Roger N. Joyce & Assoc., Inc. v. Paoli Steel Corp.

• Decision Date: 23 May 1980
• Docket Number: No. PB-C-79-29.,PB-C-79-29.
• Citation: 491 F. Supp. 1095
• Parties: ROGER N. JOYCE & ASSOCIATES, INC., Plaintiff, v. PAOLI STEEL CORPORATION, Defendant.
• Court: U.S. District Court — Eastern District of Arkansas

491 F. Supp. 1095

ROGER N. JOYCE & ASSOCIATES, INC., Plaintiff, v. PAOLI STEEL CORPORATION, Defendant.

No. PB-C-79-29.

United States District Court, E. D. Arkansas, Pine Bluff Division.

May 23, 1980.

Ed W. McCorkle, McMillan, Turner & McCorkle, Arkadelphia, Ark., for plaintiff.

Martin Gilbert, Coleman, Gantt, Ramsay & Cox, Pine Bluff, Ark., for defendant.

MEMORANDUM OPINION AND ORDER

HENRY WOODS, District Judge.

The facts in this case, as shown by the uncontroverted affidavit of the defendant's vice-president, Ronald Gropper, are simple and uncomplicated. Plaintiff, an Arkansas corporation, through its executive officer, Roger N. Joyce, contacted defendant's agent and discussed the possibility of purchasing steel from defendant. In its verified complaint plaintiff claimed that defendant's agent initiated the phone conversation from Pennsylvania. We do not consider this factual dispute significant. No order was accepted or agreement reached in this conversation, but Joyce was requested to come to the Pennsylvania office of Paoli to discuss the matter. Joyce did go there and met with various officials of the company. A purchase order is attached to the complaint covering certain dimensions of steel plate and dated July 6, 1978. The order recites delivery from Paoli via truck FOB Gadsden, Alabama to Dravo-Steelship Corp. Mr. Gropper denies that this purchase order was accepted and indeed there is no notation of acceptance contained thereon. On August 21, 1978 Mr. Joyce wrote the following memo to defendant's agent, Jim Godwin:

                SUBJECT order # 778           DATE: 8-21-78
                  Dear Jim
                  This will confirm our telephone conversation, this date
                  reference the plate shipments from the Houston
                  International Barge terminal
                  Ligon Specialized Haulers, Houston, Texas, will handle
                  the entire 600 ton shipment on the following schedule
                  8/22  40T   8/30    20T    9/7   40T   9/18   20T
                  8/23  20T   8/31    40T    9/11  20T   9/19   40T
                  8/24  40T   9/4     20T    9/12  40T   9/20   20T
                  8/28  20T   9/5     40T    9/13  20T   9/21   40T
                  8/29  40T   9/6     20T    9/14  40T   9/22   20T
                  The above schedule should complete the entire order
                  but it will be essential that we work very close on this.
                  If you need a contact at Ligon, please call as
                  follows:
                    Mrs. Unis Gaines                XXX-XXX-XXXX
                    Ligon Specialized Haulers       Houston, Texas
                  Thanks for all of your help and interest.
                  Best Wishes,
                  /s/ Roger
                  Roger N. Joyce, Jr.       SIGNED __________
                

Although there seems to have been a place indicated on the memo for defendant's agent to sign, no such signature appears.

In his affidavit Mr. Gropper states that Paoli did make several sales of steel to Joyce, which sales were FOB Houston terminal. Paoli advised Joyce that there was some steel available at the Houston terminal which Joyce could inspect and take it or not, as he chose. Joyce arranged for shipment, at its own expense to Arkansas. Paoli did not know where Joyce would have the steel delivered.

Paoli has no offices, agents or property in Arkansas. At no time did any employee or representative of Paoli come to Arkansas to deal with Joyce. The only person-to-person dealings between Joyce and Paoli occurred in Pennsylvania. All other dealings were by telephone or correspondence.

First of all, we find that defendant's activities are not embraced within the statutory terms of the Uniform Long Arm Act. Ark.Stat.Ann. §§ 27-2502, et seq. Plaintiff's argument on behalf of jurisdiction must rest on sections 27-2501(C)(1)(a) and (b) reading as follows: "1. A court may exercise personal jurisdiction over a person who acts directly or by an agent, as to a (cause of action) (claim for relief) arising from the person's (a) transacting any business in this state; (b) contracting to supply services or things in this state."

With respect to subsection (a), it is clear that defendant's activities did not rise to the status of transacting any business in this state. Plaintiff places reliance on Thompson v. Ecological Science Corp., 421 F.2d 467 (8th Cir. 1970). In the latter case plaintiffs sued for breach of a contract by a Florida corporation, whose agents spent two days in Arkansas in negotiations leading up to the execution of the contract. The initial draft was prepared at that time in Arkansas. It was sent to Florida for approval by defendant, where minor modifications were made. The final draft was then sent to Arkansas, executed here, and then returned to Florida where it was executed by officers of the defendant. Defendant conducted no other business in Arkansas. A recital of these facts illustrates the striking dissimilarity between Ecological and the case at bar. Here the plaintiff's executive officer went to Pennsylvania while in Ecological the Florida executives came to Arkansas. The two-day visit to Arkansas was considered most significant by the Court of Appeals in upholding jurisdiction:

It is undisputed that during the negotiations the agents of Ecological were physically present in Arkansas. . . . We deem it significant that the defendant's officers purposefully and voluntarily entered the State of Arkansas to induce residents thereof to cancel one contract and negotiate another. It is clear that Ecological availed itself of the privilege of conducting activities within the State of Arkansas and had thereby invoked the benefits of its laws while there, thus satisfying one of the prerequisites for jurisdiction.

Nor can it be said that the statutory language of subsection (b) supra has been met. The agreement between the parties was for the steel to be supplied in Houston, Texas FOB. The plaintiff had it hauled to Arkansas at its own expense. As far as the defendant was concerned, its performance was completed when it shipped the steel to Houston. Thus there was no contract to supply services or things in Arkansas. Herein lies the distinction between the instant case and Gardner Engineering Corporation v. Page Engineering Co., 484 F.2d 27 (8th Cir. 1973), wherein jurisdiction was affirmed on the basis that defendant had contracted to supply services or things in Arkansas. The defendant had specifically agreed to deliver specially manufactured bridge machinery to the job site in Arkansas and had also specifically agreed to provide personnel to supervise and assist in the installation and start-up of that machinery at the job site.

Even if the statutory language had been satisfied by defendant's activities, the latter did not constitute the "minimum contacts" with the State of Arkansas for the purpose of the Fourteenth Amendment. The latest expression of the Supreme Court of the United States occurs in World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 100 S.Ct. 559, 62 L.Ed.2d 490 (1980), a case arising under the Oklahoma Long Arm Statute. Oklahoma like Arkansas has the Uniform Act. Okla.Stat.Ann. §§ 12-1701.01, et seq. The sections on the basis of jurisdiction are identical. In a products case the Supreme Court refused, on constitutional grounds, to permit Oklahoma to assert jurisdiction over a New York automobile dealer and distributor. "Thus, the Due Process Clause `does not contemplate that a state may make binding a judgment in personam against an individual or corporate defendant with which the state has no contacts, ties, or relations.' International Shoe Co. v. Washington, 326 U.S. 310, 319, 66 S.Ct. 154, 159, 90 L.Ed. 95 (1945) supra. ...