Marco International, LLC v. Como-Coffee, LLC
2:17-cv-10502
E.D. Mich.Jun 15, 2017Background
- Marco International, LLC sues Como-Coffee, LLC, Comobar, LLC, and Craig Steen for promises of lump-sum and guaranteed royalties tied to Marco Andretti publicity rights.
- Sponsorship/Royalty Agreement (Jan 26, 2015) defined Como-Coffee as Delaware, Marco as Pennsylvania, and Comobar as Florida; it obligated royalty payments and a $12,000 per Formula E race sponsorship, with notices to SMN in Michigan.
- Steen (on Comobar/Como-Coffee behalf) engaged Caponigro of SMN in Michigan to negotiate; emails and a January 9, 2015 in-person meeting occurred in Michigan.
- The agreement provided for materials approval by SMN in Michigan, and for payments to be made to SMN’s Michigan address; Caponigro acted as Marco’s agent via SMN.
- Defendants moved to dismiss for lack of personal jurisdiction and improper venue; plaintiff argues purposeful availment through contact with Michigan and performance ties to Michigan.
- The court finds prima facie specific jurisdiction over all defendants and denies the motion to dismiss or transfer; venue deemed proper in this district.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Michigan has specific personal jurisdiction over defendants | Marco asserts Steen, Como-Coffee, and Comobar purposefully availed Michigan via negotiations and performance with SMN in Michigan. | Defendants contend lack of contacts in Michigan and that negotiations occurred outside Michigan; no general home in Michigan. | Prima facie specific jurisdiction over all defendants established. |
| Whether Comobar and Como-Coffee are subject to Michigan jurisdiction as entities | Emails, meetings, and the agreement show purposeful availment by both entities with Michigan-based agents. | Entities are Florida/Arizona-based with no continuous Michigan presence. | Specific jurisdiction over Como-Coffee and Comobar proper; not shielded by corporate form. |
| Whether Steen can be subject to personal jurisdiction individually | Steen actively negotiated and initiated contacts with Caponigro in Michigan; not shielded by mere official capacity. | Steen acted as corporate agent; limited personal involvement. | Steen subjected to jurisdiction individually; fiduciary-shield not applicable here. |
| Whether venue is improper or transfer is appropriate | Substantial Michigan events and notices; Michigan is proper venue. | Transfer to Florida argued due to defendant locations. | Venue proper in this district; transfer denied. |
Key Cases Cited
- Burger King Corp. v. Rudzewicz, 471 U.S. 462 (1985) (purposeful availment and fair warning framework)
- Int'l Shoe Co. v. Washington, 326 U.S. 310 (1945) (minimum contacts due process prerequisite)
- Walden v. Fiore, 134 S. Ct. 1115 (2014) (relationship among defendant, forum, and litigation for specific jurisdiction)
- Southern Machine Co. v. Mohasco Ind., Inc., 401 F.2d 374 (6th Cir. 1968) (three-part test for specific jurisdiction)
- AXA Winterthur Ins. Co. v. Alturance, 694 F.3d 675 (6th Cir. 2012) (contact sufficiency and relatedness in jurisdiction analysis)
- AlixPartners, LLP v. Brewington, 133 F. Supp. 3d 947 (E.D. Mich. 2015) (application of long-arm and due process in district court)