Du Quenoy v. The American University of Beirut, 18 Civ. 6962 (S.D.N.Y. Sept. 27, 2019) [click for opinion].
Paul du Quenoy ("Plaintiff"), a former associate professor in the Department of History and Archeology at the American University of Beirut ("AUB"), brought a civil rights discrimination and breach of contract action against AUB, the President of AUB, Fadlo Khuri, and AUB's Title IX coordinator, Trudi Hodges (together "Defendants"). Plaintiff was put on leave and AUB failed to renew his Lebanese residence permit after a student made an informal complaint of sexual harassment against him. The contract between the parties contained a forum selection clause designating Beirut, Lebanon, as the proper forum for any disputes arising out of contract. The question before the court was whether to grant Defendant's motion to dismiss on the basis of the forum selection clause.
In establishing whether to uphold the forum selection clause, the court considered two questions: 1) whether the forum selection clause designating Beirut as the exclusive forum was valid; and 2) whether it would be against the public interest to enforce such a clause. The court found that a forum selection clause is presumptively valid, unless it is unreasonable, unjust, or a result of fraud. In determining whether upholding the clause would go against the public interest, the court considered "private and public" factors, such as accessibility to witnesses and cost, as well as local interest in resolving the controversy.
Among other things, Plaintiff argued that the forum selection clause was invalid because he did not have a chance to negotiate the clause, his claims arose under U.S. law and go beyond the scope of the contract, and the clause violated his civil rights under U.S. law because Lebanon has no civil rights laws. Plaintiff argued that the clause was unreasonable because of systematic corruption in Lebanon and because the country has an unstable political climate.
In the alternative, Plaintiff argued that, if the court found the clause to be valid, the forum selection clause was unenforceable because it would go against the public interest. Plaintiff argued that the court had an interest in adjudicating the dispute because all parties to the dispute were U.S. nationals and several were New York residents.
The court found in favor of Defendants. It found that the language of the forum selection clause was clear and unambiguous, and, as a sophisticated party who negotiated his salary and start date, Plaintiff should be bound by his agreement. The court held that a forum is not inadequate merely because it does not have an identical cause of action or legal theory as in the alternative forum. Rather, the standard the court applied is whether Lebanese law provides "adequate, not identical relief." The court found that Lebanese courts do grant relief for civil rights violations.
With regard to the corruption and political instability arguments, the court held that it is insufficient to argue that a legal system is corrupt, or that the instability in a political system renders the clause unenforceable. Instead, the court found that corruption must be targeted to the grievant, and instability must have an effect on the judicial system. Here, the court found Plaintiff's claims unsubstantiated.
Finally, to the second question, the court found that enforcing the forum selection clause would not be contrary to the public interest. It held that the public and private interest weighed in favor of Defendants' claims that litigating in New York would be a substantial inconvenience and improper. All witnesses resided in Lebanon, and the court found that there was no substantial nexus between the dispute and New York where Lebanon was the situs of the alleged discrimination leading to Plaintiff's claims.