• Defendants’ Emails Into New York Negotiating Contract at Issue Establish Personal Jurisdiction: Itochu Corp. v Sidecar S.A.I.C.
  • December 28, 2012 | Author: Adam M. Rafsky
  • Law Firm: Farrell Fritz, P.C. - Uniondale Office
  • In a November 8, 2012 decision by Justice Kapnick, the court denied the defendants’ motion to dismiss for lack of personal jurisdiction and in the alternative to dismiss based on forum non conveniens. The case arose out of a contract between the parties for the purchase of a shipload of coal to be delivered in Alabama. While the named plaintiff was a Japanese entity, its wholly owned subsidiary, also a plaintiff, was a New York-based entity that negotiated the contract at issue in the action.

    The defendants moved to dismiss based on a lack of personal jurisdiction, arguing that long-arm jurisdiction did not apply through CPLR 302 because the only contact the plaintiffs alleged that the defendants had in New York was a single email that stated the proposed terms of the transaction. The defendants argued that the lone email did not constitute “transacting business” in New York for purposes of personal jurisdiction, and that they had not “projected themselves” into New York because it was the plaintiffs’ choice to involve New York in negotiating the contract. The court held that personal jurisdiction was established because the defendants’ contacts with New York involved not just a single email, but numerous email exchanges negotiating the terms of the contract at issue and that the defendants had thereby “purposely availed themselves of the privilege of conducting activities within New York, such that they could reasonably foresee defending a suit [t]here.”

    As to forum non conveniens, the court denied the defendants’ motion finding that there was a substantial nexus between the case and New York as the parties negotiated extensively in New York, and all of the plaintiffs’ records concerning the contract, and at least some of the witnesses were located in New York. The Court further found that litigating in New York would not impose an undue hardship on the defendants and that it imposed only a minor burden on the court.

    Itochu Corp. v Sidecar S.A.I.C., Sup Ct, New York County, November 8, 2012, Kapnick, J, Index No. 650097-10