Sutter Home Winery, Inc. v. Vintage Selections Ltd.

I concur in parts B and C of the majority opinion. Because I believe the choice-of-law provision in the parties’ contract requires the application of California law to their contractual disputes, I respectfully dissent from part A.

The parties agreed that their distributor agreement would be governed by California law, “[e]xcept as otherwise required by applicable law.” The linchpin of this provision is the word “required.” By definition this term implies some type of compulsion *410or force. See, e.g., Webster s Third, New International Dictionary 1929 (1986). Thus a precise reading of the…