United States District Court, D. New Mexico
MEMORANDUM OPINION AND ORDER
23, 2019, Defendants Genex Cooperative, Inc. and Alta
Genetics, Inc. filed a MOTION TO TRANSFER VENUE PURSUANT TO
28 U.S.C. § 1404(a) (Doc. No. 6) (“Motion”)
requesting that the Court transfer this case to the United
States District Court for the Western District of Wisconsin.
On August 19, 2019, Plaintiff Rock Hill Dairy filed a
RESPONSE TO MOTION TO TRANSFER VENUE (Doc. No. 13)
(“Response”) opposing the Motion. Plaintiff
argues that Defendants have not proved that the District of
New Mexico is sufficiently inconvenient to transfer venue.
Having carefully considered the briefing and the controlling
law, the Court will grant Defendant's Motion and will
transfer this case to the Western District of Wisconsin.
Rock Hill Dairy, LLC (“Rock Hill Dairy”) is a New
Mexico-based dairy business that supplies breeding bulls to
customers in the dairy and cattle industries. Motion at 3.
Defendant Genex Cooperative, Inc. (“Genex”) is a
Wisconsin-based cattle genetics and herd management service.
Id. at 2. Defendant Alta Genetics, Inc
(“Alta”) is a Canadian cattle genetics and herd
management service operating in Wisconsin. Id. On
October 16, 2017, Defendant Genex and Plaintiff entered into
a contract for the sale of breeding bull #HO840M003145780899
currently named “Leaninghouse Titan.”
Id. at 3. The contract provides that Plaintiff would
transfer the bull to Defendant Genex in exchange for
incremental payments based on the output and quality of the
bull's semen. Compl. Ex. A, ¶ 2. The contract also
provides for refund of payments and reclamation of the bull
if it does not meet the specified output and quality
December 17, 2017, Defendant Alta and Plaintiff entered into
an option contract for the sale of breeding bull
#HO840M003145780923, currently named “Leaninghouse
AltaLonzo.” Motion at 5. The contract provides that if
Defendant Alta paid the $34, 512 purchase price, Plaintiff
would transfer “sole ownership” and “all
genetic products” of the bull. Compl. Ex. B, ¶ 2.
The contract also contains a bonus payment clause which
triggers if Defendant Alta releases the bull for public sale.
Id. Plaintiff claims that “subsequent to
delivery and acceptance of the goods but during the executory
period of the contracts, Defendant Genex sold its business to
Defendant Alta.” Compl. ¶ 7. According to
Defendants, both are subsidiaries of URUS Group LP, a limited
partnership with its principal place of business in Madison,
Wisconsin. Motion at 2.
9, 2019, Plaintiff filed its complaint in the Fifth Judicial
District Court, Chaves County, alleging: (1) breach of
contract; (2) breach of the implied covenant of good faith
and fair dealing; (3) violation of unfair trade practices
under NMSA 1978 § 57-12-3; (4) breach of fiduciary duty;
(5) debt and money due; (6) violation of the uniform
commercial code under NMSA 1978 § 55-2-101; (7)
estoppel; and (8) negligent misrepresentation. Compl.
¶¶ 14-54. Plaintiff alleges that “despite
Plaintiff's complete performance of its obligations under
the contract, Defendants failed to perform its remaining
obligations under the contracts.” Compl. ¶ 11. On
July 02, 2019, Defendants filed a NOTICE OF REMOVAL (Doc. No.
1) alleging diversity jurisdiction under 28 U.S.C. §
1332. On July 23, 2019, Defendants moved to transfer the case
to the Western District of Wisconsin.
the convenience of parties and witnesses, in the interest of
justice, a district court may transfer any civil action to
any other district or division where it might have been
brought or to any district or division to which all parties
have consented.” 28 U.S.C. § 1404(a). Whether to
transfer a case is within the discretion of the trial court.
William A. Smith Contracting Co. v. Travelers Indem.
Co., 467 F.2d 662, 664 (10th Cir. 1972). In determining
whether a venue change is appropriate, courts consider:
(1) the plaintiff's choice of forum; (2) the
accessibility of witnesses and other sources of proof,
including the availability of compulsory process to insure
attendance of witnesses; (3) the cost of making the necessary
proof; (4) questions as to the enforceability of a judgment
if one is obtained; (5) relative advantages and obstacles to
a fair trial; (6) difficulties that may arise from congested
dockets; (7) the possibility of the existence of questions
arising in the area of conflict of laws; (8) the advantage of
having a local court determine questions of local law; and,
(9) all other considerations of a practical nature that make
a trial easy, expeditious and economical.
Chrysler Credit Corp. v. Country Chrysler, Inc., 928
F.2d 1509, 1516 (10th Cir. 1991). The party moving to
transfer a case under 28 U.S.C. § 1404(a) bears the
burden of establishing that the suit should be transferred.
Id. at 1515. Merely shifting the inconvenience from
one side to the other is not a permissible justification for
a change of venue. Scheidt v. Klein, 956 F.2d 963,
966 (10th Cir. 1992).
is appropriate in a district in which any defendant resides,
if all defendants are residents of the State in which the
district is located, ” or “a judicial district in
which a substantial part of the events or omissions giving
rise to the claim occurred or a substantial part of property
that is the subject of the action is situated.” 28
U.S.C. § 1391(b)(1), (2). “[V]enue is not limited
to the district with the most substantial events or
omissions, ” rather, more than one district may be an
appropriate venue. Employers Mut. Cas. Co. v. Bartile
Roofs, Inc., 618 F.3d 1153, 1165 (10th Cir. 2010). The
Tenth Circuit requires a two-part analysis when reviewing
appropriate venue under 28 U.S.C. § 1391(b)(2) (venue
based on substantial events in the forum). Id. at
1166. First, the court must “examine the nature of the
plaintiff's claims and the acts or omissions underlying
those claims.” Id. (citing Gulf Ins. Co.
v. Glasbrenner, 417 F.3d 353, 356 (2d Cir. 2005)).
Second, the court must determine “whether substantial
‘events material to those claims occurred' in the
forum district.” Id. Parties may satisfy the
substantiality requirement by showing “acts and
omissions that have a close nexus to the alleged
claims.” Id. (internal quotes omitted). Once
proper venues have been identified, this Court may transfer
to an appropriate venue by agreement or in the interests of
justice. See 28 U.S.C. § 1404(a).
District of New Mexico
District of New Mexico is an appropriate venue for this case.
Plaintiff raises claims primarily in breach of contract, but
also in tort. While the record does not detail with much
clarity where the underlying events took place, Plaintiff
claims that New Mexico is “where the calves were born
and where the contract was signed.” RESPONSE TO MOTION
TO TRANSFER VENUE (Doc. No. 13, p. 7). The contract formation
is material to Plaintiff's claims. The signing of the
contract has a “close nexus” to a material event
in these claims, namely contract formation. ...