United States District Court, D. Colorado
A. BRIMMER UNITED STATES DISTRICT JUDGE.
matter is before the Court on defendant's Motion to
Dismiss for Lack of Personal Jurisdiction or in the
Alternative to Transfer Venue to Texas [Docket No. 17]. The
Court has jurisdiction pursuant to 28 U.S.C. § 1332.
dispute arises from an oil drilling project in Texas.
Plaintiff Sea Eagle Ford, LLC operates oil and gas wells in
Texas, including the Shannon 4H well in McMullen County,
Texas. Docket No. 7 at 1-2, ¶¶ 1, 6. Plaintiff is
organized under Texas law but has its principal place of
business in Colorado. Id. at 1, ¶ 1; Docket No.
6, 2016, plaintiff entered into a contract with defendant
Texas Quality Well Service, LLC under which defendant agreed
to provide services at plaintiff's wells. Docket No. 7 at
3, ¶ 14; Docket No. 7-1. During the negotiations of the
contract, plaintiff sent the proposed contract to defendant
in Texas, where defendant signed it and sent it back to
plaintiff. Docket No. 35-2 at 4-7. The contract is governed
by Colorado law. Docket No. 7-1 at 2. Defendant sent its
invoices for work done under the contract to plaintiff in
Colorado. Docket No. 7-3 at 3-7.
March 21, 2017, while defendant was performing an operation
on the Shannon 4H well to improve its performance, defendant
dropped a string of casing and associated tools into the
well, which became stuck. Docket No. 7 at 2-3, ¶¶
7-8. It took more than two months and cost more than one
million dollars to fish the materials out of the well.
Id. at 3, ¶ 9. Defendant communicated with
plaintiff's representatives in Colorado in the aftermath
of the well incident, and third parties involved in the
removal operation sent invoices to plaintiff in Colorado.
Docket No. 35-3 at 2, ¶ 5. Defendant also sent letters
to plaintiff in Colorado demanding that plaintiff pay the
expenses related to the removal operations and stating that
it would place liens on plaintiff's Texas wells if its
invoices were not paid. Docket Nos. 7-2, 7-3.
September 6, 2017, plaintiff filed a complaint against
defendant in this Court. Docket No. 1. Plaintiff alleges
Colorado state law claims for negligence, breach of contract,
fraud, and declaratory judgment. Docket No. 7 at 3-9. On
November 3, 2017, defendant filed its motion to dismiss or to
transfer the case to Texas on the ground that the Court lacks
personal jurisdiction over defendant. Docket No. 17.
purpose of a motion to dismiss under Rule 12(b)(2) is to
determine whether the Court has personal jurisdiction over a
defendant. The plaintiff bears the burden of establishing
personal jurisdiction. Rambo v. Am. S. Ins. Co., 839
F.2d 1415, 1417 (10th Cir. 1988). The plaintiff can satisfy
its burden by making a prima facie showing.
Dudnikov, 514 F.3d at 1070. The Court will accept
the well-pleaded allegations of the complaint as true in
determining whether plaintiff has made a prima facie showing
that personal jurisdiction exists. AST Sports Sci., Inc.
v. CLF Distribution Ltd., 514 F.3d 1054, 1057 (10th Cir.
2008). If the presence or absence of personal jurisdiction
can be established by reference to the complaint, the Court
need not look further. Id. The plaintiff, however,
may also make this prima facie showing by putting forth
evidence that, if proven to be true, would support
jurisdiction over the defendant. Dudnikov, 514 F.3d
at 1070. “[A]ny factual disputes in the parties'
affidavits must be resolved in plaintiffs' favor.”
Court finds it has jurisdiction, defendant's alternate
request, the transfer of this lawsuit to the Southern
District of Texas, is governed by 28 U.S.C. § 1404(a),
which provides, in pertinent part: “[f]or the
convenience of parties and witnesses, in the interest of
justice, a district court may transfer any civil action to
any other district or division where it might have been
brought.” Section 1404(a) is “intended to place
discretion in the district court to adjudicate motions for
transfer according to an individualized, case-by-case
consideration of convenience and fairness.” Stewart
Org., Inc. v. Ricoh Corp., 487 U.S. 22, 29 (1988)
(citation and quotation omitted). To warrant a transfer, the
moving party must establish that: “(1) the action could
have been brought in the alternate forum; (2) the existing
forum is inconvenient; and (3) the interests of justice are
better served in the alternate forum.” Wolf v.
Gerhard Interiors, Ltd., 399 F.Supp.2d 1164, 1166 (D.
Colo. 2005) (citing Chrysler Credit Corp. v. Country
Chrysler, Inc., 928 F.2d 1509, 1515 (10th Cir. 1991)).
determining whether a federal court has personal jurisdiction
over a defendant, the court must determine (1) whether the
applicable statute potentially confers jurisdiction by
authorizing service of process on the defendant and (2)
whether the exercise of jurisdiction comports with due
process.” Trujillo v. Williams, 465 F.3d 1210,
1217 (10th Cir. 2006) (quoting Peay v. BellSouth Med.
Assistance Plan, 205 F.3d 1206, 1209 (10th Cir. 2000)).
The Colorado long-arm statute, Colo. Rev. Stat. §
13-1-124, has been construed to extend jurisdiction to the
full extent permitted by the Constitution, so the
jurisdictional analysis here reduces to a single inquiry of
whether jurisdiction offends due process. See Pro Axess,
Inc. v. Orlux Distrib., Inc., 428 F.3d 1270, 1276 (10th
Cir. 2005); Archangel Diamond Corp. v. Lukoil, 123
P.3d 1187, 1193 (Colo. 2005). Personal jurisdiction comports
with due process where a defendant has minimum contacts with
the forum state and where those contacts are such that
assuming jurisdiction does not offend “traditional
notions of fair play and substantial justice.”
Int'l Shoe Co. v. Wash., 326 U.S. 310, 316
(1945). Minimum contacts may be established under the
doctrines of general jurisdiction or specific jurisdiction.
Where general jurisdiction is asserted over a nonresident
defendant who has not consented to suit in the forum, minimum
contacts exist if the plaintiff demonstrates that the
defendant maintains “continuous and systematic general
business contacts” in the state. OMI Holdings, Inc.
v. Royal Ins. Co. of Canada, 149 F.3d 1086, 1091 (10th
Cir. 1998). Plaintiff does not argue that defendant is
subject to general jurisdiction in Colorado. See
Docket No. 35 at 5. Therefore, the Court limits its
discussion to this issue of specific jurisdiction.
jurisdiction is present where the defendant has purposefully
directed its activities at the residents of the forum and the
litigation results from injuries that arise out of or relate
to those activities. Soma Med. Int'l v. Standard
Chartered Bank, 196 F.3d 1292, 1298 (10th Cir. 1999).
The specific jurisdiction analysis is two-fold. First, the
Court must determine whether a defendant has such minimum
contacts with Colorado that the defendant “should
reasonably anticipate being haled into court” here.
World-Wide Volkswagen Corp. v. Woodson, 444 U.S.
286, 297 (1980). Within this inquiry, the Court must
determine whether the defendant purposefully directed its
activities at residents of the forum, Burger King Corp.
v. Rudzewicz, 471 U.S. 462, 472 (1985), and whether
plaintiff's claim arises out of or results from
“actions by . . . defendant . . . that create a
substantial connection with the forum State.” Asahi
Metal Indus. Co. v. Superior Court of Cal., 480 U.S.
102, 109 (1987) (internal quotations omitted). Second, if
defendant's actions create sufficient minimum contacts,
the Court must consider whether the exercise of personal