Md. Digital Copier v. Litig. Logistics, Inc., Civil Action No. 18-2027 (TJK)

• Citation: 394 F.Supp.3d 80
• Decision Date: 22 August 2019
• Docket Number: Civil Action No. 18-2027 (TJK)
• Parties: MARYLAND DIGITAL COPIER d/b/a Short Term Copier, Plaintiff, v. LITIGATION LOGISTICS, INC., Defendant.
• Court: U.S. District Court — District of Columbia

394 F.Supp.3d 80

MARYLAND DIGITAL COPIER d/b/a Short Term Copier, Plaintiff,

v.LITIGATION LOGISTICS, INC., Defendant.

Civil Action No. 18-2027 (TJK)

United States District Court, District of Columbia.

Signed August 22, 2019

Aaron Drew Neal, McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., Greenbelt, MD, for Plaintiff.

Daniel A. Perry, Aronoff, Rosen & Hunt, LPA, Cincinnati, OH, Jeffrey Lynn Rhodes, Doumar Martin, PLLC, Arlington, VA, for Defendant.

MEMORANDUM OPINION AND ORDER

TIMOTHY J. KELLY, United States District Judge

Short Term Copier, as its name suggests, leases copiers, printers, and other office equipment for short-term projects. It also provides support services for that equipment over the course of the project. In later 2017 and early 2018, Short Term Copier provided equipment and associated services to Litigation Logistics, a litigation support firm, for two law-firm clients with trials taking place in the District of Columbia and California. After the projects were completed and Short Term Copier sent invoices for the equipment and services, Litigation Logistics declined to pay. Seeking what it alleges Litigation Logistics still owes it, Short Term Copier sued, bringing claims for breach of contract and, alternatively, unjust enrichment.

Litigation Logistics moved to dismiss, arguing that this Court lacks subject-matter jurisdiction to hear these claims in light of the District of Columbia's "door-closing" statute, that the Court cannot exercise personal jurisdiction over it, and that venue is improper. Finding each argument wanting, the Court will deny Defendant's motion, except insofar as it requests dismissal of claims related to the California contract between the parties for lack of personal jurisdiction.

I. Background

Maryland Digital Copier, Inc., d/b/a Short Term Copier ("Plaintiff") is a rental-services firm that provides high-speed copiers, printers, high-capacity shredders, laptops, and computers for temporary offices, projects, and events. See ECF No. 1 ("Compl.") ¶ 1. Plaintiff is a Maryland corporation, with its principal place of business in Maryland. Id. But it provides its services in nineteen states and in the District of Columbia. Id.

Litigation Logistics, Inc., ("Defendant") is a Tennessee corporation with its principal place of business in Tennessee. ECF No. 7-2 ("Hogan Decl.") ¶ 2. Its "primary business function ... is to provide litigation support services to large law firms during their litigation matters that occur across the United States." Id. ¶ 3. Often, that entails setting up office locations near courthouses "equipped with computers, monitors, printers, copiers," and the like. Id. ¶ 4.

According to Plaintiff's complaint, in December 2017, Plaintiff entered into two agreements with Defendant to "provide copiers, printers, and other support to [Defendant's] law firm clients" for projects in the District of Columbia and California. Compl. ¶ 5. For the project in the District of Columbia—a trial expected to last four months—Plaintiff provided monitors, printers, copiers, and associated hardware and software and responded to service calls and delivered additional equipment as needed. Id. ¶¶ 6–7. Plaintiff provided similar equipment and services for the project in California in early 2018. See id. ¶¶ 10–11. According to Plaintiff, $80,747.27 and $6,540.00 remain outstanding on its invoices for the District of Columbia and California projects, respectively. Id. ¶¶ 9, 12.

In August 2018, Plaintiff commenced this action, bringing a claim of common-law breach of contract or, in the alternative, unjust enrichment to recover the unpaid amounts on the two contracts. See id. ¶¶ 14–26. The complaint invokes this Court's diversity jurisdiction under 28 U.S.C. § 1332(a)(1), noting that Plaintiff seeks more than $75,000 and that the parties are incorporated in and have their principal places of business in different states. Id. ¶ 3.

Defendant moved to dismiss the complaint, contending that subject-matter jurisdiction, personal jurisdiction, and proper venue are all lacking, see ECF No. 7-1 ("Def.'s MTD Br."), which Plaintiff opposed, see ECF No. 8-1 ("Pl.'s Opp'n").

II. Legal Standard

A. Subject-Matter Jurisdiction

A motion to dismiss a complaint for lack of subject-matter jurisdiction under Federal Rule of Civil Procedure 12(b)(1) "presents a threshold challenge to the court's jurisdiction." Haase v. Sessions , 835 F.2d 902, 906 (D.C. Cir. 1987). When faced with such a motion, a court may look beyond the pleadings, but it must "accept all of the factual allegations in [the] complaint as true," Jerome Stevens Pharm., Inc. v. Food & Drug Admin. , 402 F.3d 1249, 1253–54 (D.C. Cir. 2005) (alteration in original) (quoting United States v. Gaubert , 499 U.S. 315, 327, 111 S.Ct. 1267, 113 L.Ed.2d 335 (1991) ), and otherwise "construe the complaint liberally, granting [the] plaintiff the benefit of all inferences that can be derived from the facts alleged," Am. Nat'l Ins. Co. v. FDIC , 642 F.3d 1137, 1139 (D.C. Cir. 2011) (quoting Thomas v. Principi , 394 F.3d 970, 972 (D.C. Cir. 2005) ). Still, the plaintiff "bears the burden of establishing, by a preponderance of the evidence, that the court has jurisdiction." Whiteru v. Wash. Metro. Area Transit Auth. , 258 F. Supp. 3d 175, 182 (D.D.C. 2017) (citing Lujan v. Defs. of Wildlife , 504 U.S. 555, 561, 112 S.Ct. 2130, 119 L.Ed.2d 351 (1992) ).

B. Personal Jurisdiction

A defendant may also, under Rule 12(b)(2), move to dismiss a complaint because the court lacks personal jurisdiction over it. Fed. R. Civ. P. 12(b)(2). The plaintiff bears the burden of establishing a court's personal jurisdiction over the defendant, see FC Inv. Grp. LC v. IFX Markets, Ltd. , 529 F.3d 1087, 1091 (D.C. Cir. 2008), at this stage by making a "prima facie showing of the pertinent jurisdictional facts," Livnat v. Palestinian Auth. , 851 F.3d 45, 56–57 (D.C. Cir. 2017) (quoting First Chi. Int'l v. United Exch. Co. , 836 F.2d 1375, 1378 (D.C. Cir. 1988) ). When, as here, the court determines personal jurisdiction without an evidentiary hearing, the "court must resolve factual disputes in favor of the plaintiff." Id. at 57 (quoting Helmer v. Doletskaya , 393 F.3d 201, 209 (D.C. Cir. 2004) ). But it "need not accept inferences drawn by [the] plaintiff[ ] if such inferences are unsupported by the facts." Id. (quoting Helmer , 393 F.3d at 209 ). As is the case in determining subject-matter jurisdiction, "the Court is not limited to the four corners of the operative complaint, [and] ‘may receive and weigh affidavits and other relevant matter to assist in determining jurisdictional facts.’ " Xie v. Sklover & Co., LLC , 260 F. Supp. 3d 30, 37 (D.D.C. 2017) (quoting Khatib v. All. Bankshares Corp. , 846 F. Supp. 2d 18, 26 (D.D.C. 2012) ).

C. Venue

Finally, a party may challenge venue under Rule 12(b)(3), and if the court determines that venue is improper, it must dismiss the action or, if it is in the interest of justice, transfer it to a proper venue. See Fed. R. Civ. P. 12(b)(3) ; 28 U.S.C. § 1406(a). "In considering a Rule 12(b)(3) motion, the court accepts the plaintiff's well-pled factual allegations regarding venue as true, draws all reasonable inferences from those allegations in the plaintiff's favor[,] and resolves any factual conflicts in the plaintiff's favor." James v. Verizon Servs. Corp. , 639 F. Supp. 2d 9, 11 (D.D.C. 2009). And the court may consider materials outside the pleadings. See Williams v. GEICO Corp. , 792 F. Supp. 2d 58, 62 (D.D.C. 2011). Ultimately, "[b]ecause it is the plaintiff's obligation to institute the action in a permissible forum, the plaintiff usually bears the burden of establishing that venue is proper." Freeman v. Fallin , 254 F. Supp. 2d 52, 56 (D.D.C. 2003).

Even if a court determines that venue is proper in its district, however, it may still transfer the case "[f]or the convenience of parties and witnesses, in the interest of justice, ... to any other district or division where it might have been brought." 28 U.S.C. § 1404(a). A party moving for transfer under § 1404(a) must show both that the action could have been brought in the transferee district and that the applicable factors weigh in favor of transfer. See, e.g. , Treppel v. Reason , 793 F. Supp. 2d 429, 435 (D.D.C. 2011). That burden is a heavy one, particularly in light of the strong weight a plaintiff's choice of forum is generally afforded. See Jalloh v. Underwood , 300 F. Supp. 3d 151, 155–56 (D.D.C. 2018) ; see also Gross v. Owen , 221 F.2d 94, 95 (D.C. Cir. 1955). And the court has "broad discretion" in determining whether transfer is appropriate under this standard. Rosales v. United States , 477 F. Supp. 2d 213, 215 (D.D.C. 2007) (quoting In re Scott , 709 F.2d 717, 720 (D.C. Cir. 1983) ).

III. Analysis

Defendant makes three arguments in support of its motion to dismiss. First, it argues that the District of Columbia's "door-closing" statute, D.C. Code § 29-105.02(b), deprives this Court of subject-matter jurisdiction over Plaintiff's claims. Second, Defendant asserts that its relevant contacts with the District of Columbia are insufficient for this Court to exercise personal jurisdiction over it. Third, and relatedly, it claims that venue is improper here. In the alternative, if the Court finds that venue is proper in this district, Defendant requests that the Court transfer the action to the Middle District of Tennessee. The Court addresses each argument in turn.

A. District of Columbia's Door-Closing Statute

Defendant claims that the Court lacks subject-matter jurisdiction to hear any of Plaintiff's claims because Plaintiff is barred from bringing this action by the District of Columbia's door-closing statute, D.C. Code § 29-105.02(b). See Def.'s MTD Br. at 7–9; ECF No. 9 ("Def.'s Reply") at 1–6. That provision states that a "foreign filing entity ... doing business in the District may not maintain an action or proceeding in the District unless it is registered to do...