Functional Pathways of Tenn., LLC v. Wilson Senior Care, Inc.
866 F. Supp. 2d 918
E.D. Tenn.2012Background
- Plaintiff Functional Pathways of Tennessee sues WSC and Heritage for breach of contract and induced breach/intentional interference.
- TSA contract (2004–2009) and RFR (June 2009) governed relationships; RFR chose Tennessee law but no venue clause.
- WSC is a South Carolina corporation with facilities in Darlington County; Heritage is a South Carolina corporation providing therapy services.
- Plaintiff is Tennessee-based; WSC conducted business with Plaintiff via mail, checks, brokerage with Tennessee, and had a long-term relationship.
- Heritage allegedly provided therapy services in Tennessee and solicited Tennessee customers; Plaintiff alleges interference with the RFR.
- Defendants move to dismiss for lack of personal jurisdiction or, in Heritage’s case, transfer venue to the District of South Carolina.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does WSC have specific personal jurisdiction in Tennessee? | WSC undertook long-term contracts with Plaintiff and engaged in Tennessee-based activities, creating minimum contacts. | Contacts with Tennessee were insufficient or too attenuated; no purposeful availment. | Yes; Tennessee exercise of specific jurisdiction is proper. |
| Does Heritage have general personal jurisdiction in Tennessee? | Heritage conducted continuous and systematic activities in Tennessee for over six years. | General jurisdiction is improper absent Tennessee-regular presence. | Yes; Heritage has general personal jurisdiction in Tennessee. |
| Are Plaintiff's statutory and common law claims viable against Heritage given the forum and governing law? | South Carolina recognizes tortious interference; the claim should survive. | Tenn. inducement claim is inapplicable; the common law claim should be assessed under SC law. | Statutory claim dismissed as premature; common law claim treated as premature for transfer analysis. |
| Should the case be transferred to the District of South Carolina under § 1404(a)? | Tennessee is proper given the choice-of-law provision and Plaintiff’s forum of incorporation. | Most evidence and witnesses are in South Carolina; convenient for all parties to transfer. | Transfer to South Carolina granted in part. |
| Are the venue and transfer factors balanced to support transfer without improper prejudice? | Plaintiff chose Tennessee; transfer burdens Plaintiff’s interests. | Most operative facts and witnesses are in SC; South Carolina is convenient and appropriate. | Factors favor transfer; venue transferred. |
Key Cases Cited
- Burger King Corp. v. Rudzewicz, 471 U.S. 462 (1985) (purposeful availment and foreseeability in minimum contacts)
- World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (1980) (minimum contacts and fair play in jurisdiction)
- Intera Corp. v. Henderson, 428 F.3d 605 (6th Cir.2005) (due process analysis for specific jurisdiction)
- Calphalon Corp. v. Rowlette, 228 F.3d 718 (6th Cir.2000) (contract alone insufficient for jurisdiction; focus on quality of contacts)
- LAK, Inc. v. Deer Creek Enters., 885 F.2d 1293 (6th Cir.1989) (three-prong test for specific jurisdiction)
- Neogen Corp. v. Neo Gen Screening, Inc., 282 F.3d 883 (6th Cir.2002) (website interactive nature not alone sufficient for jurisdiction)