Summary
denying 12(e) motion because plaintiff need not disclose customers, engineering designs and manufacturing methods defendant allegedly interfered with
Summary of this case from Mut. Indus. Inc. v. American Int'l Indus.Opinion
Civil Action No. 03-6008.
October 22, 2004
MEMORANDUM AND ORDER
Plaintiff, Laminar Flow, Inc. charges Colin Key, Michael Hennessey and Isolation Systems with breach of contract, tortious interference with a business relationship, and civil conspiracy. Defendants moved to dismiss for lack of jurisdiction under Fed.R.Civ.P. 12(b)(2), or in the alternative, moved for a transfer of venue. Defendants also moved to dismiss Counts I, II, III, VI, VII and VIII of the Complaint, pursuant to Fed R. Civ. P. 12(b)(6) for failure to state a claim and moved for a more definite statement as to Counts IV, V, VI, VII and VIII. Defendant's Motions are DENIED.
BACKGROUND
Plaintiff, Laminar Flow, is a Pennsylvania corporation engaged in the production of clean room apparatus. Defendants, Colin Key ("Key") and Michael Hennessey ("Hennessey"), are former employees of Laminar Flow. Key was employed by Laminar Flow from November 29, 1999 to September 27, 2000. Hennessey was employed by Laminar Flow from August 13, 1999 to June 12, 2001. Both defendants signed a confidentiality agreement, promising not to divulge any secret or confidential information obtained while employed at Laminar Flow.
On May 22, 2001, approximately 20 months after leaving Laminar Flow, Key founded his own clean room apparatus design company, Isolation Systems Inc ("ISI"). Hennessey joined ISI on July 1, 2002. Laminar Flow alleges Key, Hennessy and ISI are disclosing and using Laminar Flow's proprietary designs, engineering, manufacturing methods and other confidential information.
DISCUSSION
Defendants move to dismiss the complaint for lack of personal jurisdiction, claiming Key and Hennessey do not reside in Pennsylvania and ISI is not incorporated in Pennsylvania. The defendants also claim the confidentiality agreements signed by Key and Hennessey are insufficient to confer jurisdiction. The court rejects defendants arguments and finds it has personal jurisdiction over all defendants for the reasons that follow.
A federal district court has personal jurisdiction over a defendant "who could be subjected to the jurisdiction of a court of general jurisdiction in the state in which the district court is located." Fed.R.Civ.P. 4(k). The Pennsylvania long-arm statute is co-extensive with the due process clause of the Fourteenth Amendment. See 42 Pa. C.S.A. § 5322(b); Pennzoil Products Co. v. Colelli Assoc., 149 F.3d 197, 200 (3d Cir. 1998). Personal jurisdiction is either general or specific. To establish general jurisdiction, a party's contacts with the forum must be "continuous and substantial." Pennzoil, 149 F.3d at 200. To establish specific jurisdiction, the court applies two standards. First, the "court must determine whether the defendant had the minimum contacts with the forum necessary for the defendant to have 'reasonably anticipated being haled into court there.'" Pennzoil Prods. Co. 149 F.3d at 201 ( citing World-Wide Volkswagen Corporation v. Woodson, 444 U.S. 286, 297 (1980)). If this standard is met, the court may consider whether "the assertion of personal jurisdiction would comport with 'fair play and substantial justice.'" Id. ( citing Burger King Corporation v. Rudzewicz, 471 U.S. 462, (1985)).
There is no evidence defendants engaged in continuous and systematic contacts with the forum state, therefore general jurisdiction is improper. The standard for specific jurisdiction, however, is met. Key and Hennessey entered into an employment agreement with a Pennsylvania corporation and signed the employment agreement in the Commonwealth of Pennsylvania. The plaintiff alleges defendants breached the employment agreement by using confidential and secret information gained while employed at Laminar's Pennsylvania facility. Key and Hennessey therefore, had ample notice their employment contract was governed by the laws of Pennsylvania and they might be subject to suit there. The court finds the defendants have sufficient contacts with the forum to meet the "minimum contacts" standard. Furthermore, there is no evidence to suggest the assertion of personal jurisdiction would be unfair or unjust. The defendants' motion to dismiss for lack of jurisdiction is therefore, denied.
Defendants next contend venue in the Eastern District of Pennsylvania is improper because the suit was brought with an improper intent and because defending suit in Pennsylvania will result in a severe hardship to the non-resident defendants (Hennessey is domiciled in New York and Key is domiciled in Michigan). Defendants request the case be transferred to a District Court in the state of Michigan. The court concludes venue is proper in the Eastern District of Pennsylvania. Defendants have not proven they would be unduly burdened by defending the case in the present venue.
Venue is proper in a judicial district where a substantial part of the events giving rise to the suit occurred. See Title 28 U.S.C. § 1391(a)(2004). A court may transfer an action to another district for the convenience of parties and witnesses, and in the interest of justice. See 28 U.S.C. § 1404(a). The burden, however, is on the moving party to prove the interests weigh in favor of the transfer. Shutte v. Armco Steel Corp., 431 F.2d 22, 25 (3d Cir. 1970). The plaintiff's choice of forum should be given great deference. Id. The action should only be transferred if the court find the balance of convenience of the parties is strongly in the defendant's favor. Id.
A substantial portion of the acts and omissions giving rise to the claims occurred in the Eastern District of Pennsylvania, therefore, venue is proper here. There is no evidence the defendants will be unduly burdened by litigating in the Eastern District of Pennsylvania. Defendant Hennessey is a resident of New York. Transferring the case to the state of Michigan would not offer additional convenience to him. Discovery will occur in both locations and witnesses will likely be called from both locations. The Eastern District of Pennsylvania is therefore, a proper venue and does not inflict undue burden on the defendants. Accordingly, defendants' motion to Transfer for Forum Non-Conveniens is denied.
Defendants next claim plaintiff's breach of contract Counts (Counts I, II and III) fail to state a cause of action. Defendants also claim that plaintiff's tortious interference Counts (Counts VI and VII) fail to specify any tortious act or business interfered with. Finally, defendant claims Count VIII, alleging civil conspiracy, does not adequately allege a wrongful purpose and injury. The court finds plaintiff's pleadings sufficient.
The purpose of a rule 12(b)(6) motion is to test the legal sufficiency of the complaint. Holder v. City of Allentown, 987 F.2d 188, 194 (3d Cir. 1993). When considering a motion to dismiss for failure to state a claim under Fed.R.Civ.P. 12b(6), the court must accept all well pleaded allegations in the complaint as true and view them in the light most favorable to plaintiff. Christopher v. Harbury, 536 U.S. 403, 406 (2002); Jordan v. Fox, Rothschild, O'Brien Frankel, 20 F.3d 1250, 1261 (3d Cir. 1994). The court must consider only the facts alleged in the complaint and its attachments, without reference to other items in the record. Id. The court may not dismiss the complaint unless the plaintiffs can prove no set of facts which would entitle them to relief. Conley v. Gibson, 355 U.S. 41, 45-46 (1957). The Federal Rules have liberal pleading requirements. Plaintiff stated a claim for relief under the liberal federal standard and, therefore, the defendants' motion to Dismiss all Counts for Failure to State a Cause of Action is denied.
Defendants contend plaintiffs breach of contract, tortious interference and civil conspiracy Counts are insufficient for defendants to form an answer. Defendants argue plaintiffs must disclose the customers, engineering designs and manufacturing methods defendant allegedly interfered with in order for its complaint to be sufficient. The court concludes that plaintiff's complaint is sufficient to put defendant on notice of the facts surrounding the cause of action. Specific details regarding each allegation can be obtained in discovery.
Federal Rule of Civil Procedure 12(e) states in relevant part: "[i]f a pleading to which a responsive pleading is permitted is so vague or ambiguous that a party cannot reasonably be required to frame a responsive pleading, the party may move for a more definite statement before interposing a responsive pleading." A motion for a more definite statement is appropriate in "the rare case where because of the vagueness or ambiguity of the pleading the answering party will not be able to frame a responsive pleading." Schaedler v. Reading Eagle Publications, Inc., 370 F.2d 795, 798 (3d Cir. 1967). The court finds plaintiff's complaint provides sufficient facts to give defendants fair notice as to the factual basis for plaintiff's claims. The defendants' motion for a More Definite Statement as to Counts IV, V, VI, VII, VIII is denied.
ORDER
AND NOW, this 21st day of October, 2004, Defendants' Motion for a more Definite Statement as to Counts IV, V, VI, VII, VIII, Motion to Dismiss Counts I, II, III, VI, VII and VIII for Failure to State a Cause of Action, Motion to Transfer for Forum Non-Convenience and Motion to Dismiss for Lack of Jurisdiction (doc.2) are DENIED. Defendants motion for sanctions under Rule 11 (doc. 4) is also DENIED.