Searching over 5,500,000 cases.

Buy This Entire Record For $7.95

Official citation and/or docket number and footnotes (if any) for this case available with purchase.

Learn more about what you receive with purchase of this case.

Johns v. Panera Bread Co.


July 21, 2008


The opinion of the court was delivered by: United States District Judge United States District Court



This matter comes before the Court on the Motion to Transfer Venue ("Motion") filed by the defendants Panera Bread Company and Panera LLC (collectively "Panera" or "Defendants"). Docket No. 6. The plaintiff Pati Johns ("Plaintiff" or "Johns") filed an 22 Opposition and Panera submitted a Reply. Docket Nos. 15, 18. For 23 the following reasons, Panera's Motion is GRANTED.


Plaintiff, a resident of Antioch, California, was employed as a General Manager at the Antioch Panera bakery-cafe from March 28 2005, until January 12, 2008. First Am. Compl. ("FAC"), Docket No. 3, ¶ 6. Panera is a Delaware corporation with its principal place of business in Richmond Heights, Missouri. Id. ¶ 7. Panera owns and operates approximately 500 bakeries nationwide, 32 of which are located in California. Id. ¶ 10; Higgins Decl., Docket 5 No. 7, ¶ 9.*fn1

Plaintiff brought the present action alleging wage and hour violations on behalf of two putative classes against Panera. The first is a nationwide, Fair Labor Standards Act ("FLSA) opt-in collective action. Id. ¶ 21. The second putative class is defined as "[a]ll current and former General Managers employed by Panera in the State of California within the last four years."

Id. ¶ 22. The second putative class alleges violations of various California laws, including the California Labor Code and California's Business and Professions Code § 17200 et seq. Id. ¶¶ 44-69.


"For the convenience of parties and witnesses, in the interest of justice, a district court may transfer any civil matter to any other district or division where it might have been brought." 28 U.S.C. § 1404(a). The purpose of § 1404(a) is to "prevent the waste of time, energy, and money and to protect litigants, witnesses and the public against unnecessary inconvenience and expense." Van Dusen v. Barrack, 376 U.S. 612, 616 (1964) (internal quotation marks omitted). "A motion for transfer lies within the broad discretion of the district court, and must be determined on an individualized basis." Foster v. Nationwide Mut. Ins. Co., No. C 07-4928, 2007 WL 4410408, at *1 (N.D. Cal. Dec. 14, 2007) (relying on Jones v. GNC Franchising, Inc., 211 F.3d 495, 498 (9th Cir. 2000)). To support a motion for transfer, the moving party must establish that venue is proper in the transferor district, the transferee district is one where the action might have been brought, and the transfer will serve the convenience of the parties and witnesses and will promote the interests of justice.

Foster, 2007 WL 4410408, at *2. It is clear, and the parties do not argue otherwise, that venue in this district is proper and 1that the action might have been brought in the proposed transferee district, the Eastern District of Missouri. See Opp'n at 2. Thus, the issue to be decided is whether Panera has satisfied its burden of demonstrating that transfer will serve the convenience of the parties and witnesses and will promote the interests of justice.

In determining this issue, courts look to the following factors: (1) plaintiff's choice of forum; (2) convenience of the parties and witnesses; (3) ease of access to the evidence; (4) familiarity of each forum with the applicable law; (5) feasibility of consolidation with other claims; (6) any local interest in the controversy; and (7) the relative court congestion and time of trial in each forum. See Foster, 2007 WL 4410408, at *2. In addition, a forum selection clause is a significant but not dispositive factor in a court's § 1404(a) analysis. Jones, 211 F.3d at 498.


A. Plaintiff's Choice of Forum

In general, a plaintiff's choice of forum carries substantial 6 weight in a motion to transfer venue. See, e.g., Foster, 2007 WL 7 4410408, at *2; Flint v. UGS Corp., No. C 07-4640, 2007 WL 4365481, at *3 (N.D. Cal. Dec. 12, 2007). In class actions, however, a plaintiff's choice of forum is often accorded less weight. See Lou v. Belzberg, 834 F.2d 730, 739 (9th Cir. 1987) (stating that "[a]lthough great weight is generally accorded plaintiff's choice of forum, . . . when an individual . . . represents a class, the named plaintiff's choice of forum is given less weight"). "In judging the weight to be accorded [the plaintiff's] choice of forum, consideration must be given to the extent of [the parties'] contacts with the forum, including those relating to [the plaintiff's] cause of action." Id.

In the present case, Plaintiff resides in Antioch, California. Antioch falls within Contra Costa County, which is situated in the Northern District of California. See 28 U.S.C. § 84(a). In addition, the Panera bakery where Plaintiff worked is also in Antioch. These factors tend to favor deference towards Plaintiff's forum choice. 24 Nonetheless, Plaintiff's decision to seek to represent a nationwide class substantially undercuts this deference. See, e.g., Foster, 2007 WL 4410408, at *3 (stating that one of the "multiple factors weigh[ing] against consideration of plaintiffs' choice of forum" was the fact that "plaintiffs ha[d] brought th[e] case as a class action"); Italian Colors Rest. v. Am. Express, No. C 03-3719, 2003 WL 22682482, at *5 (N.D. Cal. Nov. 10, 2003) (same); Hoefer v. U.S. Dep't of Commerce, No. C 00-0918, 2000 WL 890862, at *2 (N.D. Cal. June 28, 2000) (holding because the "members of the purported class are numerous and are located throughout the nation[,]" the "plaintiff's choice of forum . . . is not given substantial weight when determining whether a transfer of venue is proper").

These cases are consistent with Ninth Circuit and Supreme Court authority. See, e.g., Lou, 834 F.2d at 739 (finding that "when an individual . . . represents a class, the named plaintiff's choice of forum is given less weight"); Koster v. (Am.) Lumbermens Mut. Cas. Co., 330 U.S. 518 (1947) (stating "where there are hundreds of potential plaintiffs, all equally entitled voluntarily to invest themselves with the corporation's cause of action and all of whom could with equal show of right go into their many home courts, the claim of any one plaintiff that a forum is appropriate merely because it is his home forum is considerably weakened").

Plaintiff argues, with some persuasion, that her case is unique from Koster and its progeny in that the nationwide class she proposes would, under the FLSA, require class members to opt in.

This opt-in requirement, according to Plaintiff, negates the concerns in Koster that were animated primarily by the nature of the shareholder derivative suits at issue. As at least several other courts have noted, "the opt-in structure of collective actions under section 216(b) of the FLSA strongly suggests that Congress intended to give plaintiffs considerable control over the bringing of a FLSA action." Onyeneho v. Allstate Ins. Co., 466 F. Supp. 2d 1, 6 n.2 (D.D.C. 2006); see also id. (collecting cases). In addition, Plaintiff argues that because she seeks to represent two classes, one of which would be comprised solely of managers of Panera's California stores, her choice of a forum in California is entitled deference. Although this reasoning in the abstract may be true, the numbers in this case tell a different story. According to Panera, while it has 509 bakeries nationwide, only of these are located in California. Higgins Decl. ¶ 9.

Because Panera did not open its first bakery in California until 2005, Panera estimates that there are roughly only 40 current and former managers living in California, while nationwide there may be as many as 1,400. Id. ¶¶ 17, 21. In light of these numbers and the reasoning discussed above, the Court finds that Plaintiff's choice of forum in the present case is entitled little deference.

B. Convenience of Parties and Witnesses

"In analyzing whether transfer of a case would serve the convenience of the witnesses, the Court must look at who the witnesses are, the nature of what the testimony will be, and why such testimony is relevant or necessary." Flint, 2007 WL 4365481, at *4. It is clearly more convenient for Plaintiff to litigate her claims here in the Northern District of California, where she lives. It is equally clear that convenience for Panera would best be served by litigating the action in the Eastern District of Missouri, close to Panera's headquarters. The Court must therefore weigh the convenience to the other potential witnesses. The putative class members who reside in California might be less inconvenienced if the litigation were to occur in California rather than Missouri.

As noted by Panera, however, the putative class in California is comprised only of approximately 40 persons. Higgens Decl. ¶ 17. The nationwide putative class, on the other hand, consists of 1,400 past or current Panera general managers, more than a third of whom live in Missouri, Illinois, Indiana, or Michigan. Id. ¶ 20. These putative class members, should they opt in, would likely best be served by litigation in Missouri. Nonetheless, "the Court still lacks any indication of how many people from the putative class are anticipated to be witnesses, and what their relevant testimony would be." Flint, 15 2007 WL 4365481, at *4. Therefore, the Court "cannot base a decision to transfer on speculation as to the relevance of potential, but unnamed, witnesses." Id. Panera has provided a list of nine witnesses who are employees of Panera and who, according to Panera, would likely testify at trial. See Higgins Decl. ¶ 25.

Plaintiff concedes that of these nine, seven will likely be able to provide relevant testimony. Opp'n at 11. Plaintiff argues, however, that of these seven, only four actually reside in Missouri, with the other three living in New York, Texas, and Massachusetts, respectively. It is clear that the four witnesses who reside in Missouri will be better served through litigation in Missouri. In addition, those living in the other states will also be better served by transfer, as their home states are significantly closer to Missouri than to California. For the above-stated reasons, the Court finds that convenience of the parties and witnesses substantially favors transfer to the Eastern District of Missouri. This conclusion is supported by a number of other district court opinions. See, e.g., Foster, 2007 WL 4410408, at *4-5 (finding that "Defendant's corporate headquarters is located in [the proposed transferee district], as are many of the witnesses defendant would likely call to testify at trial," and holding that because of this, in combination with other factors, the convenience of the parties and witnesses favored transfer); Evancho v. Sanofi-Aventis U.S., Inc., No. C 07-0098, 2007 WL 1302985, at *3 (N.D. Cal. May 3, 2007) (finding that because "a large number of critical witnesses live and work in New Jersey, and a greater proportion of the putative class members lives and works on the east coast than the west coast," convenience of the parties and witnesses favored transfer); Hoefer, 2000 WL 890862, at *2 (stating that because the headquarters of defendants were in Washington D.C., "crucial witnesses are easily accessible if the action is litigated in the District of Colombia").

C. Ease of Access to the Evidence

"Documents pertaining to defendants' business practices are most likely to be found at their personal place of business." Italian Colors Rest., 2003 WL 22682482, at *5. Neither party disputes the fact that most, if not all, of the evidence is located at Panera's Missouri headquarters. Opp'n at 12; Reply at 8.

Plaintiff argues that because Panera has not demonstrated that the evidence exists only in hard copies, rather than electronically, ease of access to the evidence should not favor transfer. This issue was recently discussed by another court in this district. The court noted that "[w]ith technological advances in document storage and retrieval, transporting documents does not generally create a burden." Van Slyke v. Capital One Bank, 503 F. Supp. 2d 1353, 1362 (N.D. Cal. 2007). In Van Slyke, the court found that "[o]ther than describing where their records are located, defendants do not contend that transporting records, or reducing them to electronic form, would cause them significant hardship." Id. In assessing the overall impact of this factor, the court stated that transfer of venue "may reduce discovery costs somewhat, at least for defendants. This factor, however, is of diminished importance and is neutral toward transfer." Id.

Although the Court finds the reasoning of Van Slyke relevant to the present case, it is also mindful that "[l]instigation should proceed where the case finds its center of gravity." Hoefer, 2000 WL 890862, at *3 (internal quotation marks omitted). Therefore, because all of Panera's key witnesses and documents are located in or near Missouri, the center of gravity would plainly appear to be the Eastern District of Missouri.

D. Familiarity of Each Forum with Applicable Law

Plaintiff's First Amended Complaint contains one claim under the FLSA and four claims under California law. It is true that this Court is more familiar with California law than is the Eastern District of Missouri. It is also true, however, "that other federal courts are fully capable of applying California law." Foster, 2007 WL 4410408. In addition, "it has been noted that where a federal court's jurisdiction is based on the existence of a federal question, as it is here, one forum's familiarity with supplemental state law claims should not override other factors favoring a different forum." Id. Nonetheless, given that four out of five of Plaintiff's claims arise out of California state law, the Court finds that this factor disfavors transfer.

E. Remaining Factors

The remaining factors - the feasibility of consolidation with other claims, any local interest in the controversy, and the relative court congestion and time of trial in each forum - are neutral. To begin, there is no evidence of any other pending claims which might be consolidated with this action. In addition, both California and Missouri have interests in the controversy. California's interest lies in protecting the rights of its citizens, including the named Plaintiff and the putative class members of the proposed California class. Missouri's interest stems from the fact that Panera's headquarters are there and it is "the place where the personnel decisions at issue in this case were made." Foster, 2007 WL 4410408, at *7.

Finally, the evidence provided regarding court congestion does not favor one district over another. Although there are apparently fewer cases pending in the Eastern District of Missouri, the average time to trial in each district is approximately two years. See Opp'n at 14; Reply at 9; see also Foster, 2007 WL 4410408, at *7.

F. Forum Selection Clause

The final issue for the Court is the forum selection clauses contained in the two employment agreements executed by the parties. See Jones, 211 F.3d at 498 (stating that forum selection clause is a significant but not dispositive factor in a court's § 1404(a) analysis). Pursuant to her employment with Panera, Plaintiff signed a "First Amended and Restated Joint Venture General Manager Compensation Plan" ("Compensation Plan"), and an "Employment Agreement JV General Manager" ("Employment Agreement," collectively, the "Agreements"). Higgins Decl. Exs. A, B. The Compensation Plan outlines the compensation Plaintiff was to receive based on incentive targets put forth by Panera. The Employment Agreement outlined Plaintiff's salary, vacation, benefits, and termination compensation. The Agreements both contained forum selection clauses requiring that any disputes arising under the Agreements be brought in a state or federal court in Missouri. "Whether a forum selection clause applies to tort claims depends on whether resolution of the claims relates to interpretation of the contract." Manetti-Farrow, Inc. v. Gucci Am., Inc., 858 F.2d 509, 514 (9th Cir. 1988) In the present case, it does not appear that Plaintiff's claims require interpretationof the contracts. Rather, she asserts that, regardless of what the contracts say, she was paid as an exempt employee but was in fact engaged primarily in non-exempt work. The forum selection 2 clauses therefore are neutral.


The second and third factors strongly favor transfer. The first and fourth factors, although weighing against transfer, provide significantly less weight that the second and third. As the remaining factors are neutral, for the reasons discussed herein, Panera's Motion to Transfer Venue is GRANTED. Any matters presently scheduled for hearing are VACATED and must be renoticed in the United States District Court for the Eastern District of Missouri. The clerk shall transmit the file to the clerk in that district pursuant to Civil Local Rule 3-14.


Buy This Entire Record For $7.95

Official citation and/or docket number and footnotes (if any) for this case available with purchase.

Learn more about what you receive with purchase of this case.