AlixPartners, LLP v. Brewington
133 F. Supp. 3d 947
E.D. Mich.2015Background
- AlixPartners (Delaware LLP, with significant Michigan operations) sued former Texas employee Charles Brewington for a declaratory judgment to bar classwide arbitration under their Employment Agreement after Brewington filed a nationwide class arbitration demand with the AAA alleging racial discrimination.
- Brewington was recruited and hired in 2013, signed the Employment Agreement in Texas, returned the signed agreement to AlixPartners’ Michigan HR, attended mandatory orientation in Michigan, and worked out of the Dallas office while regularly communicating with Michigan supervisors; his e-mails were stored on Michigan servers.
- The Employment Agreement included an AAA arbitration clause and a Michigan choice-of-law provision.
- Brewington moved to dismiss for lack of personal jurisdiction, improper venue, or alternatively to transfer to Texas under 28 U.S.C. § 1404(a).
- The Court considered Michigan’s long-arm reach (which tracks the Due Process Clause) and applied the Sixth Circuit three-part specific-jurisdiction test (purposeful availment; cause of action arising from forum contacts; reasonableness).
- The Court denied Brewington’s motion: it found sufficient Michigan contacts (contract formation/processing in Michigan, orientation there, substantive work for Michigan clients, communications with Michigan personnel, Michigan choice-of-law), that the declaratory action arises from those contacts, venue is proper, and transfer is unwarranted.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Personal jurisdiction | Michigan has jurisdiction because Brewington negotiated, executed, and performed aspects of the employment relationship tied to Michigan (orientation, HR processing, communications, e-mails on Michigan servers, choice-of-law). | Brewington is a Texas resident; his employment and alleged discrimination occurred in Texas, so Michigan lacks jurisdiction. | Denied dismissal: Brewington purposefully availed himself of Michigan; the claim arises from those contacts; asserting jurisdiction is reasonable. |
| Venue under 28 U.S.C. § 1391(b) | A substantial part of events related to the arbitration/contract occurred in Michigan (formation, performance, HR processing). | The underlying discrimination events occurred in Texas, so venue in Michigan is improper. | Venue is proper in Eastern District of Michigan because the declaratory action concerns contract formation/performance tied to Michigan. |
| Transfer under 28 U.S.C. § 1404(a) | Plaintiff selected Michigan and key witnesses/documents about the contract are in Michigan; forum has familiarity with governing law. | Even if jurisdiction is proper, the case should be transferred to Texas for convenience. | Transfer denied: factors (witness convenience, documents, locus of operative facts, choice-of-law) do not favor transfer; dispute is predominantly legal. |
| Scope of arbitration (classwide arbitration) — reserved for separate briefing | Plaintiff seeks declaration that the Agreement precludes class arbitration (gateway issue for court determination). | Brewington seeks class arbitration in AAA. | The court denied jurisdictional/venue challenges and will address the merits of class arbitration in separate proceedings/motions. |
Key Cases Cited
- Neogen Corp. v. Neo Gen Screening, Inc., 282 F.3d 883 (6th Cir.) (prima facie burden for personal jurisdiction where no evidentiary hearing)
- CompuServe, Inc. v. Patterson, 89 F.3d 1257 (6th Cir.) (standard for prima facie showing of jurisdiction)
- International Shoe Co. v. Washington, 326 U.S. 310 (due process "minimum contacts" framework)
- World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (defendant should reasonably anticipate being haled into forum)
- Burger King Corp. v. Rudzewicz, 471 U.S. 462 (purposeful availment and forum contacts analysis)
- Walden v. Fiore, 134 S. Ct. 1115 (contacts must be the defendant’s own contacts with the forum)
- S. Machine Co. v. Mohasco Indus., Inc., 401 F.2d 374 (6th Cir.) (three-part test for specific jurisdiction)
- Sifers v. Horen, 385 Mich. 195 (Mich.) (Michigan long-arm construed to constitutional limits)