Linkepic Inc. v. Vyasil, LLC
146 F. Supp. 3d 943
N.D. Ill.2015Background
- Justin London (Illinois) hired Vyasil/eWittas (run by Mehul Vyas) for software/SEO/mobile work; paid >$54,000 and lent Vyas additional funds totaling ~$84,970, but received no completed work and loans were not repaid.
- Defendants Ryan Tannehill and Karl Wittstrom (California residents) were alleged member-managers/partners of Vyasil with 40% ownership each under an Amended Operating Agreement; both disputed the extent of their operational roles.
- London sued Tannehill and Wittstrom on multiple state-law theories (ICFA, promissory estoppel, fraud, conspiracy, veil-piercing as agency theory). Defendants moved to dismiss for lack of personal jurisdiction.
- Jurisdictional discovery was conducted; the court reviewed videotaped depositions and documentary evidence (invoices, emails, a Skype call, a scanned business card).
- The district court found, by a preponderance of the evidence for jurisdictional purposes, that Tannehill prepared/sent invoices and directed collection efforts toward London in Illinois, and that Wittstrom participated in the Skype call and sent a CEO business card to Vyas to induce confidence.
- The court denied the Rule 12(b)(2) motion, concluding specific personal jurisdiction exists over both defendants under intentional-tort and apparent-authority (agency/direct culpability) theories; no live evidentiary hearing was required given recorded depositions.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the court has specific jurisdiction over Tannehill based on intentional tort (fraudulent invoices aimed at Illinois) | Tannehill prepared/sent false invoices and directed collection from London in Illinois, so he purposely directed tortious conduct at the forum | Tannehill denies preparing/sending invoices or acting as CFO; contends Vyas handled invoicing and lacks Illinois contacts | Court: Jurisdiction exists — plaintiff proved by preponderance Tannehill sent invoices, directed collection, and purposely aimed tortious conduct at Illinois; fair to exercise jurisdiction |
| Whether the court has specific jurisdiction over Wittstrom based on intentional tort (Skype call & business card) | Wittstrom participated in Skype call introduced as partner and sent Bill Swanson’s business card to Vyas to lure clients, aiming tortious conduct at Illinois | Wittstrom denies being introduced as partner, denies sending business card, claims limited role (helping with English) | Court: Jurisdiction exists — plaintiff met preponderance showing Wittstrom aided Vyasil’s apparent legitimacy and aimed conduct at Illinois |
| Whether apparent authority / agency (attributing Vyas’s contacts to defendants) supports jurisdiction for ICFA and promissory estoppel claims | Vyas acted with apparent authority for Tannehill and Wittstrom or defendants had direct culpability, so Vyas’s forum contacts are attributable to them | Defendants contend lack of agency and limited/absent operational involvement | Court: Reaches same result — agency / direct culpability satisfied for jurisdictional purposes because defendants personally participated in the wrongful conduct aimed at Illinois |
| Whether an in-person evidentiary hearing was required to resolve jurisdictional fact disputes | London requested live testimony to assess credibility | Defendants argued videotaped depositions sufficed and live hearing would be burdensome | Court: Videotaped depositions and documentary record permitted credibility findings; no live hearing required |
Key Cases Cited
- International Shoe Co. v. Washington, 326 U.S. 310 (due process minimum contacts standard)
- Burger King Corp. v. Rudzewicz, 471 U.S. 462 (specific jurisdiction and purposeful availment in contract contexts)
- Calder v. Jones, 465 U.S. 783 (intentional torts expressly aimed at forum/state effects test)
- Daimler AG v. Bauman, 134 S. Ct. 746 (limits on general jurisdiction)
- Walden v. Fiore, 134 S. Ct. 1115 (contacts must arise from defendant’s conduct, not plaintiff’s forum connections)
- Tamburo v. Dworkin, 601 F.3d 693 (Seventh Circuit framework for intentional-tort specific jurisdiction)
- Purdue Research Found. v. Sanofi-Synthelabo, 338 F.3d 773 (plaintiff’s burden on personal-jurisdiction challenge)
- uBID, Inc. v. GoDaddy Grp., Inc., 623 F.3d 421 (examples of contacts supporting specific jurisdiction)
- Felland v. Clifton, 682 F.3d 665 (but-for vs. proximate cause discussion for arising-out-of requirement)
- Hyatt Int’l Corp. v. Coco, 302 F.3d 707 (jurisdictional discovery and evidentiary hearing standards)
- Durukan Am., LLC v. Rain Trading, Inc., 787 F.3d 1161 (post-discovery burden to prove jurisdiction by preponderance)