Opinion

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF LOUISIANA

LMP TRUCK & DIRT SERVICES, LLC CIVIL ACTION

VERSUS NO. 25-1052-JWD-EWD

SLATS LUCAS AGGREGATES, LLC

NOTICE

Please take notice that the attached Magistrate Judge’s Report and Recommendation has

been filed with the Clerk of the U.S. District Court.

In accordance with 28 U.S.C. § 636(b)(1), you have 14 days after being served with the

attached report to file written objections to the proposed findings of fact, conclusions of law, and

recommendations set forth therein. Failure to file written objections to the proposed findings,

conclusions and recommendations within 14 days after being served will bar you, except upon

grounds of plain error, from attacking on appeal the unobjected-to proposed factual findings and

legal conclusions accepted by the District Court.

ABSOLUTELY NO EXTENSION OF TIME SHALL BE GRANTED TO FILE

WRITTEN OBJECTIONS TO THE MAGISTRATE JUDGE’S REPORT.

Signed in Baton Rouge, Louisiana, on August 14, 2026.

S

ERIN WILDER-DOOMES

UNITED STATES MAGISTRATE JUDGE

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF LOUISIANA

LMP TRUCK & DIRT SERVICES, LLC CIVIL ACTION

VERSUS NO. 25-1052-JWD-EWD

SLATS LUCAS AGGREGATES, LLC

MAGISTRATE JUDGE’S REPORT AND RECOMMENDATION

Before the Court is the Motion to Remand,1 filed by LMP Truck & Dirt Services, LLC,

(“Plaintiff”). The Motion is opposed by Slats Lucas Aggregates, LLC (“Defendant”).2 Because the

forum selection clause in the lease agreement between the parties is both mandatory and

enforceable, it is recommended3 that the Motion be granted, and that this case be remanded to the

Eighteenth Judicial District Court for the Parish of Iberville, State of Louisiana, the mandatory

venue agreed to by the parties for disputes arising from the lease.

I. BACKGROUND

This is an eviction proceeding. Plaintiff owns land in Iberville Parish, Louisiana, that has

a limestone supply yard, an offload site, and a haul road. Plaintiff also provides trucking services.4

Defendant is a supplier of materials, who is engaged in the business of, among other things,

processing, marketing, selling, storing, and transporting materials such as coated crushed stone,

1 R. Doc. 6. Plaintiff did not file a reply memorandum.

2 R. Doc. 10.

3 See, e.g., Davidson v. Georgia-Pacific, L.L.C., 819 F.3d 758, 765 (5th Cir. 2016) (“[A] motion to remand is a

dispositive matter on which a magistrate judge should enter a recommendation to the distri1ct court subject to de novo

review.”).

4 R. Doc. 1, ¶ 1; R. Doc. 1-3, p. 1, “Recitals” and p. 8, ¶ 6.6 (November 1, 2018 Second Amended and Restated Lease

Agreement (“Lease”) between Plaintiff and Defendant). The Lease is the most recent of several entered into by the

parties. Id. at Recitals.

sand, gravel, aggregate, limestone, etc.5 On November 1, 2018, the parties entered into the Lease,

pursuant to which Plaintiff leased its property for an initial five year term to Defendant for

Defendant to conduct its business.6 The Lease granted Plaintiff a right of first refusal to transport

materials for Defendant, of which Plaintiff availed itself.7 Defendant renewed the Lease on April

5, 2023, and at that time, the term was set to expire on October 31, 2028.8

On September 5, 2025, Plaintiff demanded that Defendant vacate the premises due to two

alleged Lease violations, including Defendant’s failure to abide by the Lease provision granting

Plaintiff right of first refusal for transporting materials.9 On September 19, 2025, Plaintiff filed its

Rule to Evict Defendant in the Eighteenth Judicial District Court for the Parish of Iberville.10 The

state court set a hearing on October 27, 2025 for Defendant to show cause why it should not be

evicted, but before the scheduled hearing the presiding judge recused herself and the hearing was

continued.11 According to the state court record attached to the Notice of Removal, the hearing

was reset for December 3, 2025.12 However, on November 20, 2025, Defendant removed the case

to this Court on the basis of this Court’s diversity jurisdiction. Twenty-nine days later, Plaintiff

filed the Motion, seeking remand because the Lease provides for exclusive jurisdiction in the

Eighteenth Judicial District Court, and Defendant waived its right to remove when it entered the

5 R. Doc. 1-3, p. 3, ¶ 3.1 and ¶ 3.2. Defendant is a wholly owned subsidiary of Warren Paving, Inc. (“Warren Paving”).

R. Doc. 1-2, ¶ 2 (Affidavit of Joel Moody, Jr., the Vice President of Aggregate Production at Warren Paving). Warren

Paving is also the only member of Defendant and was Defendant’s predecessor in interest under the Lease. Id. at p. 2;

R. Doc. 1, ¶ 5.

6 R. Doc. 1-3, pp. 2-3, and see ¶ 2.1.

7 R. Doc. 1-3, p. 8, ¶ 6.6.

8 R. Doc. 1-3, p. 3, ¶ 2.2; R. Doc. 1-2, pp. 1-2; R. Doc. 1-4; R. Doc. 6-1, p. 2.

9 R. Doc. 1-1, p. 20.

10 R. Doc. 1-1, p. 1.

11 R. Doc. 1-1, p. 27.

12 R. Doc. 1-1, pp. 25, 35.

Lease. Defendant contends that the forum selection clause is not exclusive and it did not waive its

right to remove when it executed the Lease. The matter is fully briefed and oral argument is

unnecessary.

II. LAW AND ANALYSIS

A. Legal Standards

“Federal courts are courts of limited jurisdiction…It is to be presumed that a cause lies

outside this limited jurisdiction….”13 “A defendant may remove a civil case brought in state court

to the federal district court in which the case could have been brought.”14 “Pursuant to 28 U.S.C.

§ 1332(a), this court has original jurisdiction “of all civil actions where (1) the matter in

controversy exceeds the sum or value of $75,000, exclusive of interest and costs, and (2) is between

citizens of different States.”15 “The removing party has the burden of proving federal diversity

jurisdiction.16 The removal statute is strictly construed and any doubt as to the propriety of removal

should be resolved in favor of remand.17

13 Kokkonen v. Guardian Life Ins. Co. of Am., 511 U.S. 375, 377 (1994).

14 Texas Brine Co., L.L.C. v. Am. Arb. Ass’n, Inc., 955 F.3d 482, 485 (5th Cir. 2020), citing 28 U.S.C. § 1441(a).

15 Williams v. Biomet Orthopedics, LLC, No. 16-795, 2017 WL 3713529, at *2 (M.D. La. Mar. 31, 2017), report and

recommendation adopted, No. 16-795, 2017 WL 4176480 (M.D. La. Sept. 21, 2017).

16 Garcia v. Koch Oil Co. of Texas Inc., 351 F.3d 636, 638 (5th Cir. 2003).

17 Gasch v. Hartford Acc. & Indem. Co., 491 F.3d 278, 281-82 (5th Cir. 2007).

Here, Defendant adequately established, and the parties do not dispute, that this Court has

subject matter jurisdiction.18 However, a party may seek remand based on a defendant’s waiver of

the right to remove due to operation of a mandatory and enforceable forum selection clause.19

The issue before the Court is whether the Lease’s forum selection clause is both mandatory

and enforceable, such that Defendant waived its right to remove when it agreed to the forum

specified in the clause.

B. The Forum Selection Clause is Mandatory

The forum selection clause at issue is contained in Section 14.2 of the Lease (“Section

14.2”), which provides:

14.2 Governing Law; Venue. This Second Amendment shall be

construed as if it was drafted by both of the parties, and the laws of

the State of Louisiana, not including its conflicts of law rules which

might refer to the laws of another jurisdiction, shall govern the

validity, performance, and enforcement of this Second

Amendment. Jurisdiction and venue for disputes shall be the

18 Plaintiff is a limited liability company that has one member, Pat Ishmael, a Louisiana citizen. Defendant is also a

limited liability company that has one member, Warren Paving, a Mississippi corporation that has principal places of

business in Mississippi and California; therefore, the parties are completely diverse. R. Doc. 1, ¶¶ 4-5. In support of

the amount in controversy, the Notice of Removal asserted that, “As this Court noted, in an action involving property

rights, ‘the value to the plaintiff of the right to be enforced or protected determines the amount in controversy.’ Id. at

*3 (quoting Alfonso v. Hillsborough County Aviation Authority, 308 F.2d 724, 727 (5th Cir. 1962)). Thus, in eviction

proceedings, it is only necessary to determine the value of the ‘right of possession’ of the property. Id. (quoting A.

Levet Properties Partnership v. Bank One, N.A., 2003 WL 21715010, at * 2 (E.D. La. 2003).” Defendant alleged that

it had paid $5,824.56 in monthly base rent for the lease year that ended in October 2025, and would pay $81,702.16

in “additional” rent for that lease year; Plaintiff derived an additional economic benefit from the Lease due to its right

of first refusal to provide transportation services, for which Plaintiff was paid $186,546.17 for the lease year ending

in October 2025; the value of the lease to Defendant is greater than $75,000; and in March 2025, Plaintiff notified

Defendant that it received a third party offer of $9.1 million to purchase Plaintiff’s property. R. Doc. 1, ¶¶ 7-11; R.

Doc. 1-2, pp. 2-3, ¶¶ 8-13; R. Doc. 1-6. As each of these valuations indicate that the amount in controversy exceeds

the jurisdictional minimum, Defendant adequately established that the requirements of 28 U.S.C. § 1332 were met at

the time of removal.

19 See, e.g., Argyll Equities LLC v. Paolino, 211 Fed.Appx. 317, 319 (5th Cir. 2006) (affirming remand of removed

case because the parties’ mandatory forum selection clause provided for jurisdiction of the courts sitting in Kendall

County, Texas, where no federal court sits). See also Devier Constr., Inc. v. APAC Miss., Inc., No.10-984, 2010 WL

2836169, at *1 (E.D. La. July 16, 2010) (“If certain conditions are met, an enforceable forum-selection clause can

prevent a defendant from removing a case to federal court even though federal subject-matter jurisdiction otherwise

exists.”).

18th Judicial District Courts, Parish of Iberville, State of

Louisiana.20

Plaintiff asserts that the United States Court of Appeals for the Fifth Circuit considers a two-prong

test to determine whether a forum selection clause should be enforced. The first prong is whether

the clause is mandatory (i.e., exclusive), or permissive. Plaintiff argues that a forum selection

clause is mandatory only if contains clear language specifying that litigation must occur in the

specified forum; use of the word “shall” in a clause typically indicates that it is mandatory; and

courts have held that mandatory clauses should not leave any possibility of alternative

interpretations, because otherwise, they will be construed to permit other venues of adjudication.21

Plaintiff contends that Section 14.2 of the Lease is mandatory as well as unambiguous, and should

be interpreted in accordance with its plain language. According to Plaintiff, the parties agreed that

“[j]urisdiction and venue for disputes,” “shall” be in the Eighteenth Judicial District Court, which

is unambiguous as to the location of the venue for disputes.22 Plaintiff argues that other courts have

enforced “far more ambiguous” clauses, and have held that venue does not lie in federal court

when the forum selection clause at issue does not reference a specific federal district, and when a

federal court does not sit in the county referenced in the forum selection clause.23 Plaintiff argues

20 R. Doc. 1-3, p. 13, ¶ 14.2 (emphasis added).

21 R. Doc. 6-1, pp. 4-5, citing Hotel Management of New Orleans, LLC v. General Star Indemnity Co., 603 F.Supp.3d

356 (E.D. La. 2022), Semiconductor Global Solutions v. Capital Asset Exchange and Trading, LLC, 782 F.Supp.3d

458 (W.D. Tex. 2025), and Kirkland Properties, LLC v. Pillar Income Asset Management, Inc., 481 F.Supp.3d 626

(N.D. Miss. 2020).

22 R. Doc. 6-1, pp. 5, 7.

23 R. Doc. 6-1, p. 5, citing Excell, Inc. v. Sterling Boiler & Mech., Inc., 106 F.3d 318, 321 (10th Cir. 1997) (holding

that a forum selection clause providing that “[j]urisdiction shall be in the State of Colorado, and venue shall lie in the

County of El Paso, Colorado” was mandatory and required the dispute to be brought in the state district court because

federal court venue is not stated in terms of “counties’ but as “judicial districts,” and the clause referenced a specific

county and not a specific judicial district) and Paolino v. Argyll Equities, L.L.C., [No. 05-CA-0342,] 2005 WL

2147931, *3, *6 (W.D. Tex. Aug. 31, 2005) (holding that “Borrower hereby consents to the exclusive jurisdiction of

the courts sitting in Kendall County, Texas, United States of America…Borrower hereby irrevocably and

unconditionally waives any defense of an inconvenient forum to the maintenance of any action or proceeding in any

such court, any objection to venue with respect to such action or proceeding and any right of jurisdiction on account

that Section 14.2 specifically references a specific state court and division for venue, not just a

county/parish; Section 14.2 also does not reference a federal judicial district; and, there is no

federal court sitting in Iberville Parish or the Eighteenth Judicial District.24

Defendant contends that Plaintiff has omitted discussion of cases from within the Circuit

holding that language similar to that in Section 14.2 is permissive, not mandatory. Defendant cites

City of New Orleans v. Mun. Admin. Servs., Inc., which held:

A party’s consent to jurisdiction in one forum does not

necessarily waive its right to have an action heard in another.

For a forum selection clause to be exclusive, it must go beyond

establishing that a particular forum will have jurisdiction and must

clearly demonstrate the parties’ intent to make that jurisdiction

exclusive.25

In that case, the Fifth Circuit held that a waiver of jurisdiction must be express and clear, and “[a]

party may waive its rights by explicitly stating that it is doing so, by allowing the other party the

right to choose venue, or by establishing an exclusive venue within the contract.”26 Defendant

contends that Plaintiff does not argue that the Lease permitted Plaintiff to select the venue, and

Section 14.2 does not state that the Eighteenth Judicial District Court is the sole or exclusive venue,

nor does it contain an express waiver or other language to “clearly demonstrate” that the parties

waived their right to a federal forum. Instead, Section 14.2 reflects that the parties only consented

of the place of residence or domicile of any party thereto....” was a mandatory clause requiring venue in “courts sitting

in Kendall County, Texas,” i.e., the state courts in that county because no federal court sits there) (emphasis in

original). Paolino was affirmed, sub. nom. in Argyll Equities, LLC, 211 Fed. Appx. 317.

24 R. Doc. 6-1, p. 7.

25 R. Doc. 10-1, p. 1, citing City of New Orleans v. Mun. Admin. Servs., Inc., 376 F.3d 501, 504 (5th Cir. 2004)

(emphasis added by Defendant) (holding that a forum selection clause stating: “The undersigned Contractor does

further hereby consent and yield to the jurisdiction of the State Civil Courts of the Parish of Orleans and does hereby

formally waive any pleas of jurisdiction on account of the residence elsewhere of the undersigned Contractor” was

not an unequivocal waiver of the defendant’s right to remove and was also susceptible of more than one interpretation,

therefore ambiguous and construed against the drafter) (emphasis added). Id. at 504-06.

26 R. Doc. 10-1, pp. 1-2, citing City of New Orleans v. Mun. Admin. Servs., Inc., 376 F.3d at 504.

to venue in the Eighteenth Judicial District Court, which is not a waiver of a federal forum per City

of New Orleans v. Mun. Admin. Servs., Inc.27

Defendant asserts that this Court has recognized that the use of the word “shall” does not

automatically render a forum selection clause mandatory.28 Defendant contends that several other

cases hold similarly, to-wit; Harry Bourg Corp. v. Gulf S. Pipeline Co., LLC (“the 32nd Judicial

District Court for the Parish of Terrebonne, State of Louisiana shall be the State court of proper

venue and jurisdiction as to resolve any differences between the parties” did not provide for sole

and exclusive venue in the state court and therefore did not waive the right to remove);29 United

States for Use & Benefit of Nottingham Constr. Co., L.L.C. v. Fluor Enters., Inc. (“[t]his Contract

shall be subject to the law and jurisdiction of the State of California” was a clause subject to

“opposing, yet reasonable, interpretations;” did not state that California courts had exclusive

jurisdiction; and, while it authorized jurisdiction in California, it did not prohibit litigation

elsewhere);30 and Caldas & Sons, Inc. v. Willingham (“[t]he laws and courts of Zurich shall be

applicable” “does not clearly indicate that the parties intended to declare Zurich to be the exclusive

forum for the adjudication of disputes ….”).31 Defendant contends that, for the same reasons as

those found in the foregoing cases, Section 14.2 should be found permissive because the clause

does not state that the Eighteenth Judicial District court is the sole or exclusive venue, nor is there

27 R. Doc. 10-1, p. 2.

28 R. Doc. 10-1, pp. 2-3, citing Kirkland v. Deluxe Small Bus. Sales, Inc., No. 16-73, 2016 WL 9402787, at *1 (M.D.

La. July 27, 2016). Defendant incorrectly asserts that Plaintiff relied on Kirkland v. Deluxe Small Bus. Sales, Inc. to

support remand; rather, Plaintiff’s citation is to a different case with a similarly named plaintiff. See R. Doc. 6-1, p. 5

citing Kirkland Properties, LLC, 481 F. Supp. 3d 626 (emphasis added) (discussed below).

29 R. Doc. 10-1, p. 3, citing 702 F.Supp.3d 465, 472-73 (E.D. La. 2023) (further holding: “Even if this clause is

susceptible to more than one reasonable interpretation, the Fifth Circuit has also concluded that ‘[t]he very presence

of ambiguity indicates that the clause does not contain a ‘clear and unambiguous’ waiver of removal rights ...’”) (citing

City of New Orleans v. Mun. Admin. Servs., Inc., 376 F.3d at 505-06).

30 R. Doc. 10-1, p. 3, citing No. 07-121, 2007 WL 9706714, at *3 (M.D. La. June 26, 2007).

31 R. Doc. 10-1, p. 3, citing 17 F.3d 123, 127-28 (5th Cir. 1994).

any language expressly waiving venue elsewhere or “clearly demonstrating” that Defendant

waived its right to a federal forum.32 Lastly, Defendant relies on Lease Section 8.1(2), which

provides that in the event of Defendant’s default, Plaintiff can file suit “in a court of competent

jurisdiction as described in Paragraph 14.2.”33 Defendant asserts that Section 8.1(2)’s nonspecific

reference to a “court of competent jurisdiction” read in conjunction with the lack of any exclusivity

language in Section 14.2 also supports a finding that Section 14.2’s forum selection clause is

ambiguous, which is another ground to deny enforcement of the clause.34

The party challenging a forum selection clause (here, Defendant) has a heavy burden.35

“Forum selection clauses are presumptively valid, absent a strong showing that such clause should

be invalidated. The party seeking to overturn the clause bears the burden to show that enforcement

would be unreasonable under the circumstances.”36 Furthermore, “[p]arties to a contract are

permitted to select venue indicated by a forum selection clause. A party may waive its rights to

32 R. Doc. 10-1, p. 4, citing the cases above as well as Burgh Invs., Inc. v. Burk, No. 24-2339, 2025 WL 843075, at *4

(E.D. La. Mar. 18, 2025) (holding that the language of the forum selection clause did not clearly and unambiguously

indicate an intent to make Louisiana state court the exclusive forum because it only indicated a particular procedure

to enforce a consent judgment when enforcement was sought in Orleans Parish Civil District Court).

33 R. Doc. 10-1, p. 4, citing R. Doc. 1-3, p. 10 (emphasis added).

34 R. Doc. 10-1, p. 5, citing City of New Orleans v. Mun. Admin. Servs., Inc., 376 F.3d at 505 (the forum selection

clause was not unequivocal so as to constitute a waiver of the defendant’s removal rights, and holding, “[a]lthough

such a reading is possible, it is not the only plausible reading of the clause . . .”) and citing Superior Lab. Servs., Inc.

v. Folse Oilfield, LLC, No. 13-6609, 2014 WL 793463, at *3 (E.D. La. Feb. 26, 2014) (“Should it be necessary to file

any suit to enforce any provisions of this lease agreement, the parties stipulate that proper forum for such proceedings

shall be by the 17th Judicial District Court, Lafourche Parish, Louisiana” could be interpreted as either mandatory or

permissive, as well as ambiguous, and was construed against the plaintiff as the drafter of the clause and in favor of

the defendant’s right to remove) (other citations omitted).

35 M/S Bremen v. Zapata Off-Shore Co., 407 U.S. 1, 17 (1972). As Defendant also has the burden of establishing that

removal was proper, Defendant has a doubly difficult task here.

36 St. Tammany Parish School Board v. Siemens Indus., Inc., No. 14-1881, 2014 WL 4425791, at *1 (E.D. La. Sept.

8, 2014), citing M/S Bremen, 407 U.S. at 11 and Calix–Chacon v. Global Intern., Marine, Inc., 493 F.3d 507, 514 (5th

Cir. 2007).

remove an otherwise properly removable case by establishing an exclusive venue within the

contract.”37

“Under Fifth Circuit precedent, when determining whether a forum selection clause in a

contract will require the parties to litigate in the named forum, i.e., is mandatory and enforceable,

a two-step inquiry is undertaken.”38 “First, the court looks to see whether the forum selection

clause is mandatory or permissive. If mandatory, then the court must determine whether it is

enforceable.”39

Section 14.2 of the Lease provides as follows: “Jurisdiction and venue for disputes shall be

the 18th Judicial District Courts, Parish of Iberville, State of Louisiana.”40 While other district

courts have considered similarly worded forum selection clauses and found them permissive,41 the

weight of controlling authority holds that, regardless of whether “exclusivity” language is

present,42 forum selection clauses are mandatory when they couple use of an obligatory term, e.g.,

37 St. Tammany Parish School Board, 2014 WL 4425791, at *1 citing, e.g., City of New Orleans v. Mun. Admin. Servs.,

Inc., 376 F.3d 501, 504.

38 Kirkland Properties, LLC, 481 F. Supp. 3d at 629, citing Bentley v. Mutual Benefits Corp., 237 F.Supp.2d 699, 701

(S.D. Miss. 2002) (citing Caldas & Sons, Inc., 17 F.3d at 127).

39 Kirkland Properties, LLC at id.

40 R. Doc. 1-3, p. 13, ¶ 14.2 (emphasis added). As noted by the Fifth Circuit in PCL Civil Constructors, Inc. v. Arch

Insurance Co., 979 F.3d 1070, 1073 (5th Cir. 2020), “When interpreting the words in a forum selection clause, ‘[a]

federal court sitting in diversity applies the forum state’s choice-of-law rules to determine which substantive law will

apply.” Weber, 811 F.3d at 770. Here, we do not undertake a choice-of-law analysis because the parties do not appear

to dispute that Louisiana law governs the interpretation of the contracts in this case.” Likewise, here, the parties do

not dispute that Louisiana law governs the interpretation of the words in the forum selection clause, which is also

specifically provided for by Section 14.2. R. Doc. 1-3, p. 13.

41 See Superior Lab. Servs., Inc., 2014 WL 793463, at *3 (“Should it be necessary to file any suit to enforce any

provisions of this lease agreement, the parties stipulate that proper forum for such proceedings shall be by the 17th

Judicial District Court, Lafourche Parish, Louisiana” was ambiguous and permissive).

42 City of New Orleans v. Mun. Admin. Servs., Inc., relied on by Defendant, held that, for a forum clause to be exclusive,

“it must clearly demonstrate the parties’ intent to make that jurisdiction exclusive.” 376 F.3d at 504. Both the Supreme

Court and the Fifth Circuit have held that forum selections clauses without exclusivity language still mandated

exclusive venue. Furthermore, in St. Tammany School Board, the Eastern District of Louisiana rejected the argument

that City of New Orleans v. Mun. Admin. Servs., Inc. requires exclusivity language, see 2014 WL 4425791 at *2 (“City

of New Orleans distinguishes between consent to personal jurisdiction and a forum selection clause. It does not,

however, stand for the narrow proposition that a forum selection clause establishes exclusive venue only if some

“shall,” with a specifically designated court or the courts located in a particular locale.43 In M/S

Bremen v. Zapata Off-Shore Co., the United States Supreme Court held that: “Any dispute arising

must be treated before the London Court of Justice” was “clearly mandatory and all-

encompassing”).44 Notably, in Keaty, the Fifth Circuit held that a forum selection clause providing

that: “[t]his agreement shall be construed and enforceable according to the law of the State of New

York and the parties submit to the jurisdiction of the courts of New York” did not constitute a

mandatory forum selection clause, because, unlike the M/S Bremen clause, the Keaty clause did

not “present a situation where the contract, on its face, clearly limits actions thereunder to the

courts of a specified locale.”45 In Caldas & Sons, Inc., the Fifth Circuit reaffirmed Keaty, holding

that “this is not a situation where the contract, on its face, clearly limits actions thereunder to the

courts of a specified locale.’ Our Keaty opinion indicated that language similar to that presented to

the Supreme Court in M/S Bremen is the kind required for a court to find an unambiguous,

mandatory forum selection clause.”46

iteration of the word ‘exclusive’ is employed. In fact, the court contrasted the clause consenting to personal jurisdiction

with a valid venue selection clause that waived the right to removal: ‘The contractor hereby consents to and stipulates

to the personal jurisdiction and venue of the Civil District Court for the Parish of Orleans, Louisiana in any litigation

brought under this Article.’ Id. at 505 (citing City of New Orleans v. Nat’l Serv. Cleaning Corp., No. 96–1601, 1996

WL 419750, at *1 (E.D. La. July 24, 1996)).”).

43 See EPC HealthCare LLC v. CircleLink Health, Inc., No. 19-625, 2020 WL 9264990, at *4 (W.D. La. Jan. 7, 2020),

report and recommendation adopted sub nom. E P C Healthcare LLC v. CircleLink Health LLC, No. 19-625, 2020

WL 13555335 (W.D. La. Feb. 26, 2020)(“In Interactive Music Technology, the district court set forth a review of Fifth

Circuit cases holding that the combination of specified venue and obligatory language is a “powerful combination…”)

(and citing Interactive Music Technology, LLC v. Roland Corp. U.S., No. 07-282, 2008 WL 245142, *4 (E.D. Tex.

Jan. 29, 2008) (“... the Fifth Circuit and District Courts within the Circuit have consistently found that specified venue

in conjunction with obligatory language (such as the term “shall”) in a forum selection clause mandates venue

wherever specified.”)(string cite omitted) (emphasis added by EPC HealthCare LLC).

44 407 U.S. at 20 (emphasis added).

45 503 F.2d 955, 956–57 (5th Cir. 1974), citing the clause above from M/S Bremen.

46 17 F.3 at 128, citing Keaty, 503 F.2d at 956. That said, the year after Caldas & Sons, Inc., the Fifth Circuit held that

a clause that provided: “The legal venue of this contract and any disputes arising from it shall be settled in Dallas

County, Texas” was “valid and enforceable,” despite specifying only a county, and not a court within that county. See

Kevlin Servs., Inc. v. Lexington State Bank, 46 F.3d 13, 14-15 (5th Cir. 1995) (emphasis added).

Like M/S Bremen, Section 14.2 of the Lease clearly limits actions regarding the Lease to a

court of specified locale. A relatively recent Fifth Circuit case cited by Plaintiff, PCL Civil

Constructors, Inc., found that a similar clause was mandatory and enforceable. In that case, the

clause provided that “any litigation arising under or related to the contract or the bidding or award

thereof shall be instituted in the 19th Judicial District Court in and for the Parish of East Baton

Rouge, State of Louisiana.” The Fifth Circuit found that the forum selection clause was mandatory,

noting that “[u]nder Louisiana law, the word ‘shall’ is routinely construed as mandatory.”47 District

courts in the Circuit have held similarly, e.g., St. Tammany Parish School Board, (“[Any claims

arising out of this Agreement, or the interpretation of any portion of this Agreement, shall be

undertaken in the 22nd Judicial District Court for the Parish of St. Tammany, State of

Louisiana”…“In this context, ‘shall’ is imperative or mandatory.”),48 and Kirkland Properties,

LLC, (“Unless other [sic] agreed, any litigation between the parties under this Agreement shall be

conducted in a court of competent jurisdiction in Madison County, Mississippi”).49

Forum selection clauses “consenting to” and “stipulating to” venues, which are less

obligatory phrases than “shall” and “must,” have also been found mandatory, see City of New

47 979 F.3d at 1072-73 (citation omitted) (italicized emphasis added by PCL Civil Constructors, Inc; bolded emphasis

added herein).

48 2014 WL 4425791, at *1-2 (emphasis in original but modified).

49 481 F.Supp.3d 628, 630 (italicized emphasis in original but modified to bolded emphasis). Defendant’s other

authority is distinguishable. Two of Defendant’s cases found that forum selection clauses were permissive but they

contained only generalized locations, i.e., United States for Use & Benefit of Nottingham Constr. Co., L.L.C., 2007

WL 9706714, at *3 (“[t]his Contract shall be subject to the law and jurisdiction of the State of California”) and Caldas

& Sons, Inc., 17 F.3d 123, 127-28 (“[t]he laws and courts of Zurich shall be applicable”). These cases did not reference

specific courts or courts in a specific locale. Kirkland v. Deluxe Small Bus. Sales, Inc., 2016 WL 9402787, at *1

involved a clause that did not contain obligatory language as to the required forum, a reference to a court, or a reference

to a dispute arising under the contract, i.e., “[t]his Agreement shall be governed by the laws of the State of Minnesota

(without regard to principles of conflict of laws), with venue and jurisdiction in Ramsey County, Minnesota.” In Harry

Bourg Corp., 702 F. Supp. 3d 465, 472-73 the language at issue (“the 32nd Judicial District Court for the Parish of

Terrebonne, State of Louisiana shall be the State court of proper venue and jurisdiction as to resolve any differences

between the parties”did not unequivocally waive the right to remove a case to federal court, but simply provided the

proper venue for suits in state court.

Orleans v. Nat’l Serv. Cleaning Corp., (forum selection clause which provided that “[t]he

contractor hereby consents to and stipulates to the personal jurisdiction and venue of the Civil

District Court for the Parish of Orleans, Louisiana in any litigation brought under this Article”

held mandatory)50 and Russell v. BSN Medical, Inc., (“In addition, you [referring to the plaintiff]

and BSN irrevocably consent to the jurisdiction of the courts of North Carolina for all cases and

actions involving this Agreement” held mandatory).51

Consistent with the weight of the foregoing authority, Section 14.2 of the Lease reflects

the parties’ agreement to a mandatory venue for Lease disputes in a specifically identified,

unambiguous court, which is the Eighteenth Judicial District Court for the Parish of Iberville, State

of Louisiana.52 Therefore, the first prong of the two-part test is satisfied.

C. The Forum Selection Clause is Enforceable

Plaintiff asserts that the second prong of the applicable test is whether the clause is

enforceable. Plaintiff argues that forum selection clauses like Section 14.2 are “prima facie valid

and should be enforced unless enforcement is shown by the resisting party to be unreasonable

under the circumstances.” 53 Plaintiff contends that Defendant did not reference the forum selection

clause at all in the Notice of Removal, must less assert that it is unreasonable.54 Defendant did not

address this argument.

50 No. 96-1601, 1996 WL 419750, at *1, *3 (E.D. La. July 24, 1996), as amended (Oct. 4, 1996) (emphasis added).

51 No. 09-314, 2009 WL 10669157, at *3, *6 (W.D. Tex. July 10, 2009) (emphasis added).

52 The language of Section 14.2 is not ambiguous. Section 8.1(2)’s reference to “a court of competent jurisdiction as

described in Paragraph [Section] 14.2” does not render Section 14.2 ambiguous. Section 8.1(2) simply refers to the

court described in Section 14.2, i.e., the Eighteenth Judicial District Court.

53 R. Doc. 6-1, pp. 4, 7, citing Bruckner Truck Sales, Inc. v. Hoist Liftruck Mfg., LLC, 501 F. Supp. 3d 409 (N.D. Tex.

Nov. 19, 2020) and PCL Civil Constructors, Inc., 979 F.3d 1070.

54 R. Doc. 6-1, pp. 4, 8-9.

“Federal law applies to determine the enforceability of forum selection clauses in both

diversity and federal question cases.”55 “Under federal law, … this court “applies a strong

presumption in favor of the enforcement of mandatory [forum selection clauses].”56 “When ‘a

litigant in federal court attempts to have a case dismissed based on a contractual provision

requiring suit to be filed in state court, the forum-selection clause should be upheld unless the party

opposing its enforcement can show that the clause is unreasonable.’”57

A party may show the disputed clause is unreasonable if

(1) the incorporation of the forum selection clause into the

agreement was the product of fraud or overreaching; (2) the party

seeking to escape enforcement “will for all practical purposes be

deprived of his day in court” because of the grave inconvenience or

unfairness of the selected forum; (3) the fundamental unfairness of

the chosen law will deprive the plaintiff of a remedy; or (4)

enforcement of the forum selection clause would contravene a

strong public policy of the forum state.58

Defendant did not address the second prong in its opposition memorandum or present any

argument that supports a finding that Section 14.2 of the Lease is unreasonable. Additionally, on

independent review, none of the above factors applies to render Section 14.2’s forum selection

clause unenforceable. The Eighteenth Judicial District Court is not an inconvenient or unfair

forum,59 nor would litigating there contravene the public policy of the State. Therefore, the second

55 Alliance Health Group, LLC v. Bridging Health Options, LLC, 553 F.3d 397, 399-401 (5th Cir. 2008).

56 PCL Civil Constructors, Inc., 979 F.3d at 1074, citing Ginter ex rel. Ballard v. Belcher, Prendergast & Laporte,

536 F.3d 439, 441 (5th Cir. 2008) (quoting Haynsworth v. The Corporation, 121 F.3d 956, 963 (5th Cir. 1997)), and

Weber v. PACT XPP Techs., AG, 811 F.3d 758, 773 (5th Cir. 2016).

57 PCL Civil Constructors, Inc., 979 F.3d at 1074, citing Ginter, 536 F.3d at 441.

58 PCL Civil Constructors, Inc., 979 F.3d at 1074, citing Haynsworth, 121 F.3d at 963 (other citations omitted).

59 According to the Rule to Evict, the property that is the subject of the Lease, and where Defendant conducted its

business, is located in Iberville Parish. R. Doc. 1-1, p. 1, ¶ II.

prong of the two-part test is also satisfied. Defendant has failed to sustain its heavy burden to show

that Section 14.2 should not be enforced.60

III. RECOMMENDATION

Although complete diversity of citizenship exists and the amount in controversy

requirement is met, the case was improperly removed to this Court because Section 14.2 of the

parties’ Lease provides for exclusive venue in the Eighteenth Judicial District Court for the Parish

of Iberville, State of Louisiana. Because Section 14.2 is both mandatory and enforceable,

Defendant waived its right to remove the case to this Court.

Accordingly,

IT IS RECOMMENDED that the Motion to Remand,61 filed by Plaintiff LMP Truck &

Dirt Services, LLC, be GRANTED, and that this case be REMANDED to the Eighteenth Judicial

District Court for the Parish of Iberville, State of Louisiana.

Signed in Baton Rouge, Louisiana, August 14, 2026.

S

ERIN WILDER-DOOMES

UNITED STATES MAGISTRATE JUDGE

60 PCL Civil Constructors says “in a typical case involving a mandatory, enforceable forum selection clause, we would

‘review for abuse of discretion the district court’s use of Atlantic Marine’s balancing test’ of public-interest factors.

Weber [v. PACT XPP Techs., AG, 811 F.3d [758] at 766 [(5th Cir. 2016)]. However, PCL does not challenge the

district court’s balancing of the public-interest factors and thus waives this argument on appeal. United States v. Young,

872 F.3d 742, 747 (5th Cir. 2017).” 979 F.3d at 1074. According to Weber, Atlantic Marine specified that the proper

mechanism to enforce a forum selection clause that calls for litigation in a domestic state court or in a foreign court is

through a motion to dismiss on grounds of forum non conveniens. 811 F.3d at 766, citing Atl. Marine Const. Co., Inc.

v. U.S. Dist. Court for Western Dist. Of Texas, 571 U.S. 49, 59 (2013) Although this case does not involve a motion

to dismiss for forum non conveniens, to the extent balancing of public interest factors is proper on a motion to remand

under Atl. Marine, the parties did not address those factors, and Defendant has the burden of proof.

61 R. Doc. 6.