restrictive covenant contained in section 10 of the affiliation agreement.
I decline, at this juncture, to interpret the import of the Kenwoods' signatures on the joinder. Assuming arguendo that the Kenwoods are not personally bound by the forum selection clause, the balancing criteria of § 1404(a) lead me to conclude that the totality of the circumstances militate in favor of transferring the entire case to Florida. The factual allegations underlying all of the Plaintiffs' claims are closely related. Further, as the officers and principal shareholders of Nemo, the Kenwoods will almost certainly be material witnesses to the actions brought on behalf of Nemo. It would be a waste of private and judicial resources to allow the Kenwoods' claims to remain in this court while Nemo's claims are litigated in Florida. Such a duplication of effort is unnecessary and inappropriate.
I conclude that Plaintiff's general allegations of fraud are insufficient to invalidate the forum selection clause. I further conclude that transfer to Florida would not be so gravely difficult or inconvenient as to deny Plaintiffs their day in court. Accordingly, Defendant's motion will be granted.
An appropriate Order follows.
AND NOW, this 8th day of July, 1996, upon consideration of Defendant's Motion to Change Venue (Doc. No. 2), Plaintiffs' Response and submissions in support thereof (Docs. No. 3, 4), and Defendant's Reply (Doc. No. 7), and after a hearing held before me on May 7, 1996, IT IS HEREBY ORDERED THAT:
1. Defendant's Motion to Change Venue is GRANTED;
2. The Clerk of the Court shall transfer this case to the United States District Court for the Southern District of Florida;
3. The Clerk of the Court shall mark this case CLOSED.
BY THE COURT:
John R. Padova, J.