TECO BARGE LINE, INC., AND U.S. UNITED BARGE LINE, LLC, SUCCESSOR IN INTEREST TO TECO BARGE LINE, INC., APPELLANTS,
v.
JARROD M. HAGAN, APPELLEE
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TECO Barge Line and its successor appealed the denial of their motion to dismiss based on a forum selection clause in a wage continuation agreement signed by the injured employee. The court reversed, finding the forum selection clause unambiguous and mandatory, requiring the lawsuit to be brought in Kentucky federal court or Illinois state court, not Florida.
The forum selection clause is unambiguous and mandatory on its face. The clause clearly requires that claims 'shall be brought in the courts nearest TECO Barge Line' with expressly identified forums in Kentucky and Illinois 'to the exclusion of any other courts or jurisdictions.' The phrase 'nearest TECO Barge Line' is immediately followed by qualifying language that explicitly identifies the permissible forums outside Florida, leaving no ambiguity.
[1] Forum selection clauses are presumptively valid and should be enforced unless enforcement would be unreasonable or unjust.
[2] The interpretation of a contractual forum selection provision is a question of law subject to de novo review.
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Join FLexlaw to unlock all legal intelligence“forum selection clauses are presumptively valid and 'should be enforced in the absence of a showing that enforcement would be unreasonable or unjust.'”
Establishes the legal standard that forum selection clauses are presumptively valid and enforceable unless unreasonableness or injustice is shown
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Join FLexlaw to unlock all legal intelligenceJarrod M. Hagan, a Kentucky resident working for TECO Barge in Louisiana, was injured in February 2007 when a ratchet failed, causing him to fall. Aft…
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TECO Barge Line, Inc., and U.S. United Barge Line, LLC, appeal a nonfinal order denying their motion to dismiss Jarrod M. Hagan’s complaint for improper venue.1 Because a mandatory forum selection provision requires Mr. Hagan to bring this lawsuit in specified forums outside of Florida, we reverse.
United Barge is a Florida limited liability company that operates barges on the Ohio and Mississippi Rivers from its managing office in Metropolis, Illinois. United Barge is a successor in interest to TECO Barge. Mr. Hagan, a Kentucky resident working for TECO Barge in Louisiana, was allegedly injured when a ratchet failed in February 2007, causing him to fall.
As a result of his injuries, Mr. Hagan filed a complaint against TECO Barge and United Barge in Hillsborough County, Florida. The barge lines filed a motion to dismiss in which they asserted alternative bases for dismissal: (1) a forum selection clause in a post-injury agreement signed by Mr. Hagan and (2) forum non conve-niens.2 The trial court conducted a hearing and thereafter denied the motion to dismiss. The trial court did not make any findings at the hearing, and its written order simply denies the motion to dismiss without further explanation.
Critically, on March 9, 2007, after his injury and in consideration for benefits under a wage continuation plan, Mr. Ha-gan signed an agreement with TECO Barge titled “Vessel Wage Continuation Plan.” The agreement contains a forum selection clause that states:
I also agree that all suits involving the Vessel Wage Continuation Plan or any work related injury or occupational illness shall be brought in the courts nearest TECO Barge Line, those being the United States Federal Sixth Circuit Western Kentucky located in Paducah, Kentucky or the Circuit Court of the First Judicial Circuit of Massac County in the State of Illinois to the exclusion of any other courts or jurisdictions.
With limited exceptions that have not been raised by the parties in this case, forum selection clauses are presumptively valid and “ ‘should be enforced in the absence of a showing that enforcement would be unreasonable or unjust.’ ” Bombardier Capital, Inc. v. Progressive Mktg. Group, Inc., 801 So.2d 131, 134 (Fla. 4th DCA 2001) (quoting Manrique v. Fabbri, 493 So.2d 437, 440 (Fla.1986)). Here, as in *865 Bombardier, the trial court did not find, nor was it shown, that enforcement would be unreasonable or unjust. Indeed, all of the parties to this appeal agree that the forum selection clause must be enforced. However, they dispute its meaning.
TECO Barge and United Barge maintain that the venue selection clause is unambiguous and that it requires suit in either the federal court in Paducah, Kentucky, or the state circuit court in Massac County, Illinois. Conversely, Mr. Hagan asserts that the language of the clause is ambiguous because on the one hand it compels him to bring suit “in the courts nearest TECO Barge Line,” while on the other hand it defines those courts as either the federal court in Paducah, Kentucky, or the state court in Massac County, Illinois. Mr. Hagan contends that TECO Barge’s registration statement address is in Tampa, Florida, and thus a contradiction exists between the court “nearest TECO Barge Line” and the qualifying language identifying the courts in Kentucky and Illinois. Mr. Hagan argues that the forum selection clause is mandatory,3 that any ambiguity must be construed against the barge lines and in his favor, and that the courts nearest TECO Barge that are located in Tampa are the state circuit court for Hillsbor-ough County and the federal district court for the Middle District of Florida.
The interpretation of a contractual forum selection provision is a question of law subject to de novo review. Am. Boxing & Athletic Ass’n, Inc. v. Young, 911 So.2d 862 (Fla. 2d DCA 2005). In conducting our de novo review, we begin with the principles that “[t]he polestar guiding the court in the construction of a written contract is the intent of the parties,” and where “the language used is clear and unambiguous the parties’ intent must be garnered from that language, and not from extrinsic evidence.” Bombardier, 801 So.2d at 134 (internal citations omitted).
On its face, the forum selection clause does not suffer from the ambiguity argued by Mr. Hagan. While the phrase at issue states that Mr. Hagan’s claims “shall be brought in the courts nearest TECO Barge Line,” it is immediately followed by qualifying language that expressly identifies the forums outside of Florida in which Mr. Hagan’s claims are to be filed. And, the qualifying language provides that Mr. Hagan’s claims shall be filed in those courts “to the exclusion of any other courts or jurisdictions.” The forum selection clause requires Mr. Hagan to bring this lawsuit in one of two forums, neither of *866which is located in Florida.4
Reversed.
NORTHCUTT and LaROSE, JJ„ Concur.
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Am. Safety Cas. Ins. Co. v. Mijares Holding Co., LLC, 76 So. 3d 1089 (Fla. 3d DCA 2011)…“The polestar guiding the court in the construction of a written contract is the intent of the parties, and where the language used is clear and unambiguous the parties’ intent must be garnered from that language[.]” TECO Barge Line, Inc. v. Hagan, 15 So. 3d 863, 865 (Fla. 2d DCA 2009) (quoting Bombardier Capital, Inc., v. Progressive Mktg. Group, Inc., 801 So. 2d 131, 134 (Fla. 4th DCA 2001)). The 2007-2008 policy states, “the Named Insured ... agrees that such court shall have jurisdiction and venue for t…
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Agile Assurance Grp. v. Palmer, 147 So. 3d 1017 (Fla. 2d DCA 2014)
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Solomon O. Lopez v. United Cap. Fund, LLC, 88 So. 3d 421 (Fla. 4th DCA 2012)…ted they had chosen Hillsborough County as them forum. The trial court denied the defendants’ motion to dismiss or transfer. A trial court’s interpretation of a contractual forum selection clause is reviewed de novo. TECO Barge Line, Inc. v. Hagan, 15 So. 3d 863, 865 (Fla. 2d DCA 2009); Bombardier Capital Inc. v. Progressive Mktg. Grp., Inc., 801 So. 2d 131, 134 (Fla. 4th DCA 2001); Mgmt. Computer Controls, Inc. v. Charles Perry Constr., Inc., 743 So. 2d 627, 630 (Fla. 1st DCA 1999). The polestar of interpr…
Previewing 3 of 6 citing cases — full citator treatment, depth of discussion, and citing context are member features.
Join FLexlaw to unlock all legal intelligenceAuthorities Cited
- Manrique v. Giorgio Fabbri, 493 So. 2d 437 (Fla. 1986)
- KEA v. Goodyear Tire & Rubber Co., 801 So. 2d 131 (Fla. 1st DCA 2001)
- Am. Boxing & Athletic Ass'n, Inc. v. Young, 911 So. 2d 862 (Fla. 2d DCA 2005)
- Weisser v. PNC Bank, N.A., 967 So. 2d 327 (Fla. 3d DCA 2007)