Creative Calling Solutions, Inc. v. LF Beauty Ltd.

• Decision Date: 21 August 2015
• Docket Number: No. 14–3054.,14–3054.
• Citation: 799 F.3d 975
• Parties: CREATIVE CALLING SOLUTIONS, INC., Plaintiff–Appellant, v. LF BEAUTY LTD., Defendant–Appellee.
• Court: U.S. Court of Appeals — Eighth Circuit

799 F.3d 975

CREATIVE CALLING SOLUTIONS, INC., Plaintiff–Appellant
v.
LF BEAUTY LTD., Defendant–Appellee.

No. 14–3054.

United States Court of Appeals, Eighth Circuit.

Submitted: March 24, 2015.
Filed: Aug. 21, 2015.

799 F.3d 978

Robert V.P. Waterman, Jr., argued, Douglas R. Lindstrom, Jr., on the brief Davenport, IA, for Plaintiff–Appellant.

Ryan Patrick Howell, argued, Jacob Bylund, on the brief, Des Moines, IA, for Defendant–Appellee.

Before RILEY, Chief Judge, COLLOTON and KELLY, Circuit Judges.

Opinion

COLLOTON, Circuit Judge.

Creative Calling Solutions, Inc., an Iowa corporation, sued LF Beauty Ltd. of Hong Kong for breach of contract. The district court granted LF Beauty's motion to dismiss for lack of personal jurisdiction, after considering the contract and affidavits submitted by both parties. We reverse the dismissal because a reasonable jury could find that LF Beauty had sufficient contacts with Iowa to justify the exercise of personal jurisdiction and that the exercise of jurisdiction would not offend traditional notions of fair play and substantial justice.

I.

Creative Calling, an Iowa corporation with its principal place of business in Iowa, designs, develops, and sells beauty products. LF Beauty is a Hong Kong corporation, with its principal place of business in Hong Kong, that provides services, including product and sample development, shipping oversight, and production planning. LF Beauty contacted Alan Unger, the President and CEO of Creative Calling, in Iowa to solicit business. LF Beauty sought to manage Creative Calling's operations infrastructure in China in exchange for a fee and e-mailed Unger a PowerPoint presentation describing the proposed services. After three months of negotiation, Unger traveled to Hong Kong to execute the contract between LF Beauty and Creative Calling in March 2012.

The contract provided that LF Beauty would oversee Creative Calling's operations in China, including managing production processes at factories of third parties. LF Beauty managed Creative Calling's supply chain pursuant to the contract and communicated extensively with Creative Calling electronically and by telephone for nearly two years.

The contract also required that LF Beauty make pre-production samples, that Creative Calling approve those samples, and that LF Beauty's expenditures on freight to send samples to Creative Calling would be passed through with no additional fee. LF Beauty shipped thousands of both pre-production and production samples that were made in China by third party factories from its office in Hong Kong to Creative Calling in Iowa for close to two years.

In exchange for these services, the contract required Creative Calling to pay LF Beauty a fee or, in some circumstances, to reimburse LF Beauty for costs. LF Beauty was to receive payments from

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Creative Calling's customers on its behalf, and then remit to Creative Calling the proceeds less certain deductions. Pursuant to those provisions, LF Beauty made significant payments to Creative Calling in Iowa. No LF Beauty agents or employees visited Iowa to establish or maintain its business relationship with Creative Calling, and LF Beauty has no connection with Iowa outside of this business relationship.

Almost two years after Creative Calling and LF Beauty executed the contract, Creative Calling filed suit in Iowa court. Creative Calling alleged that LF Beauty breached the contract by sending samples that could not be used for marketing or sales for various reasons, including that the sample containers were incorrectly labeled, that the samples were contaminated, and that the samples were improperly packaged. LF Beauty removed the suit to federal court and moved to dismiss for lack of personal jurisdiction under Fed.R.Civ.P. 12(b)(2). Both parties submitted affidavits with their briefing on the motion to dismiss, and LF Beauty filed the contract as an exhibit. The district court granted LF Beauty's motion, relying in part on the contract and the parties' affidavits. Creative Calling appeals, and we review the district court's decision de novo. Dever v. Hentzen Coatings, Inc., 380 F.3d 1070, 1072 (8th Cir.2004).

II.

To survive a motion to dismiss for lack of personal jurisdiction, a plaintiff must plead “sufficient facts to support a reasonable inference that the defendant[ ] can be subjected to jurisdiction within the state.” K–V Pharm. Co. v. J. Uriach & CIA, S.A., 648 F.3d 588, 591–92 (8th Cir.2011) (alteration in original) (internal quotation marks omitted). But where, as here, the parties submit affidavits to bolster their positions on the motion, and the district court relies on the evidence, the motion is in substance one for summary judgment. Radaszewski ex rel. Radaszewski v. Telecom Corp., 981 F.2d 305, 309–10 (8th Cir.1992) ; cf. Blair v. Wills, 420 F.3d 823, 826–27 (8th Cir.2005). The plaintiff bears the burden of proof on the issue of personal jurisdiction, and must establish jurisdiction by a preponderance of the evidence at trial or when the court holds an evidentiary hearing. Dakota Indus., Inc. v. Dakota Sportswear, Inc., 946 F.2d 1384, 1387 (8th Cir.1991). At the motion stage, the action should not be dismissed for lack of jurisdiction if the evidence, viewed in the light most favorable to Creative Calling, is sufficient to support a conclusion that the exercise of personal jurisdiction over LF Beauty is proper. See Radaszewski ex rel. Radaszewski, 981 F.2d at 309–10 ; Fed.R.Civ.P. 56(a).

A federal court may assume jurisdiction over a defendant in a diversity action if the forum State's long-arm statute permits the exercise of personal jurisdiction and that exercise is consistent with the Due Process Clause of the Fourteenth Amendment. K–V Pharm. Co., 648 F.3d at 592. Iowa's long-arm statute is co-extensive with “the widest due process parameters” permitted by the Constitution. Hammond v. Fla. Asset Fin. Corp., 695 N.W.2d 1, 5 (Iowa 2005). The district court may thus assert personal jurisdiction over LF Beauty if the exercise of jurisdiction comports with due process.

The Due Process Clause permits the exercise of “general jurisdiction” to hear “any and all claims against” a defendant if its “affiliations with the State are so continuous and systematic as to render [it] essentially at home in the forum State.” Daimler AG v. Bauman, –––U.S. ––––, 134 S.Ct. 746, 754, 187 L.Ed.2d 624 (2014) (internal quotation marks omitted). “Specific jurisdiction,” by contrast, is proper

799 F.3d 980

when a defendant has certain contacts with the forum State and the cause of action arises out of those contacts. Id. Creative Calling argues that LF Beauty is subject to specific jurisdiction in Iowa to answer Creative Calling's breach of contract claim.

Due process...