Judge: Virginia Keeny, Case: 24STCV19748, Date: 2025-02-03 Tentative Ruling
Case Number: 24STCV19748 Hearing Date: February 3, 2025 Dept: 45
z4 Logistics, inc. V. itf, llc, ET
AL.
MOTION TO DISMISS FOR COMPLAINT FOR IMPROPER VENUE
Date of Hearing: February 3, 2025 Trial Date: None set.
Department: 45 Case
No.: 24STCV19748
Moving
Party: Defendant ITF, LLC
Responding
Party: Plaintiff Z4 Logistics, Inc.
BACKGROUND
This case arises out of the alleged nonpayment for 33
shipments of freight. On August 6, 2024, Plaintiff Z4 Logistics, Inc.
(“Plaintiff”) filed a complaint against Defendants ITF, LLC (“ITF”), DSW Shoe
Warehouse, Inc. (“DSW”), Skechers U.S.A. Inc. (“Skechers”), MFF-NW LLC (“MFF”),
Reef Lifestyle, LLC (“Reef”), Puma North America (“Puma”), Deckers Outdoor
Corporation (“Deckers”), Urban Expressions Inc. (“Urban Expressions”), Converse
Inc. (“Converse”), Crocs, Inc. (“Crocs”), The Aldo Group Inc. (“Aldo”), Adidas
America, Inc. (“Adidas”), Damco Distribution Services Inc. (“Damco”) , and Does
1-10, inclusive (collectively, “Defendants”) alleging causes of action for: (1)
Negligence and (2) Fraud.
On October 8, 2024, Defendant ITF filed the instant Motion
to Dismiss Complaint for Improper Venue.
On December 5, 2024, Plaintiff filed and served an
opposition to the motion.
Also, on December 5, 2024, the Court, on its own motion,
continued the hearing on the motion from December 19, 2024, to February 3,
2025. Plaintiff was ordered to give notice of the continuance.
On December 26, 2024, this action was reassigned from the
Honorable Mel Red Recana to the Honorable Virgina Keeny in Department 45 at
Stanley Mosk Courthouse effective January 3, 2025. Plaintiff was ordered to
give notice.
Upon review of the court file, Plaintiff has not filed a
proof of service showing that it served the notice of the continuance, or the notice
of this action being reassigned on all interested parties. The court will
inquire into these matters at the hearing.
As of January 29, 2025, no reply brief has been filed. Any
reply brief was required to have been filed and served at least five court days
prior to the hearing. (Code Civ. Proc., § 1005, subd. (b).)
Initially, the Court notes that Defendant ITF argues that
venue should be transferred to St. Louis County, Missouri pursuant to a
Broker-Motor Carrier Agreement (the “Agreement”), which it argues is attached
to the motion. (Mem. of Ps and As at p. 3:17-20.) However, such an agreement is
not attached to the motion. Moreover, the notice of motion does not indicate
that any declarations or exhibits are offered in support of the motion. (See
Not. of Mot.)
[Tentative] Ruling
Defendant ITF, LLC’s Motion to Dismiss Complaint for
Improper Venue is DENIED.
LEGAL
STANDARD
“A court of this state may exercise jurisdiction on any
basis not inconsistent with the Constitution of this state or of the United
States.” (Code Civ. Proc. § 410.10.) “When a court upon motion of a party or
its own motion finds that in the interest of substantial justice an action
should be heard in a forum outside this state, the court shall stay or dismiss
the action in whole or in part on any conditions that may be just.” (Code Civ.
Proc., § 410.30, subd. (a).)
Where “[n]o satisfying reason of public policy has been
suggested why enforcement should be denied[,] a forum selection clause
appearing in a contract entered into freely and voluntarily by parties who have
negotiated at arm’s length” should be enforced. (Smith, Valentino &
Smith, Inc. v. Superior Court (1976) 17 Cal.3d 491, 495-96.) “[F]orum
selection clauses are valid and may be given effect, in the court’s discretion
and in the absence of a showing that enforcement of such a clause would be
unreasonable.” (Id. at p. 496.) “When two sophisticated, commercial
entities agree to a choice-of-law clause . . . the most reasonable
interpretation of their actions is that they intended for the clause to apply
to all causes of action arising from or related to their contract.” (Nedlloyd
Lines B.V. v. Superior Court (1992) 3 Cal.4th 459, 468.)
“California courts will refuse to defer to the selected
forum if to do so would substantially diminish the rights of California
residents in a way that violates our state’s public policy.” (Handoush v.
Lease Finance Group, LLC (2019) 41 Cal.App.5th 729, 734.) “A mandatory
forum selection clause . . . is generally given effect unless enforcement would
be unreasonable or unfair, and the party opposing enforcement of the clause
ordinarily bears the burden of proving why it should not be enforced.” (Ibid.)
“However, the burden is reversed when the claims at issue are based on
unwaivable rights created by California statutes [in which case] the party
seeking to enforce the forum selection clause bears the burden to show
litigating the claims in the contractually designated forum ‘will not diminish
in any way the substantive rights afforded . . . under California law.’” (Ibid.)
ANALYSIS
Pertinent
Allegations of the Complaint
The
complaint alleges the following: Plaintiff Z4 Logistics, Inc. (“Plaintiff”)
alleges that it is a California corporation engaged in the business of
transporting freight to and from various locations as a motor carrier licensed
by the United States Department of Transportation. (Compl., ¶ 1.) Defendant
ITF, LLC (“ITF”) is a company doing business in Los Angeles County, California
with Plaintiff and is engaged in the business of brokering freight services and
contracting with motor carriers such as Plaintiff to transport freight to and
from locations within the State of California and the County of San Bernardino.
(Compl., ¶ 2.) Defendant ITF brokered at least 33 shipments of shoes from
various suppliers in Los Angeles County to Defendant DSW Shoe Warehouse, Inc.
(“DSW”). (Compl., ¶ 2.) Defendant DSW is a company doing business in Los
Angeles, California and is engaged in the business of purchasing shoes from
various suppliers and then shipping those shoes from locations in Los Angeles
County, California to various locations within the State of California to other
states. (Compl., ¶ 3.)
In
April 2024 and May 2024, Plaintiff contracted with Defendant ITF for the pickup
of 33 various shipments of freight in Los Angeles County, Riverside County, and
San Bernardino County from Defendants Skechers, U.S.A., Inc. (“Skechers”),
MFF-NW LLC (“MFF”), Reef Lifestyle (“Reef”), Puma North America (“Puma”),
Deckers Outdoor Corporation (“Deckers”), Urban Expressions, Inc. (“Urban
Expressions”), Converse, Inc. (“Converse”), Crocs, Inc. (“Crocs”), The Aldo
Group Inc. (“Aldo”), Adidas America, Inc. (“Adidas”), and Damco Distribution
Services Inc. (“Damco”) (collectively, the “Shoe Company Defendants”) for
delivery to Defendant DSW’s warehouse in Ohio. (Compl., ¶ 16.) The various
shipments of freight were picked up by Plaintiff from the Shoe Company Defendants
and were successfully delivered to Defendant DSW at its warehouse in Ohio.
(Compl., ¶ 17.) Defendant DSW issued Plaintiff a Proof of Delivery (“POD”) for
each of the shipments. (Compl., ¶ 17; Exh. A.)
After
the freight was delivered by Plaintiff, Defendant ITF claimed that some items
in each of the 33 shipments were somehow missing as reported to them by
Defendant DSW. (Compl., ¶ 18.) Defendant ITF refused to pay Plaintiff for the
cost of delivering the various shipments of freight claiming that the missing
freight was the fault of Plaintiff. (Compl., ¶ 19.) Plaintiff alleges that none
of the freight from 33 shipments was lost or damaged as a result of the actions
or inaction on the part of Plaintiff during the transportation of the freight
from California to Ohio as evidenced by the PODs. (Compl., ¶ 20; Exh. A.)
Plaintiff believes and alleges that the missing and/or damaged freight that
Defendant ITF is now claiming as a basis for not paying Plaintiff for
delivering this freight was missing and/or damaged either at the various
shipping locations of the Shoe Company Defendants where the freight was picked
up by Plaintiff, or at the delivery location of Defendant DSW in Ohio. (Compl.,
¶ 21.)
Defendant
ITF Has Not Shown that Venue is Improper
Initially,
the Court notes that Defendant ITF moves to dismiss the complaint for improper
venue based on the Broker-Motor Carrier Agreement (the “Agreement”). (Memo. of
Ps and As at p. 3:17-20.) The Agreement, however, is not attached to the motion
as Defendant ITF argues. (Id.) In fact, Defendant ITF has presented no
evidence in support of the motion. Defendant ITF did not file any declarations
in support of the motion. The Court informs Defendant ITF that “[i]n law and
motion practice, factual evidence is supplied to the court by way of
declarations.” (Calcor Space Facility, Inc. v. Superior Court (1997) 53
Cal.App.4th 216, 224.)
The
complaint alleges that Defendant ITF does business in Los Angeles County,
California. (Compl., ¶ 2.) The other named defendants also do business in
California. (Compl., ¶¶ 3-14.) There is no evidence presented to the Court that
Plaintiff and Defendant ITF entered into the Agreement in an arms-length
transaction. Moreover, based on the allegations of the complaint, the Court
finds that the complaint does not arise from a contract entered into between
the parties. The complaint does not even reference the Agreement as a basis for
its causes of action. Defendant ITF has not shown that venue is improper in Los
Angeles County, California.
CONCLUSION
Based on the foregoing, the Court DENIES Defendant ITF,
LLC’s Motion to Dismiss Complaint for Improper Venue.