Beatty v. ACNTV; Jewelry Television

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SHAKANA BEATTY, Plaintiff, v. ACNTV; JEWELRY TELEVISION; AMERICA'S COLLECTIBLES NETWORK, INC. d/b/a JEWELRY TELEVISION; Defendants.

No. 3:21-CV-341-KAC-JEM

United States District Court, E.D. Tennessee, Knoxville

March 7, 2023

MEMORANDUM OPINION AND ORDER GRANTING MOTION TO DISMISS BASED ON THE DOCTRINE OF FORUM NON CONVENIENS

KATHERINE A. CRYTZER, UNITED STATES DISTRICT JUDGE

Before the Court is the “Motion to Dismiss Based on the Doctrine of Forum Non Conveniens” filed by Defendants ACNTV, Jewelry Television, and America's Collectibles Network, Inc. d/b/a Jewelry Television (collectively “JTV Defendants”) [Doc. 9]. The JTV Defendants assert that the Court should dismiss this action “pursuant to the doctrine of forum non conveniens” because Plaintiff executed an Employment Agreement that contains a valid forum-selection clause requiring “disputes to be brought in Tennessee state court” [Id. at 1 (emphasis added)]. Because (1) the forum-selection clause in Plaintiff's Employment Agreement is applicable to the claims at issue, mandatory valid, and enforceable and (2) no extraordinary circumstances counsel against dismissal, the Court GRANTS the JTV Defendants' “Motion to Dismiss” [Doc 9] and DISMISSES Plaintiff's claims against the JTV Defendants.

I. Background

On September 30, 2021, Plaintiff initially filed suit against the JTV Defendants, alleging discrimination, harassment, and retaliation on the bases of “race and color,” in violation of 42 U.S.C. § 1981 and Title VII of the Civil Rights Act, 42 U.S.C. §2000e-2, et seq [See Doc. 1]. After the JTV Defendants filed their “Motion to Dismiss” [Doc. 9], Plaintiff filed an Amended Complaint [Doc. 17] to formally assert Title VII claims following the receipt of a Right to Sue Letter from the U.S. Equal Employment Opportunity Commission [See Doc. 14].^[1] Plaintiff's claims arise out of her employment with America's Collectibles Network, Inc. d/b/a Jewelry Television [Id.]. In or around June 2019, Plaintiff executed an “EMPLOYMENT AGREEMENT” with America's Collectibles Network, Inc. d/b/a Jewelry Television [Doc. 18-1]. “ACNTV” and “Jewelry Television” are trademark names for America's Collectibles Network, Inc. [See Doc. 9 at 5 n.2]. The Employment Agreement contains a forum-selection clause:

Company and Employee agree that this Agreement shall be governed by the laws of the State of Tennessee and further agree that any action to enforce or in any way related to this Agreement shall be brought in the Circuit or Chancery Court of Knox County, Tennessee, and the Employee specifically consents to the exclusive jurisdiction and venue of such courts.

[Doc. 18-1 at 6 (emphasis added)]. The Employment Agreement also contains a severability provision: “If a Court should invalidate any section of this Agreement, the parties agree that the remainder of the Agreement shall be valid, binding and enforceable in all respects” [Id. at 6].

The JTV Defendants filed a “Motion to Dismiss Based on the Doctrine of Forum Non Conveniens” [Doc. 9] based on the forum-selection clause in the Employment Agreement. As relevant here, Plaintiff responded, arguing that (1) her federal civil rights claims have broad venue provisions that defeat any forum selection clause; (2) the JTV Defendants failed to meet their burden of establishing an alternative adequate forum; (3) Plaintiff's claims have exclusive federal jurisdiction; (4) the statute of limitations will bar her from re-filing her claims in state court, thus rendering the alternative forum inadequate; (5) the forum selection clause, and the Employment Agreement more generally, was obtained through duress and unconscionable means; and (6) the designated state forum would ineffectively and unfairly handle the suit [See Doc. 16]. In support of her argument, Plaintiff filed a sworn declaration [Doc. 16-1], attesting that she was required to sign the Employment Agreement, including the forum-selection clause, to continue her employment and that she was “yelled at” during the Employment Agreement negotiation process when she inquired about her lower rate of pay compared with her colleagues [Id. ¶ 5]. Plaintiff “felt intimidated and afraid that if [she] pushed any more . . . that [Defendant] would not offer [her] the contract” and she “really needed the job” because it was her “means of earning income to pay [her] bills” [Id.].

The Court held a hearing on the JTV Defendant's Motion to Dismiss [See Doc. 46]. At the hearing, Plaintiff conceded that (1) only her Title VII claims would potentially be barred by the statute of limitations if she refiled in state court and (2) this federal court does not have exclusive jurisdiction over Plaintiff's Title VII and Section 1981 claims^[2] [Id.]. Further, the JTV Defendants stated that they would not stipulate to a waiver of any applicable statute of limitations if Plaintiff refiled in state court, in part because Plaintiff was aware of the potential statute of limitations issue before the time to file her claims in state court expired [Id.].

II. Analysis

As a preliminary matter, the Court must determine the scope of its review. Plaintiff did not file the Employment Agreement with her Complaint or Amended Complaint, [see Docs. 1, 17].

But it is now in the record. And Plaintiff filed a sworn declaration in opposition to the JTV Defendants' Motion [See Doc. 16-1]. Both documents affect the Court's inquiry. Ordinarily, under Rule 12(d), when a Party presents material outside the pleadings with a Rule 12(b)(6) motion, the Court may either consider the material and convert the motion to one for summary judgment or exclude the material and apply the Rule 12(b)(6) standard. See Fed.R.Civ.P. 12(d); Shelby Cnty. Health Care Corp. v. S. Council of Indus. Workers Health & Welfare Trust Fund, 203 F.3d 926, 931 (6th Cir. 2000). However, when considering a motion to dismiss under the doctrine of forum non conveniens or the statutory cognate for transfer between federal courts, 28 U.S.C. § 1404, the Court may consider properly presented facts outside of the pleadings. See Price v. PBG Hourly Pension Plan, 921 F.Supp.2d 765, 772 (E.D. Mich. 2013) (collecting cases); Erausquin v. Notz, Stucki Management (Bermuda) Ltd., 806 F.Supp.2d 712, 724 (S.D.N.Y. 2011); Lambert v. Melia Hotels Int'l S.A., 526 F.Supp.3d 1207, 1213 (S.D. Fla. 2021). And the Court “must draw all reasonable inferences and resolve factual conflicts in favor of the plaintiff.” Price, 921 F.Supp.2d at 772 (quoting United States v. Gonzales & Gonzales Bonds & ns. Agency, Inc., 677 F.Supp.2d 987, 991 (W.D. Tenn. 2010)). Because neither Party disputes that Plaintiff executed the Employment Agreement, [see Docs. 9, 16], the Court may consider the Employment Agreement. See Id. And the Court construes the facts in Plaintiff's sworn declaration in her favor.

A forum-selection clause can generally “be enforced through a motion to transfer under Section 1404(a).” Atlantic Marine Const. Co., v. U.S. Dist. Court for the Western Dist. of TX et al., 571 U.S. 49, 59 (2013). However, Section 1404(a) does not permit a federal court to transfer a case to a state court. Id. at 60. Instead, “the appropriate way to enforce a forum-selection clause pointing to a state . . . forum is through the doctrine of forum non conveniens.” Id. “[B]ecause both § 1404(a) and the forum non conveniens doctrine from which it derives entail the same balancing-of-interests standard, courts should evaluate a forum-selection clause pointing to a nonfederal forum in the same way that they evaluate a forum-selection clause pointing to a federal forum.” Id. at 61.

Evaluating a forum selection clause is a two-step process. First, the Court determines whether a forum-selection clause is “applicable to the claims at issue, mandatory, valid, and enforceable.” Lakeside Surfaces, Inc. v. Cambria Company, LLC, 16 F.4th 209, 215-16 (6th Cir. 2021). If so, Plaintiff's “choice of forum ‘merits no weight' and the courts consider arguments only under the public-interest factors, treating the private-interest factors as ‘weigh[ing] entirely in favor of the preselected forum.'” Id. at 215 (quoting Atlantic Marine, 571 U.S. at 63-64 (alteration in original)). At this second step, Plaintiff “bears the burden of showing that the public interest factors weigh heavily against dismissal.” Id. at 216. The public-interest factors generally include “the administrative difficulties flowing from court congestion; the local interest in having localized controversies decided at home; the interest in having the trial of a diversity case in a forum that is at home with the law that must govern the action; the avoidance of unnecessary problems in conflicts of laws, or in the application of foreign law, and the unfairness or burdening citizens in an unrelated forum with jury duty.” See Piper Aircraft Co. v. Reyno, 454 U.S. 235, 241, n.6 (1981) (quotations and citations omitted). Because the public-interest factors “will rarely defeat” a valid forum-selection clause, “the practical result is that forum-selection clauses should control except in unusual cases.” Atlantic Marine, 571 U.S. at 64.

Here, at step one of the analysis, the forum-selection clause in the Employment Agreement is applicable to the claims at issue, mandatory, valid, and enforceable. Plaintiff does not dispute that she executed the Employment Agreement [See Doc. 16]. Rather, Plaintiff alleges that the forum-selection clause is invalid and unenforceable because it was “obtained through duress and unconscionable means” [Id. at 8]. However, Plaintiff has not shown that the forum-selection clause in the Employment Agreement was “obtained through duress” or unconscionable.

“Tennessee courts have defined duress . . . as ‘a condition of mind produced by the...