Kosar v. Columbia Sussex Corporation et al

Filing 113

OPINION AND ORDER. For the reasons stated in the accompanying Opinion and Order, the Court grants in part the Hotel Defendants' motion for choice of law determination 65 and will apply Texas substantive law to the issues of joint and several liability and contribution. The Court grants Circassia's motion to dismiss 67 and dismisses the third-party complaint without prejudice. Signed by the Honorable Sara L. Ellis on 11/16/2021. Mailed notice(rj, )

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UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF ILLINOIS
EASTERN DIVISION
RICHARD KOSAR,
Plaintiff,
v.
COLUMBIA SUSSEX MANAGEMENT,
LLC, MARRIOT INTERNATIONAL, INC.,
KEE MEETING AND EVENTS, and
RODOKOP GROUP LLC d/b/a
BRING IT ON DALLAS EVENTS,
Defendants.
COLUMBIA SUSSEX MANAGEMENT,
LLC and MARRIOT INTERNATIONAL,
INC.,
Defendants/Third-Party
Plaintiffs,
v.
CIRCASSIA PHARMACEUTICALS, INC.,
Third-Party Defendant.

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No. 20 C 1736
Judge Sara L. Ellis

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OPINION AND ORDER
After sustaining injuries from a trip and fall at an event at the Renaissance Dallas
Addison Hotel (the “Hotel”) in Addison, Texas, Plaintiff Richard Kosar, an Illinois resident,
filed suit against the owner and operator of the Hotel (Columbia Sussex Management, LLC
(“CSM”) and Marriot International, Inc. (“Marriot”) 1) and the organizers of the event (KEE
Meeting and Events (“KEE”) and Rodokop Group LLC (“Rodokop”)). In response, CSM and
Kosar also sued CP Addison II, LLC but the Court dismissed CP Addison II, LLC on January 8, 2021
for lack of personal jurisdiction.

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Marriot (the “Hotel Defendants”) filed a third-party complaint against Kosar’s employer,
Circassia Pharmaceuticals, Inc. (“Circassia”), seeking indemnification and/or contribution. Now,
the Hotel Defendants move the Court to determine that Texas substantive law applies to the
entire lawsuit and Circassia moves to dismiss the third-party complaint for lack of personal
jurisdiction pursuant to Federal Rule of Civil Procedure 12(b)(2). Because the Hotel Defendants
have failed to demonstrate conflicts between Illinois and Texas law other than with respect to
fault allocation, the Court finds that Texas law applies to fault allocation issues but does not
make a choice of law determination with respect to any other issue at this time. And because the
Hotel Defendants have not established a prima facie case of personal jurisdiction with respect to
Circassia, the Court dismisses the third-party complaint against Circassia.
BACKGROUND
Circassia is a foreign company incorporated in Delaware that “market[s] and sell[s] a
pharmaceutical chronic obstructive pulmonary disease (COPD) product,” Doc. 68-1 ¶ 4, in the
United States, Europe, and Asia. The company has offices in at least five countries, including
the U.S. In August 2016, Circassia moved its U.S. offices from Chicago, Illinois to Morrisville,
North Carolina. Thereafter, Circassia continued to employ four people who worked remotely
from their homes in Illinois, including Kosar. These employees hold the titles of Regional Sales
Representative, Territory Business Manager, and Territory Business Representative and have
“sales and/or sales management responsibilities [for Circassia’s products] in multiple states,
including, Illinois.” Doc. 95-2 at 6. Starting in June 2017, Circassia sublet the remainder of its
lease for the Chicago office to an unaffiliated company. Circassia distributes its “products
nationwide and co-ordinate[s] the activities of [its] field-based commercial teams” from its U.S.
headquarters in North Carolina. Doc. 101-1 at 7.

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As of the filing of Kosar’s complaint, Circassia contracted with a company to utilize four
storage facilities in Illinois “for the purposes of storing samples of COPD products and
marketing materials for its sales representatives residing in Illinois.” Doc. 95-2 at 8. It also had
a relationship with a “third-party logistics warehouse” that “distribut[es] Circassia’s COPD
products throughout the United States,” but it is unaware if that company stores any products in
Illinois. Id. at 13. Circassia “sends marketing materials via email to a national list, which may
include Illinois recipients,” but does not send physical marketing materials to Illinois. Id. at 19.
Circassia also had a business relationship with two Illinois companies for the “marketing, sale or
distribution of its products in Illinois.” Id. at 9–11. As of January 6, 2020, Circassia had fiftytwo customers in Illinois for its COPD products. However, Circassia is unaware what
percentage of total sales revenue these customers represent because it “does not maintain such
specific sales revenue information in the ordinary course of business.” Id. at 17.
On or about October 3, 2017, Circassia entered into a Group Sales Contract (the
“Contract”) with Hotel representatives that set forth the terms and conditions for the National
Sales Meeting that Circassia planned to hold at the Hotel in January 2018. CSM, the manager of
the Hotel, is a foreign limited liability company with its principal place of business in Kentucky.
Marriot, the franchisor of the Hotel, is a Delaware corporation with its principal place of
business in Maryland. Circassia employees negotiated and executed the Contract from
Circassia’s headquarters in North Carolina. Performance of the Contract was to take place in
Texas and/or North Carolina. The Contract had an “Indemnification and Hold Harmless”
provision that required Circassia to indemnify the Hotel “for any claim . . . by third parties
arising out of the performance of either party’s obligations pursuant to this Contract.” Doc. 58 at

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2–3. The Contract also required Circassia to obtain executed releases of liability from each
third-party “in charge of providing installation and dismantling services” at the event. Id. at 3.
Circassia hired KEE and Rodokop, two Texas limited liability companies with principal
places of business in Texas, to provide décor and games for the event but failed to obtain
executed releases of liability from them. KEE and Rodokop provided two light-up cornhole sets
that were present during the welcome reception for Circassia’s National Sales Meeting on
January 8, 2018. Kosar attended this reception, allegedly tripped over one of the cornhole sets,
and sustained injuries. Kosar, an Illinois resident, first filed his complaint in the Circuit Court of
Cook County on January 6, 2020. On March 11, 2020, CSM removed the case to this Court. On
February 3, 2021, the Hotel Defendants filed crossclaims for contribution and/or indemnification
against KEE and Rodokop and a third-party complaint for contribution and/or indemnification
against Circassia.
ANALYSIS
I.

Choice of Law Determination
Pursuant to Erie Railroad Co. v. Tompkins, federal courts with diversity jurisdiction must

apply state law with respect to substantive matters. 304 U.S. 64, 78 (1938). To determine which
state’s substantive law applies, the Court must utilize the forum state’s, Illinois’, choice of law
rules. Sosa v. Onfido, Inc., 8 F.4th 631, 637 (7th Cir. 2021). “Under Illinois choice-of-law rules,
forum law is applied ‘unless an actual conflict with another state’s law is shown, or the parties
agree that forum law does not apply.’” Id. (citation omitted). The Hotel Defendants ask the
Court to apply Texas substantive law to the entire lawsuit, arguing that Texas law substantively
differs from Illinois law with respect to fault allocation and that Texas has the most significant
relationship with the case. KEE, Rodokop, and Circassia do not object to the Hotel Defendants’

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motion. Kosar does not object to the application of Texas substantive law to joint and several
liability and contribution but “objects to applying any other aspects of Texas substantive law to
this case.” Doc. 79 ¶ 1. Because all parties agree that Texas law should apply to the issues of
joint and several liability and contribution, the Court will apply Texas substantive law to these
fault allocation issues.
But this does not end the inquiry because the Hotel Defendants ask the Court to apply
Texas law to all the issues within the lawsuit, while Kosar argues that the Hotel Defendants have
not properly identified how Texas law conflicts with Illinois law on any other potentially
relevant issues. Illinois courts follow the doctrine of depecage, which allows for “cutting up a
case into individual issues, each subject to a separate choice-of-law analysis.” Intercon Sols.,
Inc. v. Basel Action Network, 969 F. Supp. 2d 1026, 1035 (N.D. Ill. 2013) (quoting Townsend v.
Sears, Roebuck & Co., 227 Ill.2d 147, 161 (2007)). “Before the court is required to make a
choice-of-law determination, the moving party must establish that ‘there is a conflict between
Illinois law and the law of another state such that a difference in law will make a difference in
the outcome.’” Mesa Lab’ys., Inc. v. Fed. Ins. Co., 994 F.3d 865, 867–68 (7th Cir. 2021)
(citation omitted). The Hotel Defendants argue that Kosar bears the burden of “indicat[ing] the
issues to which Texas law should not apply,” Doc. 86 at 4, but under Illinois choice of law rules,
“[t]he party seeking the choice-of-law determination bears the burden of demonstrating a
conflict,” Bridgeview Health Care Ctr., Ltd. v. State Farm Fire & Cas. Co., 2014 IL 116389,
¶ 14. Because the Hotel Defendants have failed to identify any conflict between Texas and
Illinois law other than with respect to fault allocation, the Court need not make a choice of law
determination with respect to any other issue at this time. See id. (“A choice-of-law

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determination ‘is required only when a difference in law will make a difference in the outcome.’”
(citation omitted)). The Court will address any other conflicts as they arise.
II.

Personal Jurisdiction over Circassia
A motion to dismiss under Rule 12(b)(2) challenges the Court’s jurisdiction over a party.

Fed. R. Civ. P. 12(b)(2). When a defendant raises a Rule 12(b)(2) challenge, “the plaintiff bears
the burden of demonstrating the existence of jurisdiction.” Curry v. Revolution Lab’ys., LLC,
949 F.3d 385, 392 (7th Cir. 2020) (citation omitted). If the Court rules on the Rule 12(b)(2)
motion without an evidentiary hearing, the plaintiff need only establish a prima facie case of
personal jurisdiction. Id. at 392–93; N. Grain Mktg., LLC v. Greving, 743 F.3d 487, 491 (7th
Cir. 2014). In resolving a Rule 12(b)(2) motion, the Court “accept[s] as true all well-pleaded
facts alleged in the complaint,” Felland v. Clifton, 682 F.3d 665, 672 (7th Cir. 2012), and “reads
the complaint liberally with every inference drawn in favor of [the] plaintiff,” GCIU-Emp. Ret.
Fund v. Goldfarb Corp., 565 F.3d 1018, 1020 n.1 (7th Cir. 2009). However, if the defendant
submits “evidence opposing the district court’s exercise of personal jurisdiction, the plaintiff[ ]
must similarly submit affirmative evidence supporting the court’s exercise of jurisdiction.”
Matlin v. Spin Master Corp., 921 F.3d 701, 705 (7th Cir. 2019). The Court “accept[s] as true
any facts contained in the defendant’s affidavits that remain unrefuted by the plaintiff,” GCIUEmp. Ret. Fund, 565 F.3d at 1020 n.1, but resolves “any factual disputes in the [parties’]
affidavits in favor of the plaintiff,” Felland, 682 F.3d at 672.
In diversity cases, the Court may exercise personal jurisdiction over a defendant only if
personal jurisdiction would be proper in an Illinois court. Hyatt Int’l Corp. v. Coco, 302 F.3d
707, 713 (7th Cir. 2002). Illinois allows for personal jurisdiction to the full extent authorized by
the Illinois and United States Constitutions. KM Enters., Inc. v. Glob. Traffic Techs., Inc., 725

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F.3d 718, 732 (7th Cir. 2013). Although there may be theoretical differences between the federal
and Illinois constitutional standards, the Seventh Circuit has observed that “no Illinois case has
provided a definitive explanation” of these differences. Matlin, 921 F.3d at 705. Moreover, both
constitutional standards essentially focus on whether exercising jurisdiction over a defendant is
fair and reasonable. See KM Enters., 725 F.3d at 732. Thus, a single inquiry into whether the
United States Constitution permits jurisdiction suffices. See, e.g., Curry, 949 F.3d at 393
(citation omitted); Illinois v. Hemi Grp. LLC, 622 F.3d 754, 756–57 (7th Cir. 2010); C.H.
Johnson Consulting, Inc. v. Roosevelt Rds. Naval Station Lands & Facilities Redevelopment
Auth., No. 1:12-cv-08759, 2013 WL 5926062, at *2–3 (N.D. Ill. Nov. 5, 2013); see also Wesly v.
Nat’l Hemophilia Found., 2020 IL App (3d) 170569, ¶ 16 (“[I]t is generally true that, when
federal due process concerns regarding personal jurisdiction are satisfied, so are Illinois due
process concerns.” (alteration in original) (citation omitted)). Jurisdiction is proper under the
Due Process Clause of the United States Constitution if the defendant has “certain minimum
contacts with [the forum state] such that the maintenance of the suit does not offend ‘traditional
notions of fair play and substantial justice.’” Int’l Shoe Co. v. Washington, 326 U.S. 310, 316
(1945) (quoting Millikin v. Meyer, 311 U.S. 457, 463 (1940)). Minimum contacts exist where
“the defendant’s conduct and connection with the forum State are such that he should reasonably
anticipate being haled into court there.” World-Wide Volkswagen Corp. v. Woodson, 444 U.S.
286, 297 (1980); Brook v. McCormley, 873 F.3d 549, 552 (7th Cir. 2017).
Personal jurisdiction comes in two forms: general and specific. See Daimler AG v.
Bauman, 571 U.S. 117, 126–28 (2014); Lexington Ins. Co. v. Hotai Ins. Co., 938 F.3d 874, 878
(7th Cir. 2019). The Hotel Defendants assert that Circassia is subject to both general and
specific jurisdiction in Illinois. The Court will address each in turn.

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A.

General Jurisdiction

The Hotel Defendants argue that Circassia has sufficient contacts with Illinois to support
general personal jurisdiction. General jurisdiction arises when the defendant has “continuous
and systematic” contacts with the forum state. Helicopteros Nacionales de Colombia, S.A. v.
Hall, 466 U.S. 408, 416 (1984). A defendant is subject to general jurisdiction only where its
contacts with the forum state are so “continuous and systematic” that it can be considered “at
home” in the state. Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919
(2011). “This is a demanding standard that requires the defendant to have such extensive
contacts with the state that it can be treated as present in the state for essentially all purposes.”
uBID, Inc. v. GoDaddy Grp., Inc., 623 F.3d 421, 426 (7th Cir. 2010). For corporations, “[t]hus
far, the [Supreme] Court has identified only two places where that [standard] will be met: the
state of the corporation’s principal place of business and the state of its incorporation.” Kipp v.
Ski Enter. Corp. of Wis., 783 F.3d 695, 698 (7th Cir. 2015). However, the Supreme Court has
left open the possibility that “in an ‘exceptional case,’ a corporate defendant’s operations in
another forum ‘may be so substantial and of such a nature as to render the corporation at home in
that State.’” BNSF Ry. Co. v. Tyrrell, --- U.S. ----, 137 S. Ct. 1549, 1558 (2017) (citation
omitted). This is not such an exceptional case.
The Hotel Defendants do not dispute that Circassia is a Delaware corporation with its
principal place of business in North Carolina. Yet, they point to the following five contacts with
Illinois that they contend render Circassia essentially at home in Illinois: (1) Circassia employs
four people in Illinois; (2) Circassia sublets office space to an unaffiliated entity in Illinois;
(3) Circassia arranges with companies to store, distribute, and market its products in Illinois;
(4) Circassia markets its products via email to a national list that may include Illinois recipients;

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and (5) Circassia has fifty-two customers in Illinois. “[T]he general jurisdiction inquiry does not
focus solely on the magnitude of the defendant’s in-state contacts” and instead “calls for an
appraisal of a corporation’s activities in their entirety.” Id. at 1559 (citation omitted). Circassia
is an international company with offices in at least five countries and direct sales across three
continents. Considering this, its Illinois contacts are insufficient to warrant an exception to the
paradigmatic rule that a corporation is only at home in the state of its incorporation and principal
place of business.
First, “[t]he presence of a defendant’s employees in a forum State does not, by itself,
create general jurisdiction in that State over that defendant.” Al Haj v. Pfizer Inc., 338 F. Supp.
3d 741, 750 (N.D. Ill. 2018); see BNSF, 137 S. Ct. at 1559 (finding no general jurisdiction over
company that had two thousand employees in the state in part because these employees
represented less than five percent of the company’s total work force); Page v. Democratic Nat’l
Comm., No. 20 C 671, 2020 WL 8125551, at *2 (N.D. Ill. Aug. 17, 2020) (declining to create
exception and exercise general jurisdiction over non-resident international law firm “with twenty
offices worldwide and partners in at least twelve different states and three different countries”).
Similarly, subletting its vacant office space to an unaffiliated company does not demonstrate that
Circassia intends to be “at home” in Illinois. Cf. Perez v. Air & Liquid Sys. Corp., No. 16-CV00842, 2016 WL 7049153, at *4–5 (S.D. Ill. Dec. 2, 2016) (finding no general jurisdiction even
though company leased office space and employed thousands of people in the state because
“[g]iven the scope of [the company’s] global presence, as well as its activity in other states, [the
company] can ‘scarcely be deemed at home’ in Illinois” (citation omitted)). Instead, Circassia
vacating its Chicago office and moving its U.S. headquarters out of the state indicates the
opposite—that it no longer intends for courts and the public to consider it at home in Illinois.

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The Hotel Defendants have failed to demonstrate that Circassia’s relationships with other
companies to store, distribute, and market its products in Illinois are exclusive or unique to
Illinois, as opposed to a part of Circassia’s national operations. Cf. Congdon v.
Cheapcaribbean.com, Inc., No. 17 C 5502, 2017 WL 5069960, at *7 (N.D. Ill. Nov. 3, 2017)
(finding contacts with Illinois insufficient to exercise general jurisdiction where the same
contacts occurred in all fifty states, including Illinois, and nothing suggested “that any
solicitation, advertising, or sales were conducted with any specificity to Illinois”). Next,
Circassia’s marketing of its products via email to a national list that may include Illinois
recipients does not allow the Court to treat Circassia as if it were physically present in Illinois.
See uBID, 623 F.3d at 424, 426 (finding no general jurisdiction despite “extensive and
deliberate” marketing contacts in the state because the company “has taken pains to limit its
physical presence to Arizona” and the Illinois advertising was part of a nationwide campaign).
Last, the Hotel Defendants have failed to demonstrate that Circassia’s fifty-two Illinois
costumers over a six-year period are sufficient to permit the exercise of general jurisdiction in
Illinois as opposed to any other state in the country. See BNSF, 137 S. Ct. at 1559 (declining to
exercise general jurisdiction over railroad that generated less than ten percent of its total revenue
from the state because the contacts merely indicated that the railroad did business in the state).
The Hotel Defendants inappropriately focus on Circassia’s Illinois contacts without
providing the necessary metrics for the Court to assess Circassia’s global business in its entirety.
See Patera v. Bartlett, No. 15 C 50190, 2016 WL 773225, at *3 (N.D. Ill. Feb. 29, 2016)
(“Plaintiff has not made any allegations as to the [] Defendants’ ‘activities in their entirety.’ She
has only made allegations concerning the [] Defendants’ Illinois activities. These allegations are
insufficient to make a prima facie showing of general jurisdiction over the [] Defendants.”);

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Hayward v. Taylor Truck Line, Inc., No. 15-cv-00866, 2015 WL 5444787, at *5 (N.D. Ill. Sept.
14, 2015) (“[Plaintiff’s] focus on [defendant’s] contacts with Illinois [] lack the relevant
nationwide context necessary for the Court to conduct a proper analysis under Daimler and
Goodyear.”). Based on the contacts the Hotel Defendants rely upon here, Circassia would likely
be at home in all states in which it conducts business. Because the Supreme Court has made
clear that this is not appropriate, Daimler, 571 U.S. at 139 n.20 (“A corporation that operates in
many places can scarcely be deemed at home in all of them.”), the Hotel Defendants have not
met their burden of establishing a prima facie case of general jurisdiction and the Court declines
to exercise general jurisdiction over Circassia.
B.

Specific Jurisdiction

Next, the Hotel Defendants assert that the Court has specific jurisdiction over Circassia
because Circassia purposefully availed itself of the privilege of conducting activities in Illinois
by employing Kosar, an Illinois resident, and the Hotel Defendants’ third-party complaint arises
out of Circassia’s employment of Kosar. Specific jurisdiction arises “when the defendant
purposefully directs its activities at the forum state and the alleged injury arises out of those
activities.” Mobile Anesthesiologists Chi., LLC v. Anesthesia Assocs. of Houston Metroplex,
P.A., 623 F.3d 440, 444 (7th Cir. 2010); see also Abelesz v. OTP Bank, 692 F.3d 638, 654 (7th
Cir. 2012) (“Specific jurisdiction is jurisdiction over a specific claim based on the defendant’s
contacts with the forum that gave rise to or are closely connected to the claim itself.”).
Therefore, to establish specific jurisdiction, the Hotel Defendants must show that:
“(1) [Circassia] has purposefully directed [its] activities at the forum state or purposefully
availed [itself] of the privilege of conducting business in the state; (2) the alleged injury arises
out of or relates to [Circassia’s] forum-related activities; and (3) any exercise of personal

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jurisdiction . . . comport[s] with traditional notions of fair play and substantial justice.” Rogers
v. City of Hobart, 996 F.3d 812, 819 (7th Cir. 2021). The Hotel Defendants argue that
“[a]lthough the underlying lawsuit is not about plaintiff’s employment relationship with
Circassia, the occurrence on which the lawsuit is based directly arises from [Kosar’s]
employment relationship with Circassia.” Doc. 95-1 at 11–12. Circassia responds by asserting
that the lawsuit arises from or relates to Circassia’s contacts (if any) with states other than
Illinois, like Texas. The Court agrees that the alleged injuries here do not arise out of or relate to
Kosar’s employment relationship with Circassia.
To support specific jurisdiction, Circassia’s minimum contacts with Illinois must be
“suit-related;” in other words, “[t]here must be a ‘connection between the forum and the specific
claims at issue.’” Curry, 949 F.3d at 400 (citations omitted). The alleged injury must “arise out
of or relate to” Circassia’s contacts with Illinois; meaning Circassia’s Illinois contacts must have
caused or relate to the injury. Ford Motor Co. v. Mont. Eighth Jud. Dist. Ct., --- U.S. ----, 141 S.
Ct. 1017, 1026 (2021). The specific claims at issue here are for indemnification and contribution
for any judgment against the Hotel Defendants with respect to the injuries Kosar sustained in
Texas. The indemnification claim alleges that Circassia breached its duties under the Contract,
which has no connection to Illinois: Circassia negotiated the Contract’s terms in North Carolina
and performed (or failed to perform) the Contract in either Texas and/or North Carolina. As the
Hotel Defendants admit in their choice of law briefing, “[t]he relationship between Circassia and
the Hotel is centered in Texas, as these two parties entered into the Subject Contract for
Circassia’s Reception to be held at the Hotel, which is located in Addison, Texas. Further, the
Hotel’s performance under the Subject Contract took place in Texas.” Doc. 65 at 11.

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The contribution claim alleges that Circassia’s negligent conduct caused Kosar’s injuries
and therefore, Circassia, rather than the Hotel Defendants, is liable for any resulting damages.
Again, as the Hotel Defendants admit elsewhere, the lawsuit “does not allege that any negligent
conduct on the part of any defendant occurred anywhere other than within the state of Texas.”
Id. at 10. Therefore, no alleged negligent conduct took place in Illinois and the alleged injury did
not arise from any of Circassia’s Illinois contacts. Compare Rogers, 996 F.3d at 820 (finding
claims did not arise out of defendant’s Illinois contacts where all of defendant’s alleged unlawful
actions took place in Indiana), with Tamburo v. Dworkin, 601 F.3d 693, 709 (7th Cir. 2010)
(finding claims arose directly out of defendants’ Illinois contacts where defendants “expressly
aimed their allegedly tortious conduct at [plaintiff] and his Illinois-based business for the
purpose of causing him business there”). Therefore, the alleged injuries in the third-party
complaint do not arise out of or relate to Circassia’s contacts with Illinois. See Leppert v.
Champion Petfoods USA Inc., No. 18 C 4347, 2019 WL 216616, at *4 (N.D. Ill. Jan. 16, 2019)
(finding “Plaintiffs fail[ed] to identify any link between Illinois and the specific [] claims that
due process requires” where “all conduct giving rise to the [] claims occurred in Ohio”).
Moreover, “[t]he plaintiff . . . cannot be the only link between the defendant and the
forum.” Rogers, 996 F.3d at 820 (citations omitted). Hotel Defendants admit that Kosar’s
“status as an Illinois domiciliary is the sole connection that the state of Illinois has with this
lawsuit.” Doc. 65 at 10. A plaintiff’s presence in the forum state is insufficient to satisfy the
“defendant-focused ‘minimum-contacts’ inquiry.” Walden v. Fiore, 571 U.S. 277, 284 (2014);
see, e.g., Gilman Opco LLC v. Lanman Oil Co., No. 13-cv-7846, 2014 WL 1284499, at *5 (N.D.
Ill. Mar. 28, 2014) (rejecting argument that the Court should consider plaintiffs’ presence in the
forum and the fact that they sustained injuries as part of defendants’ forum-related contacts).

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Although this lawsuit undoubtedly would not have occurred had Circassia not hired Kosar or
invited him to the National Sales Meeting, Circassia’s employment relationship with Kosar did
not cause and does not relate to the alleged injury here. Cf. Grant-Overton v. Fort Wayne Urb.
League, Inc., No. 20-CV-1028, 2021 WL 1549736, at *4–5 (N.D. Ind. Apr. 20, 2021) (finding
employment discrimination claim arose out of employer’s contacts with the forum state where
employer had oversight of plaintiff’s termination in forum state because those contacts related to
plaintiff’s wrongful termination claim). Such a distant connection between a suit and a
defendant’s forum contacts does not comport with the traditional notions of fair play and
substantial justice. Cf. Honorato v. Mt. Olympus Enters., Inc., No. 20 C 3385, 2020 WL
5800730, at *3 (N.D. Ill. Sept. 29, 2020) (finding defendant’s Illinois contacts in wrongful death
suit did not cause the alleged injury because “the sale[s] . . . and advertising in Illinois have
nothing to do with the premise liability of a parking lot in Wisconsin”). Accordingly, the Hotel
Defendants have not met their burden of establishing a prima facie case of specific jurisdiction.
C.

Transfer

At the end of its briefing, the Hotel Defendants ask the Court to transfer the case to the
United States District Court for the Northern District of Texas pursuant to 28 U.S.C. § 1631 if
the Court finds it lacks jurisdiction over Circassia. Section 1631 provides that if “there is a want
of jurisdiction, the court shall, if it is in the interest of justice, transfer such action or appeal to
any other such court . . . in which the action or appeal could have been brought.” 28 U.S.C.
§ 1631. Circassia objects to this transfer, arguing it would not be in the interest of justice.
Courts have come to different conclusions regarding whether § 1631 allows a district court to
transfer a case based on a lack of personal jurisdiction, as opposed to subject matter jurisdiction.
See Salkauskaite v. Sephora USA, Inc., No. 18-cv-08507, 2020 WL 2796122, at *5 (N.D. Ill.

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May 30, 2020) (collecting cases); Greene v. Mizuho Bank, Ltd., 169 F. Supp. 3d 855, 866 (N.D.
Ill. 2016) (same). The Seventh Circuit has not decided the issue. See Carpenter-Lenski v.
Ramsey, No. 99-3367, 2000 WL 287651, at *2 (7th Cir. Mar. 14, 2000) (collecting cases and
noting “[w]e have not addressed this issue, and need not reach it in this case”).
However, assuming § 1631 gives the Court authority to transfer the case, the Hotel
Defendants have not identified any reasons why transfer would further the interests of justice and
the Court does not find any. Whether “a plaintiff is time-barred from refiling in a proper court is
‘a compelling reason for transfer.’” Id. (citation omitted). However, the Hotel Defendants do
not assert any concerns regarding time-bars and based on the Court’s understanding, there should
not be any. See Smith Int’l, Inc. v. Egle Group, LLC, 490 F.3d 380, 386 (5th Cir. 2007) (“Under
Texas law, indemnity and breach of contract claims are subject to a four-year statute of
limitations.”); Curtis v. Cerner Corp., 621 B.R. 141, 159 (S.D. Tex. 2020) (“The statute of
limitations for a breach of contract is four years.”). Moreover, Circassia does not admit that the
Northern District of Texas has jurisdiction over it and objects to transferring the suit in part
because of the hardship it would cause. Cf. Rieke Corp. v. Am. Flange & Mfg. Co., No. 06-CV275, 2007 WL 1724897, at *9 (N.D Ind. June 12, 2007) (transferring case pursuant to § 1631
where defendant admitted Northern District of Illinois had jurisdiction over it and “no
perceivable hardship” would result). As a result, the Court declines to transfer the third-party
complaint to the Northern District of Texas.

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Case: 1:20-cv-01736 Document #: 113 Filed: 11/16/21 Page 16 of 16 PageID #:1836

CONCLUSION
For the foregoing reasons, the Court grants in part the Hotel Defendants’ motion for
choice of law determination [65] and will apply Texas substantive law to the issues of joint and
several liability and contribution. The Court grants Circassia’s motion to dismiss [67] and
dismisses the third-party complaint without prejudice.

Dated: November 16, 2021

______________________
SARA L. ELLIS
United States District Judge

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