United States District Court, D. Nebraska
For Heartland Family Service, a non-profit Nebraska corporation, Plaintiff: James E. O'Connor, Jill R. Ackerman, Ryan D. Wilkins, LEAD ATTORNEYS, BAIRD, HOLM LAW FIRM, Omaha, NE.
For Netsmart Technologies, Inc., a Delaware Corporation, Defendant: Carrie S. Dolton, Michael T. Hilgers, LEAD ATTORNEYS, GOBER, HILGERS LAW FIRM, Omaha, NE; Donald E. Frechette, LEAD ATTORNEY, PRO HAC VICE, EDWARDS, WILDMAN, PALMER LAW FIRM, Hartford, CT.
LYLE E. STROM, Senior United States District Judge.
This matter is before the Court on the motion of defendant, Netsmart Technologies, Inc. (" Netsmart" ), to dismiss, filed pursuant to Fed.R.Civ.P. 12(b)(3) and 12(b)(6) (Filing No. 11, with accompanying brief, Filing No. 12). Plaintiff, Heartland Family Services (" Heartland" ), filed a brief in opposition to the motion (Filing No. 13, with accompanying index of evidence, Filing No. 14), to which defendant replied (Filing No. 15). Heartland and Netsmart are parties to a Software License and Business Terms Agreement (the " Contract," Ex. 1, Filing No. 1, at 17-32). The Contract contains a forum-selection clause mandating venue for any legal action thereunder in DuPage County, Illinois ( Id. at ¶ 12.3). The Court finds the forum-selection clause enforceable and the Court will transfer the action to the United States District Court for the Northern District of Illinois.
Plaintiff, Heartland, is a Nebraska non-profit corporation that " helps parents who struggle; couples who want to save their relationship; children who are removed from unsafe homes; teens who made the wrong decisions about alcohol, drugs or crime; survivors of family violence; [and] low-income families -- mostly women and children -- who fall into homelessness." Ex. 1, Filing No. 1, ¶ 4. According to Heartland's complaint, defendant, Netsmart, is a Delaware corporation with its principal place of business in Albany, New York; Netsmart is a " technology solutions company" that provides its customers with database systems such as the Totally Integrated Electronic Record (" TIER" ) System. Id. at ¶ 2, 5, 9. Heartland brings this lawsuit because it alleges that Netsmart's TIER System did not deliver as promised, and Heartland alleges seven causes of action, including fraud and breach of contract. Id. ¶ 19-23, 38-45.
Heartland originally filed its complaint in Douglas County, Nebraska, District Court. Defendants removed the suit to this Court, claiming diversity jurisdiction under 28 U.S.C. § 1332.
In this motion, Netsmart " moves this Court to enter an order dismissing the complaint filed by plaintiff Heartland Family Services." Filing No. 11, at 1. Netsmart argues that the Court should dismiss the case under either Fed. R. Civ. Pro. 12(b)(3) or 12(b)(6) because venue in Nebraska is not proper under the forum-selection
clause contained in the Contract. The forum-selection clause states:
12.3 Governing Law. This Agreement shall be governed by the laws of the State of Illinois, without reference to any conflicts of laws provisions. . . . The parties agree that the state and federal courts serving DuPage County, Illinois shall be the sole venue and jurisdiction for all actions concerning this Contract.
Ex. A, Filing No. 1, at ¶ 12.3. Heartland opposes the motion, stating, " [b]ecause Illinois is a substantially less convenient locale for this matter than Nebraska, dismissing or transferring this matter violates Nebraska's public policy as ...