in Re Guardian Angel Service Dogs, Inc., Now Known as Service Dogs by Warren Retrievers, Inc. ( 2013 )

In The
Court of Appeals
Ninth District of Texas at Beaumont
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NO. 09-13-00226-CV
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IN RE GUARDIAN ANGEL SERVICE DOGS, INC., NOW KNOWN AS
SERVICE DOGS BY WARREN RETRIEVERS, INC.
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Original Proceeding
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MEMORANDUM OPINION
Guardian Angel Service Dogs, Inc., now known as Service Dogs by Warren
Retrievers, Inc., (“Service Dogs”) filed a petition for writ of mandamus to compel
the trial court to enforce a contractual forum selection clause. We stayed further
proceedings in the trial court and requested a response from the real parties in
interest, Ryan McLeod and Tara McLeod. Upon consideration of the petition and
response, we conditionally grant relief.
The local community raised funds to obtain a medical alert service dog for
the McLeods’ son. On June 5, 2012, referring to a letter dated December 15, 2011,
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Service Dogs demanded what Service Dogs stated were charitable funds received
on behalf of Service Dogs. The McLeods filed a petition for a declaratory
judgment that they are not required to pay Service Dogs “over and above the
$20,000 that has already been paid for the dog” pursuant to a “Puppy Purchase and
Training Agreement” executed on May 18, 2012. Service Dogs moved to dismiss
the case because the contract contains a forum-selection clause naming Virginia as
“the appropriate venue for any action arising out of this Agreement.” The contract
also contains a merger clause that disavows any other obligations between the
parties. The trial court denied Service Dogs’ motion to dismiss. The trial court
found the dispute concerned Service Dogs’ demand for fundraising proceeds
acquired by the McLeods before May 18, 2012, and did not arise out of the
contract.
“[M]andamus relief is available to enforce an unambiguous forum-
selection clause in a contract.” In re Lisa Laser USA, Inc., 310 S.W.3d 880, 883
(Tex. 2010) (orig. proceeding). “[D]etermining whether a contract or some other
general legal obligation establishes the duty at issue and dictates whether the
claims are such as to be covered by the contractual forum-selection clause should
be according to a common-sense examination of the substance of the claims
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made.” In re Int’l Profit Assocs., Inc., 274 S.W.3d 672, 677 (Tex. 2009) (orig.
proceeding).
The forum selection clause in the Puppy Purchase and Training Agreement
applies, by the terms of the contract, to “any action arising out of this Agreement.”
The trial court found that the McLeods are not seeking to enforce a right provided
in the Agreement, but their pleadings ask for “[a] declaration that the Plaintiffs are
not required to pay over and above the $20,000 that has already been paid for the
dog” and “[a] declaration that the Defendant is not entitled to anything in addition
from Plaintiffs, specifically any money remaining in the medical account that has
been set up for [the McLeods’ son].” Assuming without deciding that the second
requested declaration concerns a dispute over ownership of funds in an account
unrelated to the contract, and that the parties’ rights and obligations concerning
those funds arise out of federal tax law independent of the contract, the first
requested declaration unambiguously calls for a determination of a question of
construction of the Puppy Purchase and Training Agreement.
The McLeods are asserting that their only obligation to Service Dogs was to
pay the $20,000 purchase price for the dog. Their claims cannot be maintained
without reference to the agreement that provides the sole contractual relationship
between the parties. In its mandamus petition, Service Dogs states, “The parties’
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entire relationship with each other arises solely form their contractual dealings,
which included fundraising.” Thus, Service Dogs concedes that any claim it might
have to the disputed funds arises solely from the Puppy Purchase and Training
Agreement. Because the McLeods’ obligations and Service Dogs’ claims may only
be understood by reference to the Puppy Purchase and Training Agreement, the
dispute is within the scope of that contract’s forum-selection clause. See Lisa
Laser, 310 S.W.3d at 885.
The trial court held the forum-selection clause did not apply to the
declaratory judgment action; consequently, the trial court did not reach the
McLeods’ grounds for not enforcing the forum-selection clause. See generally In
re ADM Investor Servs., Inc., 304 S.W.3d 371, 375 (Tex. 2010) (orig. proceeding)
(“A trial court abuses its discretion in refusing to enforce a forum-selection clause
unless the party opposing enforcement of the clause can clearly show that (1)
enforcement would be unreasonable or unjust, (2) the clause is invalid for reasons
of fraud or overreaching, (3) enforcement would contravene a strong public policy
of the forum where the suit was brought, or (4) the selected forum would be
seriously inconvenient for trial.”). Because the order subject to mandamus review
is not based on the McLeods’ alternative arguments, we express no opinion on
them.
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The dispute falls within the scope of the forum-selection clause of the
parties’ contract. The trial court abused its discretion when it denied Service Dogs’
motion to dismiss on that ground. We are confident that the trial court will vacate
its order of January 16, 2013, and will re-consider the motion to dismiss and the
response. The writ of mandamus will issue only if the trial court fails to act in
accordance with this opinion within a reasonable time.
PETITION CONDITIONALLY GRANTED.
PER CURIAM
Submitted on June 3, 2013
Opinion Delivered June 27, 2013
Before McKeithen, C.J., Kreger and Horton, JJ.
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