Summary

In 2017, Baker Hughes Saudi Arabia Co., Ltd. (Baker Hughes) and Dynamic Industries Saudi Arabia, Ltd. (Dynamic) executed a subcontract in furtherance of an oil-and-gas project in Saudi Arabia. In it, they agreed to resolve via arbitration any disputes arising from the subcontract. Under Schedule A of the agreement, Dynamic could demand arbitration in Saudi Arabia. If Dynamic did not so demand, under Schedule E, either party could initiate arbitration under the rules of a separate forum: the Dubai International Financial Centre's joint partnership with the London Court of International Arbitration, called the DIFC-LCIA Arbitration Centre (the DIFC-LCIA). The parties dispute whether Schedule E designates a forum and if so, which forum.

In 2021, the United Arab Emirates (UAE) abolished the DIFC-LCIA and created in its place a new arbitral institution that is functionally identical to its predecessor in many key respects. Later, a contract dispute arose, Baker Hughes sued in state court, and the case was removed to federal court.

Dynamic moved to dismiss for forum non conveniens or alternatively to compel arbitration under Schedule E. The district court denied Dynamic's motion on the grounds that the parties' designated forum no longer existed, making the "forum-selection clause" unenforceable.

We hold that the district court erred by refusing to compel arbitration consistent with the terms of the subcontract. Accordingly, we REVERSE and REMAND for further proceedings consistent with this opinion. We also GRANT IN PART and DENY IN PART Baker Hughes's motion to strike Dynamic's reply brief.