forum selection clause in Illinois

2025See id. (quoting The Bremen, 407 U.S. at 18 ). ¶ 59 In sum, we conclude the trial court erred when it concluded the forum selection clause contained in the lease was void on public policy grounds.

2015Courts are particularly reluctant to void a forum-selection clause on inconvenience grounds where “both parties freely entered the agreement contemplating such inconvenience should there be a dispute.” Id. at 88 .

2025App. 3d 85, 88 (1987) (quoting The Bremen v. Zapata Off-Shore Co., 407 U.S. 1, 12 (1972)). ¶ 49 However, an Illinois court may also find a forum selection clause to be void and unenforceable “if it violates a fundamental Illinois public policy.” Maher & Associates, Inc. v. Quality Cabinets, 267 Ill.

2015Rather, the court in Maher merely relied on a federal district court’s memorandum order and concluded that the forum-selection clause was void because the Illinois legislature had pronounced that “protecting sales representatives is fundamental public policy in Illinois.” Maher, 267 Ill.

2008Defendant relies on Mellon First United Leasing v. Hansen, 301 Ill.App.3d 1041 , 235 Ill.Dec. 508 , 705 N.E.2d 121 (1998), which, in addition to finding a lack of personal jurisdiction, also found that the forum-selection clause included in the contract was unenforceable.

2008Defendant relies on Mellon First United Leasing v. Hansen, 301 Ill.App.3d 1041 , 235 Ill.Dec. 508 , 705 N.E.2d 121 (1998), which, in addition to finding a lack of personal jurisdiction, also found that the forum-selection clause included in the contract was unenforceable.

2023Further, “[i]n order to invalidate the clause on the ground of fraud and overreaching, the fraud alleged must be specific to the forum selection clause itself.” IFC Credit Corp. v. Rieker Shoe Corp., 378 Ill.

2013As this court held in IFC Credit Corp., “[i]n order to invalidate the clause on the ground of fraud and overreaching, the fraud alleged must be specific to the forum selection clause itself.” Id.

2014App. 3d at 557-58 . ¶ 57 However, when a venue waiver clause is placed in a form contract and affects the due process rights of others, the waiver clause can be void contrary to public policy. ¶ 58 In Williams v. Illinois State Scholarly Comm'n, 139 Ill. 2d 24 (1990), our supreme court in a four-to-three decision found that an Illinois statute providing for the commencement of actions on delinquent or defaulted student loans exclusively in Cook County violated student borrowers' due process rights, and that the forum selection clause in guaranteed student loan agreements were void as contrary

2014App. 3d at 557-58 (Burman, J., dissenting). ¶ 57 However, when a venue waiver clause is placed in a form contract and affects the due process rights of others, the waiver clause can be void contrary to public policy. ¶ 58 In Williams v. Illinois State Scholarly Comm'n, 139 Ill. 2d 24 (1990), our supreme court in a 4 to 3 decision found that an Illinois statute providing for the commencement of actions on delinquent or defaulted student loans exclusively in Cook County violated student borrowers' due process rights, and that the forum selection clause in guaranteed student loan agreements was v

2024See Adams v. Raintree Vacation Exch., LLC, 702 F.3d 436, 438 (7th Cir. 2012) (“Notice that the clause is a choice of law provision as well as a forum selection clause, implying that the law governing the enforceability of the forum selection clause is Mexican law, since the clause is, obviously, a term in the contract.

2024See Adams v. Raintree Vacation Exchange, LLC, 702 F.3d 436, 442 (7th Cir. 2012). ¶ 37 The mutuality doctrine provides that “if a signatory can enforce the forum selection clause against a non-signatory, then the non-signatory should be allowed to do the same.” United Airlines, Inc. v. Zaman, 152 F. Supp. 3d 1041, 1054 (N.D.

2016In re Marriage of Walker, 287 Ill.

2016In re Marriage of Walker, 287 Ill.

2025App. 3d 85, 88 (1987) (quoting The Bremen v. Zapata Off-Shore Co., 407 U.S. 1, 12 (1972)). ¶ 49 However, an Illinois court may also find a forum selection clause to be void and unenforceable “if it violates a fundamental Illinois public policy.” Maher & Associates, Inc. v. Quality Cabinets, 267 Ill.

2025See id. (quoting The Bremen, 407 U.S. at 18 ). ¶ 59 In sum, we conclude the trial court erred when it concluded the forum selection clause contained in the lease was void on public policy grounds.

2013Dace, 275 Ill.

1996The party opposing enforcement of a forum selection clause is required to show that litigation in the contractual forum will be so burdensome "that there will be no real opportunity to litigate the issues in a fair manner and that enforcement of the clause is tantamount to depriving the plaintiff access to the courts.” Dace International, Inc. v. Apple Computer (1995), 275 Ill.

2016Ferguson v. Bill Berger Associates, Inc., 302 Ill.

2016Ferguson v. Bill Berger Associates, Inc., 302 Ill.

2015In the court below, respondent made no direct attack on the choice-of-law provision, but did, in the course of attacking the forum- selection provision, raise the matter of Illinois’s connection to the underlying dispute. ¶ 37 “A forum selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreasonable under the circumstances.” (Internal quotation marks omitted.) Compass Environmental, Inc. v. Polu Kai Services, L.L.C., 379 Ill.

2015In the court below, respondent made no direct attack on the choice-of-law provision, but did, in the course of attacking the forum-selection provision, raise the matter of Illinois’s connection to the underlying dispute. ¶ 37 “A forum selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreasonable under the circumstances.” (Internal quotation marks omitted.) Compass Environmental, Inc. v. Polu Kai Services, L.L.C., 379 Ill.

2018See In re All Kelley & Ferraro Asbestos Cases , 153 Ohio App. 3d 458 , 2003-Ohio-3936 , 794 N.E.2d 729 , ¶ 57, rev'd on other grounds , 2004-Ohio-7104 , 104 Ohio St.3d 605 , 821 N.E.2d 159 , ¶ 42. ¶ 32 Applying the Ohio rules of contract interpretation in the present case, we find that the forum selection clause contained in paragraph 12 of the NDAs, while mandatory, is not nearly as broad as ABI suggests.

2018See In re All Kelley & Ferraro Asbestos Cases , 153 Ohio App. 3d 458 , 2003-Ohio-3936 , 794 N.E.2d 729 , ¶ 57, rev'd on other grounds , 2004-Ohio-7104 , 104 Ohio St.3d 605 , 821 N.E.2d 159 , ¶ 42. ¶ 32 Applying the Ohio rules of contract interpretation in the present case, we find that the forum selection clause contained in paragraph 12 of the NDAs, while mandatory, is not nearly as broad as ABI suggests.

2018See In re All Kelley & Ferraro Asbestos Cases , 153 Ohio App. 3d 458 , 2003-Ohio-3936 , 794 N.E.2d 729 , ¶ 57, rev'd on other grounds , 2004-Ohio-7104 , 104 Ohio St.3d 605 , 821 N.E.2d 159 , ¶ 42. ¶ 32 Applying the Ohio rules of contract interpretation in the present case, we find that the forum selection clause contained in paragraph 12 of the NDAs, while mandatory, is not nearly as broad as ABI suggests.

2018See In re All Kelley & Ferraro Asbestos Cases , 153 Ohio App. 3d 458 , 2003-Ohio-3936 , 794 N.E.2d 729 , ¶ 57, rev'd on other grounds , 2004-Ohio-7104 , 104 Ohio St.3d 605 , 821 N.E.2d 159 , ¶ 42. ¶ 32 Applying the Ohio rules of contract interpretation in the present case, we find that the forum selection clause contained in paragraph 12 of the NDAs, while mandatory, is not nearly as broad as ABI suggests.

2018See Salehpour v. Just A Buck Licensing, Inc., 2013-Ohio-4436, ¶ 10 .

2018See Salehpour v. Just A Buck Licensing, Inc. , 2013-Ohio-4436 , ¶ 10, 2013 WL 5533113 .

2016See Western States Insurance Co. v. Zschau, 298 Ill.

2016See Western States Insurance Co. v. Zschau, 298 Ill.

2016Sterling National Bank, 826 N.Y.S.2d at 237 ; see Lischinskaya v. Carnival Corp., 865 N.Y.S.2d 334, 337 (App. Div. 2008) (forum-selection clause’s enforceability under federal maritime law was a question of law). ¶ 66 Nor does Illinois law provide greater effect and preclude litigation of the forum-selection clause.

2016Sterling National Bank, 826 N.Y.S.2d at 237 ; see Lischinskaya v. Carnival Corp., 865 N.Y.S.2d 334, 337 (App. Div. 2008) (forum-selection clause’s enforceability under federal maritime law was a question of law). ¶ 66 Nor does Illinois law provide greater effect and preclude litigation of the forum-selection clause.

2016See HVS, LLC, 17 N.Y.S.3d at 286 (enforcing section 757 to invalidate forum-selection clause, which required litigation in Ohio, in a contract for a construction project located in New York); see also Welsbach Electric Corp. v. MasTec North America, Inc., 859 N.E.2d 498 , 502 n.8 (App. Div. 2006) (section 757 was enacted to render void any provision that makes a construction contract subject to the laws of another state). ¶ 75 In Illinois, a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreasonable un

2016See HVS, LLC, 17 N.Y.S.3d at 286 (enforcing section 757 to invalidate forum-selection clause, which required litigation in Ohio, in a contract for a construction project located in New York); see also Welsbach Electric Corp. v. MasTec North America, Inc., 859 N.E.2d 498 , 502 n.8 (App. Div. 2006) (section 757 was enacted to render void any provision that makes a construction contract subject to the laws of another state). - 14 - ¶ 75 In Illinois, a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreason

2016Wakehouse v. Goodyear Tire & Rubber Co., 353 Ill.

2016Wakehouse v. Goodyear Tire & Rubber Co., 353 Ill.

2016Allianz Insurance Co. v. Guidant Corp., 373 Ill.

2016Allianz Insurance Co. v. Guidant Corp., 373 Ill.

2016See Old Republic Insurance Co. v. Ace Property & Casualty Insurance Co., 389 Ill.

2016See Old Republic Insurance Co. v. Ace Property & Casualty Insurance Co., 389 Ill.

2016See HVS, LLC, 17 N.Y.S.3d at 286 (enforcing section 757 to invalidate forum-selection clause, which required litigation in Ohio, in a contract for a construction project located in New York); see also Welsbach Electric Corp. v. MasTec North America, Inc., 859 N.E.2d 498 , 502 n.8 (App. Div. 2006) (section 757 was enacted to render void any provision that makes a construction contract subject to the laws of another state). ¶ 75 In Illinois, a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreasonable un

2016See HVS, LLC, 17 N.Y.S.3d at 286 (enforcing section 757 to invalidate forum-selection clause, which required litigation in Ohio, in a contract for a construction project located in New York); see also Welsbach Electric Corp. v. MasTec North America, Inc., 859 N.E.2d 498 , 502 n.8 (App. Div. 2006) (section 757 was enacted to render void any provision that makes a construction contract subject to the laws of another state). - 14 - ¶ 75 In Illinois, a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreason

2016Fabian v. BGC Holdings, LP, 2014 IL App (1st) 141576, ¶¶ 12-13 (dismissal based on forum-selection clause, even without prejudice to refiling in another state, was a final order because it terminated the plaintiff’s right to bring those claims in Illinois).

2016Fabian v. BGC Holdings, LP, 2014 IL App (1st) 141576, ¶¶ 12-13 (dismissal based on forum-selection clause, even without prejudice to refiling in another state, was a final order because it terminated the plaintiff’s right to bring those claims in Illinois).

2024However, “a nonparty to a contract containing a forum selection clause can nonetheless be bound by the clause where the non-signatory is ‘closely related to the dispute such that it becomes foreseeable that it will be bound.” Solargenix, 2014 IL App (1st) 123403 , ¶ 36 (citing Hugel v. Corp. of Lloyd’s, 999 F.2d 206, 209 (7th Cir. 1993) (Internal quotation marks omitted)). “[A] range of transaction participants, parties and nonparties, should benefit from and be subject to forum selection clauses.” Id. ¶ 37 (emphasis added) (citing Manetti-Farrow, Inc. v. Gucci America, Inc., 858 F.2d 509 , 51

2014As such, we consider the forum selection clause at issue to be prima facie valid and enforceable. ¶36 Although the Spanish defendants were not signatories to the amended cooperation agreement in the present case, courts have determined that a nonparty to a contract containing a forum selection clause can nonetheless be bound by that clause where the nonsignatory is " 'closely related' to the dispute such that it becomes 'foreseeable' that it will be bound." Hugel, 999 F.2d at 209 .

2023See Bad Ass Coffee Co. of Hawaii v. Royal Aloha International, LLC, 2015 UT App 303, ¶ 11 (the court of appeals in Utah reversed dismissal of the case because the court interpreted the forum-selection clause without considering whether the alleged fraud made enforcement unfair or unreasonable, whether a fraud claim was adequately pled, and without holding an evidentiary hearing to consider the fraud evidence). 12 No. 1-21-1202 ¶ 38 Illinois ¶ 39 In Illinois, “a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement woul

2020In Illinois, “a forum-selection clause in a contract is prima facie valid and should be enforced unless the opposing party shows that enforcement would be unreasonable under the circumstances.” Dancor Construction, Inc. v. FXR Construction, Inc., 2016 IL App (2d) 150839, ¶ 75 .

2007The forum selection clause was enforced in IFC Credit Corp. v. Aliano Brothers General Contractors, Inc., 437 F.3d 606 (7th Cir. 2006) (overruling several district court cases that found the clause invalid), Edge Telecom, Inc. v. Sterling Bank, 143 P.3d 1155 (Colo. App. 2006), OFC Capital v. Colonial Distributors, Inc., 285 Ga. App. 815 , 648 S.E.2d 140 (2007) (disagreeing with an earlier Georgia appellate court’s ruling that the clause was invalid due to fraud), Liberty Bank, F.S.B. v. Best Litho, Inc., 737 N.W.2d 312 (Iowa App. 2007); Susquehanna Patriot Commercial -9- Nos. 1-05-1310 et al.

2007The forum selection clause was enforced in IFC Credit Corp. v. Aliano Brothers General Contractors, Inc., 437 F.3d 606 (7th Cir. 2006) (overruling several district court cases that found the clause invalid), Edge Telecom, Inc. v. Sterling Bank, 143 P.3d 1155 (Colo. App. 2006), OFC Capital v. Colonial Distributors, Inc., 285 Ga. App. 815 , 648 S.E.2d 140 (2007) (disagreeing with an earlier Georgia appellate court’s ruling that the clause was invalid due to fraud), Liberty Bank, F.S.B. v. Best Litho, Inc., 737 N.W.2d 312 (Iowa App. 2007); Susquehanna Patriot Commercial Leasing Co. v. Holper Indu

2024In support, the Moving Defendants primarily relied on Solargenix Energy, LLC v. Acciona, S.A., 2014 IL App (1st) 123403 , to argue that even though they are not parties to the loan agreement, they may still enforce the forum-selection clause therein and that the forum selection clause also applies to the non-contractual claims against them.

2024However, “a nonparty to a contract containing a forum selection clause can nonetheless be bound by the clause where the non-signatory is ‘closely related to the dispute such that it becomes foreseeable that it will be bound.” Solargenix, 2014 IL App (1st) 123403 , ¶ 36 (citing Hugel v. Corp. of Lloyd’s, 999 F.2d 206, 209 (7th Cir. 1993) (Internal quotation marks omitted)). “[A] range of transaction participants, parties and nonparties, should benefit from and be subject to forum selection clauses.” Id. ¶ 37 (emphasis added) (citing Manetti-Farrow, Inc. v. Gucci America, Inc., 858 F.2d 509 , 51

2018In the motion, Sloan alleged that (1) after the trial court made its ruling in this case, the federal court in the Ohio case issued an order abstaining from exercising jurisdiction and staying the Ohio case pursuant to the Colorado River Water Conservation District v. United States , 424 U.S. 800 , 817, 96 S.Ct. 1236 , 47 L.Ed.2d 483 (1976), abstention doctrine; (2) in this case, the Peoria County trial court's interpretation of the forum selection clause contained in the NDAs was incorrect under Ohio law; (3) the trial court in this case should reconsider its prior ruling; (4) in the alternat

2018In the motion, Sloan alleged that (1) after the trial court made its ruling in this case, the federal court in the Ohio case issued an order abstaining from exercising jurisdiction and staying the Ohio case pursuant to the Colorado River Water Conservation District v. United States , 424 U.S. 800 , 817, 96 S.Ct. 1236 , 47 L.Ed.2d 483 (1976), abstention doctrine; (2) in this case, the Peoria County trial court's interpretation of the forum selection clause contained in the NDAs was incorrect under Ohio law; (3) the trial court in this case should reconsider its prior ruling; (4) in the alternat

2018Kennecorp Mortgage Brokers, Inc. v. Country Club Convalescent Hospital, Inc. , 66 Ohio St.3d 173 , 610 N.E.2d 987 , 989 (1993).

2018Kennecorp Mortgage Brokers, Inc. v. Country Club Convalescent Hospital, Inc. , 66 Ohio St.3d 173 , 610 N.E.2d 987 , 989 (1993).