Hinchcliffe Motors v. Willys-Overland Motors, No. 86.
| Court | United States District Courts. 1st Circuit. United States District Courts. 1st Circuit. District of Massachusetts |
| Writing for the Court | BREWSTER |
| Citation | 30 F. Supp. 580 |
| Parties | HINCHCLIFFE MOTORS, Inc., v. WILLYS-OVERLAND MOTORS, Inc. |
| Docket Number | No. 86. |
| Decision Date | 07 December 1939 |
30 F. Supp. 580
HINCHCLIFFE MOTORS, Inc.,
v.
WILLYS-OVERLAND MOTORS, Inc.
No. 86.
District Court, D. Massachusetts.
December 7, 1939.
Shorey & Tiffin, of Boston, Mass., for plaintiff.
Thomas Hunt and Gaston, Snow, Hunt, Rice & Boyd, all of Boston, Mass., for defendant.
BREWSTER, District Judge.
Plaintiff, on November 17, 1938, brought in the state court this suit in equity for an accounting and for injunctive relief. The suit was removed to this court. Defendant now moves to quash the subpoena and order to show cause on the ground that there was no sufficient service upon the defendant. This motion was heard upon affidavits, from which the following facts appear to be established.
The plaintiff is a Massachusetts corporation. The defendant is a Delaware corporation, engaged in the manufacture and sale of automobiles, with a principal place of business in Toledo, Ohio. It has no warehouse, factory or place of business in Massachusetts, and has no property therein. A service was made November 17, 1938, upon the defendant corporation "by delivering to William Peiter, Esq., as its agent and the person in charge of its business, an attested copy" of the subpoena. Peiter was a "sales representative" or "field man" who, under the supervision of the vice-president in charge of sales, had the duty of procuring for the Company specifications for automobiles, and if there were no distributors in the territory to which he was assigned, he was to deliver and recommend to the defendant persons, firms and corporations that might become distributors of defendant's product. He was to assist in looking for dealers whom he could recommend to the distributors. It was also his duty to gather information respecting the operations of distributors and dealers and to report to the defendant, at its office in Toledo. His authority was limited to discovery, investigation, recommendation and report. He had no authority to close contracts with distributors, or to bind the corporation by any contract whatsoever, or to make collections on behalf of the corporation. At the time of the service upon him, his territory covered the states of Maine, Rhode Island and a part of Massachusetts. He did not reside in Massachusetts and maintained no office in this Commonwealth. While working in Massachusetts he stopped at a Boston hotel, where he met persons who were interested in becoming distributors and where he was found at the time of the service.
Peiter was employed by the defendant as sales representative from November 7, 1938, to January 31, 1939. During this time, defendant had no distributors in Massachusetts.
Between November 12 and 19, 1938, the Boston Automobile Show was held. The defendant rented space in the show for the purpose of exhibiting its product, and several models were exhibited. These cars were consigned to a local dealer, but Peiter and another sales representative Stacy G. Benson, who was working with Peiter in this territory, were instructed by defendant to re-sell the cars exhibited at the show to dealers other than the one to whom they had been consigned, after satisfactory arrangements had been made with the said consignee. This they did. The regular course of business pursued by the defendant in November, 1938, was to enter into Distributor Sales Agreements which were, by their express terms, made in Toledo, Ohio, and contained provisions that the distributor should not be the agent or local representative of the corporation for any purpose. The distributor then entered into contracts with dealers which had to be approved by the defendant before they became effective.
It appears that no such Distributor Sales Agreement was entered into in Massachusetts while Peiter and Benson were representing the defendant here. They were, however, instrumental in securing several dealers who entered into contracts with the defendant, and they secured other dealers who entered into contracts with Willys-Overland Distributors, Inc., another corporation.
These contracts were forwarded to the office of the defendant at Toledo, Ohio, where they were approved and finally executed on behalf of the corporation. While the affidavits do not disclose a copy of these contracts between the dealer and the defendant, it is a fair presumption that in form they were the same as those entered into between dealers and distributors, with appropriate modification. These contracts all contained the provision that the dealer should not be the agent or legal representative of the defendant for any purpose and the dealer had no authority to create any obligation of any kind on behalf of the defendant or to accept any service of process upon it.
There were statements in Benson's affidavit to the effect that he had signed a contract as "Zone Manager" and that quarters had been rented for the carrying on
This Court is given jurisdiction over suits between citizens of different states, but in order to obtain that jurisdiction there must be a valid service upon the defendant within the District. This is a jurisdictional requirement, Green v. Chicago, Burlington & Q. Ry. Co., 205 U.S. 530, 532, 27 S.Ct. 595, 51 L.Ed. 916; Philadelphia & Reading Ry. Co. v. McKibbin, 243 U.S. 264, 37 S.Ct. 280, 61 L.Ed. 710, and in a case where the defendant is a foreign corporation the validity of the service depends on whether the corporation was doing business in such a manner and to such an extent as to warrant the inference that, through its agents, it was present in the district. Green v. Chicago, Burlington & Q. Ry. Co., supra; Philadelphia & Reading Ry. Co. v. McKibbin, supra; People's Tobacco Co., Ltd. v. American Tobacco Co., 246 U.S. 79, 38 S.Ct. 233, 62 L.Ed. 587, Ann.Cas.1918C, 537; Consolidated Textile Co. v. Gregory, 289 U.S. 85, 53 S.Ct. 529, 77 L.Ed. 1047.
A recent statement of the rule is found in this last case, above cited, taken from the earlier opinion in the American Tobacco Company case. It is stated that 246 U.S. 79, 38 S.Ct. 235, 62 L.Ed. 587, Ann. Cas.1918C, 537 "The general rule deducible from all our decisions is that the business must be of such nature and character as to warrant the inference that the corporation has subjected itself to the local jurisdiction, and is by its duly authorized officers or agents present within the state or district where service is attempted."
If the corporation is doing business within the State, the process will be valid only if served upon some authorized agent. Philadelphia & Reading Ry. Co. v. McKibbin, supra; St. Louis Southwestern Ry. Co. v. Alexander, 227 U.S. 218,...
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Nyberg v. Montgomery Ward & Co., No. 453.
...controlling as to Federal court venue and jurisdiction. In the case of Hinchcliffe Motors, Inc., v. Willys-Overland Motors, Inc., D.C., 30 F.Supp. 580, 584, the court "The question of the jurisdiction of this court, however, must be determined with reference to the rule obtaining in federal......
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International Shoe Co. v. Picard & Geismar, No. 20012.
...Bros. v. Colvin, 122 La. 153, 47 So. 447. In the instant case the pledgee was guilty not merely of negligence, or sins of omission, 30 F. Supp. 580 but, by his own affirmative act, without the consent of the pledgor, destroyed the value of the collateral by expressly subordinating to the re......
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Atlas Mut. Ben. Ass'n v. Portscheller.
...Pembleton v. Illinois Commercial Men's Association, 289 Ill. 99, 124 N.E. 355; Hinchcliffe Motors Inc. v. Willys-Overland Motors, D.C., 30 F.Supp. 580. A foreign corporation is amenable to process to enforce a personal liability, in the absence of consent, only if it is doing business withi......
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Thomas v. Hudson Sales Corp., No. 128
...268; Zimmers v. Dodge Bros., D.C.N.D.Ill.1927, 21 F.2d 152; Hinchcliffe Motors, Inc., v. Willys-Overland Motors, Inc., D.C.Mass.1939, 30 F.Supp. 580; Johns v. Bay State Abrasive Products Co., D.C.1950, 89 F.Supp. 654; Harrison v. Robb Mfg. Co., D.C.1953, 110 F.Supp. However, where corporati......
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Nyberg v. Montgomery Ward & Co., No. 453.
...controlling as to Federal court venue and jurisdiction. In the case of Hinchcliffe Motors, Inc., v. Willys-Overland Motors, Inc., D.C., 30 F.Supp. 580, 584, the court "The question of the jurisdiction of this court, however, must be determined with reference to the rule obtaining in federal......
-
International Shoe Co. v. Picard & Geismar, No. 20012.
...Bros. v. Colvin, 122 La. 153, 47 So. 447. In the instant case the pledgee was guilty not merely of negligence, or sins of omission, 30 F. Supp. 580 but, by his own affirmative act, without the consent of the pledgor, destroyed the value of the collateral by expressly subordinating to the re......
-
Atlas Mut. Ben. Ass'n v. Portscheller.
...Pembleton v. Illinois Commercial Men's Association, 289 Ill. 99, 124 N.E. 355; Hinchcliffe Motors Inc. v. Willys-Overland Motors, D.C., 30 F.Supp. 580. A foreign corporation is amenable to process to enforce a personal liability, in the absence of consent, only if it is doing business withi......
-
Thomas v. Hudson Sales Corp., No. 128
...268; Zimmers v. Dodge Bros., D.C.N.D.Ill.1927, 21 F.2d 152; Hinchcliffe Motors, Inc., v. Willys-Overland Motors, Inc., D.C.Mass.1939, 30 F.Supp. 580; Johns v. Bay State Abrasive Products Co., D.C.1950, 89 F.Supp. 654; Harrison v. Robb Mfg. Co., D.C.1953, 110 F.Supp. However, where corporati......