BASF Corp. v. Willowood, LLC

          ORDER GRANTING DEFENDANT WILLOWOOD LIMITED'S MOTION TO DISMISS

          CHRISTINE M. ARGUELLO UNITED STATES DISTRICT JUDGE.

         This matter is before the Court on Defendant Willowood Limited's Motion to Dismiss, which asserts that the Court lacks personal jurisdiction pursuant to Federal Rule of Civil Procedure 12(b)(2). (Doc. # 60.) For the following reasons, the Court concludes that it does not have personal jurisdiction over Willowood Limited and accordingly grants the motion.

         I. BACKGROUND

         On February 1, 2018, Plaintiff BASF (“BASF”) filed a lawsuit against Defendants Willowood, LLC (“W-LLC”), Willowood USA, LLC (“W-USA”), Greenfields Marketing, Limited (“Greenfields”), RightLine, LLC (“RightLine”), and Willowood Limited (“W-Limited”) for patent infringement pursuant to 35 U.S.C. § 1 et seq. (Doc. ## 1, 50.) BASF avers all Defendants are subject to personal jurisdiction in the federal district of Colorado. (Id.) W-Limited by contrast, argues that it is not subject to either general or specific jurisdiction in Colorado. (Doc. # 60.) The following facts are drawn from the Complaint and are taken as true for the purposes of the instant motion.

         BASF is incorporated in Delaware, and its principal place of business is in Florham Park, New Jersey. (Doc. # 50 at ¶ 1.) BASF researches, develops, tests, and sells different products and technologies in the agrochemical field. (Id. at ¶ 41.) BASF researched and developed pyraclostrobin, a “break-through fungicidal chemical for use (1) in disease control and plant health in a variety of plants, (2) as a seed treatment for disease control and plant health in a variety of crops, and (3) as a drench for soil borne disease control and improved plant health in production ornamentals.” (Id. at ¶ 42.) BASF obtained two patents^[1] relating to the process of manufacturing the pyraclostrobin chemical compound. (Id. at ¶¶ 43, 44, 48.) As a result, BASF has manufactured, marketed, and sold pyraclostrobin end-use products under various different brands. (Id. at ¶ 42.) Accordingly, BASF received several registrations for pyraclostrobin from both the Environmental Protection Agency and state authorities as early as September 30, 2002. (Id. at ¶¶ 53-56.)

         Defendant W-Limited is a limited liability company that is incorporated and has its principal place of business in Hong Kong. (Id. at ¶ 4.) Defendant W-USA, a limited liability company incorporated in Oregon with its principal place of business in Broomfield, Colorado, is a wholly owned subsidiary of W-Limited. (Id. at ¶¶ 1 and 19.) Defendants W-LLC and RightLine are both wholly owned subsidiaries of W-USA.^[2] (Doc. # 50 at ¶¶ 17-18.) Defendants W-USA, W-LLC, and RightLine sought and received approval from the Colorado Department of Agriculture to sell products allegedly obtained in violation of the ‘392 and ‘451 patents.^[3] (Id. at ¶ 22.)

         BASF filed an amended complaint on July 30, 2018. (Doc. # 50.) W-Limited subsequently filed the instant Motion to Dismiss for lack of personal jurisdiction on August 15, 2018. (Doc. # 60.) Plaintiff filed a response on September 5, 2018 (Doc. # 65) and W-Limited filed a reply on September 19, 2018 (Doc. # 70).

         II. LAW

         To establish personal jurisdiction over a nonresident defendant, a plaintiff must show both that jurisdiction is proper under the forum state's long-arm statute and that the exercise of personal jurisdiction over the defendant comports with the Due Process Clause of the United States Constitution. See Equifax Servs., Inc. v. Hitz, 905 F.2d 1355, 1357 (10th Cir. 1990). Colorado's long-arm statute permits the Court to exercise personal jurisdiction to the full extent of the Due Process Clause, and therefore, the analysis collapses into a single due process inquiry. See Colo. Rev. Stat. §§ 13-1-124(1)(a)-(b); Dart Int'l, Inc. v. Interactive Target Sys., Inc., 877 F.Supp. 541, 543 (D. Colo. 1995) (citing Safari Outfitters, Inc. v. Superior Court, 448 P.2d 783 (1968)); SGI Air Holdings II LLC. v. Novartis Int'l, AG, 192 F.Supp.2d 1195, 1197-98 (D. Colo. 2002).

         “The Due Process Clause protects a [defendant's] liberty interest in not being subject to the binding judgments of a forum with which [it] has established no meaningful ‘contacts, ties, or relations.'” Burger King Corp. v. Rudzewicz, 471 U.S. 462, 471-72 (1985) (quoting Int'l Shoe Co. v. State of Washington, 326 U.S. 310, 319 (1945)). The cornerstone of the personal jurisdiction inquiry is whether “the defendant's conduct and connection with the forum State are such that he should reasonably anticipate being haled into court there.” Trierweilver v. Croxton & Trench Holding Corp., 90 F.3d 1523, 1532 (10th Cir. 1996) (quoting WorldWide Volkswagen v. Woodson, 444 U.S. 286, 295 (1980)). To comport with due process limitations, a court may exercise personal jurisdiction only over defendants that have “certain minimum contacts [with the jurisdiction] . . . .” Int'l Shoe, 326 U.S. at 316 (quoting Milliken v. Meyer, 311 U.S. 457, 463 (1940)).

         When there are multiple defendants, as is the case here, “minimum contacts must be found as to each defendant over whom the court exercises jurisdiction.” Home-Stake Prod. Co. v. Talon Petroleum, C.A., 907 F.2d 1012, 1020 (10th Cir. 1990). The minimum contacts standard may be satisfied in either of two ways-general or specific jurisdiction. See Kuenzle v. HTM Sport-Und Freizeitgerate AG, 102 F.3d 453, 455 (10th Cir. 1996). A court's duty is the same in either case: it must guarantee that the exercise of jurisdiction “does not offend traditional notions of fair play and substantial justice.” World-Wide Volkswagen, 444 U.S. at 292 (1980) (quoting Int'l Shoe, 326 U.S. at 316) (internal quotation omitted).

         A court may assert general jurisdiction over a foreign corporation to hear any and all claims against it when its affiliations with the state are so “continuous and systematic” such that it is essentially at home in the forum state. Daimler AG v. Bauman, 571 U.S. 117, 126 (2014) (quoting Goodyear Dunlop Tires Ops., S.A. v. Brown, 564 U.S. 915, 919 (2011)). “For an individual, the paradigm forum for the exercise of general jurisdiction is the individual's domicile; for a corporation, it is an equivalent place.” Daimler, 571 U.S. at 137; see also Goodyear, 564 U.S. at 919. “The ‘paradigm' forum[] in which a corporate defendant is ‘at home' . . . [is] the corporation's place of incorporation and its principal place of business.” BNSF Ry. Co. v. Tyrell, 137 S.Ct. 1549, 1558 (2017) (internal citations omitted).

         Specific jurisdiction, on the other hand, depends on an “affiliation between the forum and the underlying controversy.” Id. For a court to assert specific jurisdiction, the out-of-state defendant must have (1) purposefully directed its activities at residents of the forum, and (2) the litigation must result from alleged injuries that “arise out of or relate to” those activities. Burger King, 471 U.S. at 472. The purposeful direction requirement “ensures that defendants will not be haled into a jurisdiction solely as a result of random, fortuitous, or attenuated contacts, . . . or of the unilateral activity of another party or a third person.” Id. at 475. To determine whether a defendant in a tort- based lawsuit “purposefully directed its activities at the forum state, ” the Court looks for three elements: (1) an intentional act that was (2) aimed expressly at the forum state with (3) the knowledge that the brunt of the injury would be felt in the forum state. Calder v. Jones, 465 U.S. 783, 789-90 (1984).

         III. STAN ...