860 F.2d 460 (D.C. Cir. 1988), 87-7230, Health Communications, Inc. v. Mariner Corp.

Docket Nº:87-7230.
Citation:860 F.2d 460
Party Name:HEALTH COMMUNICATIONS, INC., Appellant v. MARINER CORPORATION.
Case Date:November 01, 1988
Court:United States Courts of Appeals, Court of Appeals for the District of Columbia Circuit
 
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Page 460

860 F.2d 460 (D.C. Cir. 1988)

HEALTH COMMUNICATIONS, INC., Appellant

v.

MARINER CORPORATION.

No. 87-7230.

United States Court of Appeals, District of Columbia Circuit.

November 1, 1988

Page 461

Marc E. Chafetz, Washington, D.C., was on the brief, for appellant.

Jack L. Gould, Fairfax, Va., was on the brief, for appellee.

Before EDWARDS, WILLIAMS and D.H. GINSBURG, Circuit Judges.

Opinion for the Court filed by Circuit Judge D.H. GINSBURG.

D.H. GINSBURG, Circuit Judge:

Appellant Health Communications, Inc. (HCI), is a corporation chartered by and located in the District of Columbia, from which it operates a program to train servers and sellers of alcohol in order to prevent alcohol abuse. Appellee Mariner Corporation is a hotel management firm that has its principal place of business in Texas, and has no operations in the District of Columbia. HCI filed a complaint against Mariner in the District Court for the District of Columbia, alleging that it provided services to Mariner for which it had not been paid. The district court dismissed the complaint for want of personal jurisdiction over Mariner, on the ground that the company did not have the minimum degree of contact with the District required to make it amenable to suit here as a matter of due process. We affirm.

  1. BACKGROUND

    From its office in the District of Columbia, HCI markets and administers a program called "Training for Prevention Procedures for Servers of Alcohol" (which it refers to as TIPS), designed to train employees who serve alcohol to recognize alcohol abusers. TIPS has apparently developed a national reputation for high quality training, and some liability insurers offer special rates to firms whose employees have gone through the program.

    Mariner operates hotels in five states but has no business operations in the District. In 1986, Mariner contacted HCI about the possibility of its employees receiving TIPS training. Over the next eight months, HCI and Mariner officials had several telephone conversations and exchanged correspondence, leading to a contract for HCI to conduct a TIPS workshop for some Mariner employees. The contract was signed in Texas; it did not make any provision concerning either the parties' choice of law or Mariner's consent to the District of Columbia as a forum for suit.

    In performance of this contract, and a further agreement to like effect, HCI held four two-day workshop sessions "at various locations throughout the United States," none of them in the District. At these sessions, 36 Mariner employees took an examination that HCI graded at its office in the District; HCI then sent to each employee who had passed the examination a certificate authorizing that employee to train other Mariner employees ("servers") in approved TIPS methods for a period of one year (after which they could be recertified).

    The Mariner employees certified as TIPS trainers were required, in training sessions for servers, to follow procedures outlined in manuals obtained from HCI's office in the District of Columbia; as with the trainers, HCI graded the examination papers of Mariner servers at its office in the District and from there issued certificates to those who had passed. HCI also sent Mariner periodic reports listing all Mariner employees who had received TIPS training, and sent Mariner trainers a quarterly newsletter and other communications, all originating from the District of Columbia.

    Page 462

    In its complaint, HCI alleged that Mariner had failed to pay for these services pursuant to their contract. Mariner responded that it lacked the "minimum contacts" with the District of Columbia necessary for the district court here to assert personal jurisdiction over it. That court agreed, concluding that "[t]he few acts described above which actually [were] performed within the District of Columbia by HCI ... [were] mainly ministerial and administrative tasks" incidental to the business relationship between the parties.

    On appeal, HCI claims that the district court's dismissal of its complaint is inconsistent with the Supreme Court's "minimum contacts" analysis in Burger King v. Rudzewicz, 471 U.S. 462, 105 S.Ct. 2174, 85 L.Ed.2d 528 (1984). In that case, the Court upheld plaintiff Burger King's assertion that the district court in Florida, where the company was headquartered, had personal jurisdiction over an out-of-state defendant who had contracted within the forum for a fast...

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