In DealLawyers.com, John Jenkins calls attention to U.S. District Court Judge Timothy S. Hillman's decision to enforce a California forum selection clauses in acquisition related agreements. Europa Eye Wear Corp. v. Kaizen Advisors, LLC, 2019 U.S. Dist. LEXIS 113204. The twist in the case is that the clause was enforced against a non-party to the agreements. Judge Hillman appears to have been particularly swayed that the non-party (Europa) was a plaintiff seeking declaratory relief, "not a defendant being haled into a forum with which it has no contacts".
Grammarians will also take note of Judge Hillman's observation that the "use or [sic] words such as 'will' or 'shall' demonstrate parties' exclusive commitment to the named forum." (citing Provanzano v. Parker View Farm, Inc., 827 F. Supp. 2d 53, 60 (D. Mass. 2011). See When Shall/Will/Must/May We Meet Again?
