United States District Court, E.D. Pennsylvania
D. WOLSON, J.
World Cup Packaging, Bob Seay, David Tillery, and Jeff Olson
(collectively “World Cup”) move to dismiss
on the grounds that they are not subject to personal
jurisdiction in Pennsylvania and that the Complaint fails to
state a claim against them. (ECF Nos. 10, 11.) The Court
concludes that it does not have personal jurisdiction over
them. However, rather than dismiss the case, the Court will
transfer it to the U.S. District Court for the Northern
District of Illinois pursuant to 28 U.S.C. § 1631.
Key Ingredient Catering LLC (“Key Ingredient”)
describes itself as a “Pennsylvania-based business
entity, ” and Plaintiff Matthew Pivnick is its owner.
(Compl. ¶¶ 5-6.) World Cup is an Illinois
corporation with a principal place of business in Illinois.
(Seay Aff. ¶¶ 3, 7.) Seay, Tillery, and Olson are
World Cup employees, none of whom resides in Pennsylvania.
(Id. ¶¶ 2, 8, 9.) World Cup is not
registered to do business in Pennsylvania; it does not have a
registered agent in Pennsylvania; and it has no property,
employees, or bank accounts in Pennsylvania. (Id.
¶ 4.) World Cup does not solicit, advertise, or market
in Pennsylvania, and it has never attended trade shows in
Pennsylvania. (Id. ¶ 5.)
Ingredient contacted World Cup in Illinois to inquire about
the purchase of a machine that could help package Key
Ingredient's products. (Compl. ¶ 15.) Following this
initial contact, Key Ingredient shipped 350 cups, lids, and
film seal to World Cup in Illinois. (Id.
¶¶ 15-17, 22.) Olson, an independent sales
representative for World Cup in Illinois, prepared and sent a
Machine Quote to Key Ingredient in Pennsylvania.
(Id. ¶ 23; Seay Aff ¶ 9.) The Machine
Quote does not contain a forum selection clause. (Compl. Ex.
Ingredient purchased a World Cup machine (the
“Machine”) by way of an equipment lease, for a
total cost of $85, 000 with interest. (Id.
¶¶ 24-25.) The contract specified that World Cup
was to deliver the Machine to Key Ingredient freight-on-board
in Illinois. (Compl. Ex. A.) After delivery, Key Ingredient
emailed Olson to request a user manual, which Olson
apparently sent (Id. ¶¶ 30, 45.) In
addition, Pivnick spoke with someone from World Cup regarding
the requirements for an air compressor that was needed to
operate the Machine. (Id. ¶ 34.)
Ingredient alleges it encountered difficulties once it began
using the Machine. (Id. ¶¶ 36-43, 47, 51.)
In January 2019, World Cup sent a technician to Key
Ingredient's facility in Pennsylvania to examine the
Machine. (Id. ¶ 61.) According to Key
Ingredient, the technician identified problems with the
machine and promised to issue a full report once he returned
to Illinois, but Key Ingredient claims it has not yet
received this report. (Id. ¶ 62.) Key
Ingredient alleges that as a result of these difficulties
with the Machine, its reputation with the distributors of its
products has suffered. (Id. ¶ 52.)
Ingredient brings claims against World Cup for products
liability, breach of express and implied warranty, breach of
contract, and violation of the Unfair Trade Practices and
Consumer Protection Law. World Cup has filed a Motion to
dismiss for lack of jurisdiction and for failure to state a
claim (ECF No. 10), as have Seay, Tillery, and Olson (ECF No.
11). In support of its jurisdictional arguments, World Cup
has submitted the Seay Affidavit. Key Ingredient and Pivnick
oppose the Motions (ECF No. 13, 14), but they have not
submitted any affidavits or other evidence to support their
position. Instead, they accept the facts in the Seay
Affidavit and rely otherwise on their Complaint.
to dismiss for lack of personal jurisdiction under Federal
Rule of Civil Procedure 12(b)(2) require the court to take
all of plaintiff's factual allegations as true and to
resolve all factual disputes in the plaintiff's favor.
See Metcalfe v. Renaissance Marine, Inc., 566 F.3d
324, 330 (3d Cir.2009). Once a defendant raises a
jurisdictional defense, the burden shifts to the plaintiff to
establish that the district court has personal jurisdiction
over the nonresident defendant. The plaintiff bears the
burden of proving, through “affidavits or other
competent evidence, ” sufficient contacts with the
forum state to establish personal jurisdiction. Id.
Where a court resolves the motion without a hearing, a
plaintiff can satisfy that burden by providing evidence
sufficient to demonstrate a prima facie case of personal
jurisdiction. See Eurofins Pharma U.S. Holdings v.
BioAlliance Pharma SA, 623 F.3d 147, 155 (3d Cir. 2010).
The burden then shifts to the defendant to establish that the
exercise of jurisdiction would be unreasonable. Carteret
Sav. Bank v. Shushan, 954 F.2d 141, 150 (3d Cir.1992)).
World Cup Is Not Subject To Personal Jurisdiction In
Federal Rule of Civil Procedure 4(k), a federal district
court may assert personal jurisdiction over a nonresident of
the state in which the court sits to the extent authorized by
the law of that state. Fed.R.Civ.P. 4(k)(1)(A).
Pennsylvania's long arm statute allows the exercise of
personal jurisdiction to the full extent permitted by the
Constitution. 42 Pa. Cons. Stat. Ann. § 5322(b). Under
the Due Process Clause of the Fourteenth Amendment, personal
jurisdiction over an out-of-state defendant requires that the
defendant have “minimum contacts” with the forum
state such that exercising jurisdiction would “not
offend traditional notions of fair play and substantial
justice.” Int'l Shoe Co. v. Washington,
326 U.S. 310, 319 (1945).
jurisdiction can arise under two distinct theories: general
jurisdiction and specific jurisdiction. See
Metcalfe, 566 F.3d at 334. A court has general
jurisdiction over a foreign corporation when that corporation
has “continuous and systematic” contacts with the
forum state, such that the corporation can be considered
“at home” in that state. Goodyear Dunlop
Tires Operations, S.A. v. Brown, 564 U.S. 915, 919
(2011). World Cup asserts that it does not maintain any
presence in Pennsylvania, let alone one that would make it at
home here, and Key Ingredient ...