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Packaging Personified Inc. v. Classic ICE LLC

United States District Court, N.D. Illinois, Eastern Division

October 24, 2016

CLASSIC ICE, LLC, d/b/a ICE KING, Defendant.


          JOHN W. DARRAH United States District Court Judge.

         Plaintiff Packaging Personified, Inc. filed a Complaint against Defendant Classic Ice, LLC in the Circuit Court of DuPage County, which was removed to federal court on the basis of diversity jurisdiction. The Complaint alleges one count of breach of contract. Defendant filed a Motion to Dismiss or, in the Alternative, to Transfer [12] based on lack of personal jurisdiction. For the reasons stated below, the Motion [12] is granted in part and denied in part.


         Plaintiff is an Illinois corporation with its principal place of business in Carol Stream, Illinois. (Compl. ¶ 1.) Plaintiff designs and manufactures flexible packaging materials, including printed bags. (Id.) Defendant is a limited-liability company with its principal place of business in Phoenix, Arizona. (Id. ¶ 2.) Defendant manufactures and distributes ice. (Id.)

         In 2015, Defendant began to purchase packaging materials from Plaintiff. (Id. ¶ 5.) In the course of business, Defendant would seek a price quote from Plaintiff for various types of packaging materials. (Id. ¶ 6.) If Defendant was satisfied with the quote, it would issue a purchase order to Plaintiff via e-mail. (Id. ¶ 7.) Upon receipt and confirmation of the purchase order, Plaintiff would manufacture and ship the requested materials and issue an invoice. (Id. ¶¶ 8-9.) Defendant agreed to make payment on the invoices within thirty days. (Id. ¶ 10.)

         In June 2015, Defendant ordered packaging materials from Plaintiff. (Id. ¶ 12.) Defendant also agreed to pay art and plate costs for a custom logo printed on the packaging materials. (Id. ¶ 13.) On or about August 7, 2015, and August 12, 2015, Plaintiff shipped the packaging materials to Defendant and issued invoices from Plaintiff's manufacturing plant in Sparta, Michigan. (Id. ¶¶ 14-15; Maasen Decl. ¶ 11.) To date, Defendant has not made any payment to Plaintiff on those invoices. (Compl. ¶ 16.)


         A motion to dismiss for lack of personal jurisdiction under Federal Rule of Civil Procedure 12(b)(2) challenges personal jurisdiction over a defendant. Plaintiffs bear the burden of establishing that personal jurisdiction exists. Advanced Tactical Ordnance Systems, LLC v. Real Action Paintball, Inc., 751 F.3d 796, 799 (7th Cir. 2014). When deciding a Rule 12(b)(2) motion without an evidentiary hearing, plaintiffs need only make a prima facie showing of personal jurisdiction. uBID, Inc. v. GoDaddy Group, Inc., 623 F.3d 421, 423-24 (7th Cir. 2010).[1]

         For a motion to transfer, the following factors must be present: “(1) venue is proper in both the transferor and transferee courts; (2) a transfer will better serve the convenience of the parties and the witnesses; and (3) a transfer will better serve the interest of justice.” Craik v. Boeing Co., 37 F.Supp.3d 954, 959 (N.D. Ill. 2013) (citing 28 U.S.C. § 1404(a); and Coffey v. Van Dorn Iron Works, 796 F.2d 217, 219 (7th Cir. 1986)). The moving party bears the burden and must demonstrate that the desired venue is clearly more convenient. Id.


         Motion to Dismiss

         Defendant argues that this Court cannot exercise personal jurisdiction over it. For diversity jurisdiction purposes, the citizenship of a limited-liability company is the citizenship of each of its members. Thomas v. Guardsmark, LLC, 487 F.3d 531, 534 (7th Cir. 2007). The members of Defendant are citizens of Arizona and Iowa. “A district court sitting in diversity has personal jurisdiction over a nonresident defendant only if a court of the state in which it sits would have jurisdiction.” Purdue, 338 F.3d at 779 (citing Hyatt Int'l Corp. v. Coco, 302 F.3d 707, 713 (7th Cir. 2002)).

         The federal test for personal jurisdiction requires that the defendant must have minimum contacts with the forum state “such that the maintenance of the suit does not offend traditional notions of fair play and substantial justice.” International Shoe Co. v. Washington, 326 U.S. 310, 316 (1945). A defendant must have “purposefully established minimum contacts within the forum State” before personal jurisdiction will be found to be reasonable and fair. Burger King Corp. v. Rudzewicz, 471 U.S. 462, 476 (1985). A showing that the defendant “should reasonably anticipate being haled into court [in the forum State]” is crucial to the minimum contacts analysis. Id. at 474. An out-of-state party's contract with an in-state party alone is not enough to establish the necessary minimum contacts. Id. at 478. Certain factors, such as “prior negotiations and contemplated future consequences, along with the terms of the contract and the parties' actual course of dealing, ” may indicate that a party has purposefully availed itself of the privilege of conducting activities in the forum state, which makes litigating in the forum state foreseeable. Id. at 474, 479.

         General personal jurisdiction is permitted where the defendant has “continuous and systematic general business contacts” with the forum state. Purdue Research, 338 F.3d at 787 (citing Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 416 (1984); Hyatt, 302 F.3d at 713; RAR, Inc. v. Turner Diesel, Ltd., 107 F.3d 1272, 1277 (7th Cir. 1997)). “These contacts must be so extensive to be tantamount to [Defendant] being constructively present in the state to such a degree that it would be fundamentally fair to require it to answer in an [Illinois] court in any litigation arising out of any transaction or occurrence taking place anywhere in the world.” Id. Defendant is an Iowa limited-liability company that manufactures and distributes ice in Arizona. (Maasen Decl. ΒΆ 1.) Defendant has no offices, facilities, employees, owners, operations, or customers in Illinois and does not manufacture or ...

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