United States District Court, Northern District of Illinois, E.D
October 11, 1985
UARCO INCORPORATED, A DELAWARE CORPORATION, PLAINTIFF,
THE VIGUERIE COMPANY, A VIRGINIA CORPORATION, DEFENDANT.
The opinion of the court was delivered by: Bua, District Judge.
Before the Court is defendant's motion to dismiss plaintiff's
complaint for compensatory damages. Plaintiff's cause of action
arises out of a breach of contract. Jurisdiction is based on
28 U.S.C. § 1332. For the reasons stated herein, the Court denies
defendant's motion to dismiss.
The following facts are alleged in plaintiff's complaint for
breach of contract and supporting affidavits. For purposes of
this order they are considered to be true.
Plaintiff Uarco, an Illinois resident, manufactures and mails
printed paper. Defendant Viguerie, a non-Illinois resident,
contracted with Uarco to print and mail solicitation letters
seeking political contributions. During the course of the
contract's performance, Viguerie made at least four trips to
Illinois to review the performance of Uarco's work. Moreover,
Viguerie toured Uarco's Illinois plant and attended an Uarco
sales presentation. In addition, Viguerie met with Uarco in
Illinois to negotiate extending Viguerie's line of credit.
Viguerie moves to dismiss Uarco's claim for lack of personal
jurisdiction. Viguerie argues that Uarco's breach of contract
action fails to satisfy Illinois' long-arm statutory
requirements. Three reasons are provided. First, Viguerie asserts
that its actions in Illinois were insufficient to confer personal
jurisdiction on this Court because its acts were conducted solely
as an agent for a nonparty corporation. Second, Viguerie
maintains that this Court does not have jurisdiction over a
nonresident purchaser who buys from a resident seller. Finally,
Viguerie suggests that the Court lacks jurisdiction because a
more convenient state court could also exercise jurisdiction.
It is established in this circuit that federal district courts
in Illinois have personal jurisdiction over defendants in
diversity cases only when Illinois courts could also properly
exercise jurisdiction. Deluxe Ice Cream Company v. R.C.H. Tool
Corp., 726 F.2d 1209 (7th Cir. 1984). In Illinois, a nonresident
corporation is amenable to suit if it performs one of the acts
enumerated in Illinois' long-arm statute, including the
"transaction of any business" within Illinois. Ill.Ann.Stat. ch.
110, § 2-209 (Smith-Hurd 1985). Although transacting business in
Illinois establishes jurisdiction pursuant to the Illinois
statute, due process requirements must also be satisfied.
International Shoe Co. v. Washington, 326 U.S. 310, 66 S.Ct.
154, 90 L.Ed. 95 (1945).
Viguerie first contends that this Court lacks personal
jurisdiction over a nonresident agent who conducted business in
Illinois for the sole benefit of its principal.
Viguerie bases his argument on the premise that it was acting
exclusively as an agent for a nonparty corporation. Uarco's
complaint and supporting affidavits prove this premise is false.
Since any factual conflicts must be resolved in favor of the
nonmoving party, the Court believes Viguerie was not an agent but
rather a distinct buyer acting on its own behalf. Neiman v.
Rudolf Wolff & Co., 619 F.2d 1189, 1190 (7th Cir. 1980).
Consequently, Viguerie's discussion concerning the lack of
jurisdiction over an agent is irrelevant and therefore meritless.
Viguerie's second contention is that Illinois' long-arm statute
is inapplicable because Viguerie did not transact business within
Illinois. Viguerie maintains that its acts as a nonresident
purchaser buying from a resident seller does not confer personal
jurisdiction on this Court. This distinction between a defendant
who sells to Illinois residents and who buys from Illinois
residents is important, but not determinative as Viguerie
suggests. The Court's finding of personal jurisdiction does not
rest exclusively on the defendant's contractual status as seller.
Whether a defendant is a seller or buyer is only one of several
factors to analyze when determining whether a defendant had
transacted business within Illinois.
This Court holds that Viguerie had transacted business within
Illinois. Viguerie submitted purchase orders to Uarco. During the
course of the contract's performance, Viguerie made four trips to
Illinois to review Uarco's work. In addition, Viguerie toured
Uarco's Illinois plant. Finally, Viguerie met with Uarco in
Illinois to negotiate extending Viguerie's line of credit with
Uarco. All of these factors establish a meaningful contact with
This Court's application of Illinois' long-arm statute comports
with due process requirements. Viguerie had certain minimum
contacts with Illinois such that the maintenance of Uarco's suit
does not offend "traditional notions of fair play and substantial
justice." International Shoe Co. v. Washington, 326 U.S. 310,
316, 66 S.Ct. 154, 158, 90 L.Ed. 95 (1945). In light of
Viguerie's actions within Illinois, it is fair and reasonable to
subject Viguerie to suit in Illinois.
Viguerie's third assertion suggests that this Court lacks
personal jurisdiction because a more convenient state court could
also exercise jurisdiction. This argument fails for two reasons.
First, convenience is not a factor to consider in a motion to
dismiss for lack of personal jurisdiction. Second, a finding of
personal jurisdiction in federal court is not affected by the
fact that a state court also has jurisdiction. In fact, the very
nature of every federal diversity suit implies that both the
state and federal courts could properly exercise personal
Viguerie's business transactions within Illinois conferred
personal jurisdiction on this Court. Accordingly, defendant's
motion to dismiss is denied.
IT IS SO ORDERED.
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