Sorb Oil Corp. v. Batalla Corp.

• Decision Date: 21 June 1982
• Docket Number: No. 9148-4-I,9148-4-I
• Citation: 32 Wn.App. 296,647 P.2d 514
• Parties: SORB OIL CORPORATION, a Washington corporation, Appellant, v. BATALLA CORPORATION, Respondent.
• Court: Washington Court of Appeals

Page 296

32 Wn.App. 296

647 P.2d 514

SORB OIL CORPORATION, a Washington corporation, Appellant, v. BATALLA CORPORATION, Respondent.

No. 9148-4-I.

Court of Appeals of Washington, Division 1.

June 21, 1982.

Felix & Zimmar Inc., P.S., Jennings P. Felix, Seattle, for appellant.

Perkins, Coie, Stone, Olsen & Williams, Barry M. Kaplan, Seattle, for respondent.

JAMES, Judge.

Plaintiff Sorb Oil Corporation (Sorb) appeals a dismissal, for lack of personal jurisdiction, of its suit to recover the contract price of items delivered to Batalla Corporation (Batalla). We reverse.

Sorb is a Washington corporation. Sorb has been engaged in the distribution of sorb oil products manufactured by Innova Corporation of Indiana under this name and two previous corporate names (Innova Corporation of Washington and American Enviro-Systems Corporation) since about September 1976.

Batalla is a Texas corporation, having its principal place of business in Houston. Batalla is a distributor of plastic and paper products sold principally in Texas and Louisiana. Batalla does not maintain an office or agent in Washington, does not send persons to Washington to conduct business, and has neither a telephone listing nor a post office box in Washington.

Prior to September 1976, Batalla purchased sorb oil products manufactured by Innova from a Wisconsin distributor (Ling Corporation). In September 1976, Sorb's sales agent contacted Batalla to advise that Sorb had replaced Ling Corporation as distributor of Innova's products and that henceforth, all orders should be directed to Sorb's predecessor (Innova Corporation of Washington).

Batalla subsequently telephoned orders for sorb oil products to Sorb. The orders were placed at irregular times and for varying quantities, although the record fails to state the exact number or dollar value of these orders. Batalla placed no orders after April 1978. The products were shipped to Batalla directly from Indiana.

Alleging nonpayment, Sorb filed suit for $4,476.50 against Batalla in King County Superior Court, contending that the action arose from Batalla's "transaction of ... business" in Washington within the meaning of RCW 4.28.185(1)(a). Upon motion by Batalla, the suit was dismissed for lack of personal jurisdiction.

Sorb contends the trial judge erred in entering the order of dismissal. We agree.

Washington courts may exercise personal jurisdiction over a nonresident defendant or foreign corporation under the following circumstances:

(1) The nonresident defendant or foreign corporation must purposefully do some act or consummate some transaction in the forum state; (2) the cause of action must arise from, or be connected with, such act or transaction; and (3) the assumption of jurisdiction by the forum state must not offend traditional notions of fair play and substantial justice, consideration being given to the quality, nature and extent of the activity in the forum state, the relative convenience of the parties, the benefits and protection of the laws of the forum state afforded the respective parties, and the basic equities of the situation.

Lewis v. Curry College, 89 Wash.2d 565, 568, 573 P.2d 1312 (1978). Accord, Tyee Constr. Co. v. Dulien Steel Prods., Inc., 62 Wash.2d 106, 381 P.2d 245 (1963); Access Road Builders v. Christenson Electrical Contracting Eng'r Co., 19 Wash.App. 477, 576 P.2d 71 (1978). Personal jurisdiction may be exercised if it is contemplated that some part of the transaction will take place in the forum state, although the transaction is to be consummated elsewhere. Griffiths & Sprague Stevedoring Co. v. Bayly, Martin & Fay, Inc., 71 Wash.2d 679, 430 P.2d 600 (1967); Barer v. Goldberg, 20 Wash.App. 472, 582 P.2d 868 (1978).

Batalla correctly notes that the purposeful doing of some act or consummating some transaction generally entails an initiation of such purposeful activity in the state. Griffiths & Sprague Stevedoring Co. v. Bayly, Martin & Fay, Inc., supra; Peter Pan Seafoods, Inc. v. Mogelberg Foods, Inc., 14 Wash.App. 527, 544 P.2d 30 (1975). This is not, however, dispositive of the issue presented.

A party who does not initiate the business contact is not thereby immune from personal jurisdiction of Washington courts if a business relationship subsequently arises. In Cofinco of Seattle, Ltd. v. Weiss, 25 Wash.App. 195, 605 P.2d 794 (1980), an exercise of personal jurisdiction over a New York resident who was initially contacted by a Washington corporation with an offer of employment was upheld. The New York resident accepted the offer and subsequently received goods, funds, and advancements of unspecified amounts pursuant to an unspecified number of telephone and written requests. We stated By entering into the employment contract, Weiss "purposefully (availed himself) of the privilege of conducting activities" within the state of Washington. Hanson v. Denckla, 357 U.S. 235, 253, 2 L.Ed.2d 1283, 78 S.Ct. 1228 (1958); Peter Pan Seafoods, Inc. v. Mogelberg Foods, Inc., 14 Wn.App. 527, 544 P.2d 30 (1975); Lewis v. Curry College, 89 Wn.2d 565, 573 P.2d 1312 (1978). His employment contract afforded him, at the very least, the protection of Washington's laws affecting employer-employee...