Copia Communications, LLC v. Amresorts, L.P.
2016 U.S. App. LEXIS 536
| 1st Cir. | 2016Background
- Copia Communications, LLC, a Massachusetts LLC, sued Seawind Key Investments, Limited and AMResorts, L.P. for breach of contract arising from internet services Copia provided to Seawind at two Jamaican resorts; Jamaica law governs the contract.
- Negotiations occurred largely in Jamaica with no Seawind employees traveling to Massachusetts; some emails may have been sent from Massachusetts.
- The contract, signed June 29, 2009 in Jamaica, identified Copia as a Massachusetts company and provided Copia’s Massachusetts address for notices; performance entailed installation and maintenance in Jamaica by Jamaica-based Copia personnel.
- During performance, Copia shipped equipment from Massachusetts; Seawind paid to Copia’s Massachusetts address; communications related to the contract occurred in Massachusetts; performance—installation—occurred entirely in Jamaica with no Seawind employees in Massachusetts.
- In April 2014, Seawind notified Copia via email attachment that it would not renew the contract; Copia brought contract, tort, and equity claims in federal court in Massachusetts; the district court dismissed for lack of personal jurisdiction, which this court affirms.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the district court had personal jurisdiction over Seawind and AMResorts. | Copia argues MA long-arm reaches defendants via contract. | Seawind/AMResorts contend no substantial MA contacts and no purposeful availment. | No, district court properly dismissed for lack of jurisdiction. |
| Whether the defendants' MA contacts show purposeful availment for specific jurisdiction. | Copia alleges MA-related activities indicate availment of MA laws. | Defendants had minimal MA involvement; performance centered in Jamaica; shipments were unilateral. | No meaningful purposeful availment; contacts insufficient. |
| Whether Massachusetts has general jurisdiction over the defendants. | Not necessary to address general jurisdiction if specific jurisdiction fails. | General jurisdiction not appropriate given lack of in-state dealings. | General jurisdiction not applicable; waived by Copia. |
| Whether the alter-ego theory of AMResorts affects jurisdiction. | AMResorts alleged alter-ego relationship with Seawind could expand contacts. | Even assuming alter-ego relationship, MA contacts remain insufficient for jurisdiction. | AMResorts' alter-ego status does not establish jurisdiction. |
Key Cases Cited
- Burger King Corp. v. Rudzewicz, 471 U.S. 462 (U.S. Supreme Court 1985) (purposeful availment requires ties to forum state in contract disputes)
- Int'l Shoe Co. v. Washington, 326 U.S. 310 (U.S. Supreme Court 1945) (established minimum contacts for jurisdiction)
- World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (U.S. Supreme Court 1980) (foreseeability and purposeful availment required for jurisdiction)
- Goodyear Dunlop Tires Operations, S.A. v. Brown, 131 S. Ct. 2846 (U.S. Supreme Court 2011) (general jurisdiction requires home-state presence)
- Phillips v. Prairie Eye Ctr., 530 F.3d 22 (1st Cir. 2008) (three-part test for specific jurisdiction; relatedness, purposeful availment, reasonableness)
- Adelson v. Hananel, 510 F.3d 43 (1st Cir. 2007) (standard for assessing minimum contacts and long-arm jurisdiction)
- Cossart v. United Excel Corp., 804 F.3d 13 (1st Cir. 2015) (long-arm reach and due process considerations in the First Circuit)
- Downer v. Continental, 771 F.3d 59 (1st Cir. 2014) (Downer factors for purposeful availment in cross-border relationships)
- Harlow v. Children's Hosp., 432 F.3d 50 (1st Cir. 2005) (in-forum activities related to the cause of action matter for specific jurisdiction)