaintiff's claim." 28 U.S.C. § 1391; First of Mich. Corp. v. Bramlet, 141 F.3d 260, 263 (6th Cir. 1998). All the events in question occurred in Texas. So venue is proper there. And finally, the Defendants have affirmed their amenability to service. (See Doc. 2, #142 ("[T]he Defendants are amenable to service in the Western District of Texas in accordance with paragraph 10 of the Agreements.")). All three necessary elements are met.
Since the case could have been brought in the Western District of Texas, "the issue then becomes whether transfer is justified." Kay, 494 F. Supp. 2d at 849. This inquiry focuses chiefly on the public and private interests at stake. Piper Aircraft Co. v. Reyno, 454 U.S. 235, 241, 102 S.Ct. 252, 70 L.Ed.2d 419 (1981). Unsurprisingly, this is where the parties disagree.
The Defendants argue that public and private interests weigh strongly in favor of transferring the case. TQL disagrees, preferring to keep the case where it is. The party seeking transfer—Defendants here—bears the burden of showing that the public and private factors weigh "strongly in favor of" transfer. Mesa Indus., Inc. v. Charter Indus. Supply, Inc., No. 1:22-cv-160, 2022 WL 3082031, at *4 (S.D. Ohio Aug. 3, 2022) (citation omitted).
In TQL's supplemental briefing, it raises concerns of forum shopping. (Doc. 11, #379). But the parties agreed on the forums listed in the contract. The contract provision at issue lists multiple forums likely so that the suing party can choose the forum that fits the case's particular facts. Following contracted-to provisions does not equal forum shopping.
First, the private interests. The relevant interests here include the "relative ease of access to sources of proof; availability of compulsory process for attendance of unwilling, and the cost of obtaining attendance of willing, witnesses; possibility of view of premises, if view would be appropriate to the action; and all other practical problems that make trial of a case easy, expeditious and inexpensive." Piper Aircraft Co., 454 U.S. at 241 n.6, 102 S.Ct. 252 (citing Gulf Oil Corp. v. Gilbert, 330 U.S. 501, 508, 67 S.Ct. 839, 91 L.Ed. 1055 (1947)).
The Defendants assert that the private interests strongly favor transfer because their "witnesses, operative facts, and sources of proof all reside in Texas." (Doc. 2, #143). TQL counters that Defendants have not met their burden and that transfer would merely "shift the inconvenience" to TQL. (Doc. 7, #346).
The Defendants have the better of this argument. The relevant facts in the Complaint all happened in Texas; Ohio has no connection to these events outside of being TQL's home office. And presumably most of the witnesses relevant to this suit are in Texas, a factor this District has called a "primary, if not the most important, factor." Boyajyan v. Columbus Financial Group, Inc., 2007 WL 4410242, at *3 (S.D.Ohio Dec. 13, 2007). Practically, then, this is a case best suited for Texas. These factors strongly favor transfer to the Western District of Texas.
True enough, the convenience of party witnesses "hold[s] little weight, if any, in favor of transfer." Helmer v. Beasley, Allen, Crow, Methvin, Portis & Miles, P.C., 1:20-cv-105, 2020 WL 5250435, at *5, 2020 U.S. Dist. LEXIS 161335, at *14 (S.D. Ohio Sept. 3, 2020). But presumably not all the relevant employees will still be with TQL, as the Defendants indicate in their reply brief. And PGL, the Defendants' new employer, is not a party to this suit but presumably will be called upon to provide information about the roles in which the Defendants now work and responsibilities that they now have.
Second, the public interests. Those interests include "the administrative difficulties flowing from court congestion; the 'local interest in having localized controversies decided at home'; [and] the interest in having the trial of a diversity case in a forum that is at home with the law." Piper Aircraft Co., 454 U.S. at 241 n.6, 102 S.Ct. 252 (quoting Gilbert, 330 U.S. at 509, 67 S.Ct. 839). The Defendants believe these factors strongly support transfer; TQL again disagrees.
The Defendants once again have the better of the argument. Of course, a state has an interest in disputes involving its companies. CompuServe, Inc. v. Patterson, 89 F.3d 1257, 1268 (6th Cir. 1996). So TQL's assertion that Ohio has a strong interest in this case may be correct. But it is hard to imagine that Texas would not have a much stronger interest. As the Defendants point out, "none of the conduct alleged in the complaint occurred in Ohio." (Doc. 2, #144). And both the relevant TQL office and the Defendants' new employer are in Texas. Like in Alliance Shippers, the Western District of Texas will have to decide whether Texas or Ohio law applies. See Total Quality Logistics, LLC v. All. Shippers, Inc., No 1:19-cv-1052, 2020 WL 5760704, at *3-5, 2020 U.S. Dist. LEXIS 178292, at *10-14 (S.D. Ohio Sept. 28, 2020). But either way, that Court is more than adequately suited to hear the case given Texas's much stronger interest in it. See id. The public factors thus strongly favor transfer as well. With that, the Court GRANTS the Defendants' Motion to Transfer Venue (Doc. 2) and ORDERS the Clerk TRANSFER the case to the Western District of Texas for further proceedings.
Both parties point to differing statistics about this Court's and the Western District of Texas's respective dockets to support their preferred position on transfer. (Compare Doc. 2, #144 (citing time from filing to disposition and total cases per judge) with Doc. 7, #346-47 (citing total filings per judge)). But neither party offers any explanation why their chosen statistics should carry the day. So the Court does not find this factor to support either party.
SO ORDERED.