Rist et al v. Xcentric Ventures LLC et al
Filing
9
MEMORANDUM AND ORDER denying 5 Motion to Dismiss for Lack of Jurisdiction without prejudice. Signed by Judge Marvin J. Garbis on 6/12/13. (apls, Deputy Clerk)
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND
RICHARD RIST;
THE LARGE ART COMPANY
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Plaintiffs
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vs.
CIVIL ACTION NO. MJG-12-3660
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XCENTRIC VENTURES, LLC;
DOES I-III
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Defendants
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*
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MEMORANDUM AND ORDER RE: MOTION TO DISMISS
The Court has before it Defendant Xcentric Ventures, LLC’s
Motion to Dismiss the Complaint for Lack of Juridiction [sic]
[Document 5] and the materials submitted relating thereto.
The
Court has reviewed the briefs and accompanying materials and
finds a hearing unnecessary.
I.
INTRODUCTION
At all times relevant hereto, (1) Plaintiff Richard Rist
(“Rist”), a Maryland resident, has been the owner of Plaintiff
The Large Art Company (“LAC”), a Maryland corporation, and (2)
Defendant Xcentric Ventures, LLC (“Xcentric”), an Arizona
company, has operated a website known as the “Ripoff Report.”
Rist has sued Xcentric and three John Doe Defendants for
publishing defamatory statements in the Ripoff Report.
By the instant motion, Xcentric seeks dismissal, contending
that, with regard to claims against it, this District is not a
proper venue, and this Court lacks personal jurisdiction over
it.
II.
LEGAL FRAMEWORK
A.
Venue
“The appropriate venue of an action is a procedural matter
that is governed by federal rule and statutes.”
Albermarle
Corp. v. AstraZeneca UK Ltd., 628 F.3d 643, 650 (4th Cir.
2010)(citing Rule1 12(b)(3), 28 U.S.C. § 1391, and 28 U.S.C. §
1406(a)).
When a Rule 12(b)(3) motion to dismiss is filed, the
plaintiff bears the burden to establish that venue is proper in
the judicial district in which the plaintiff has brought the
action.
Jones v. Koons Auto., Inc., 752 F. Supp. 2d 670, 679-80
(4th Cir. 2010).
When considering a motion to dismiss for improper venue, a
court must view all reasonable inferences and facts in the
plaintiff’s favor.
Id. at 680; CoStar Realty Info., Inc. v.
Field, 612 F. Supp. 2d 660, 672 (D. Md. 2009).
However, the
court is free to consider evidence outside the pleadings, unlike
1
All Rule references herein refer to the Federal Rules of Civil
Procedure.
2
under a Rule 12(b)(6) motion.
Sucampo Pharms., Inc. v. Astellas
Pharma, Inc., 471 F.3d 544, 549-50 (4th Cir. 2006).
B.
Personal Jurisdiction
When a defendant moves pursuant to Rule 12(b)(2) to dismiss
a complaint for lack of personal jurisdiction, the burden is on
the plaintiff “to prove grounds for jurisdiction by a
preponderance of the evidence.”
Carefirst of Md., Inc. v.
Carefirst Pregnancy Ctrs., Inc., 334 F.3d 390, 396 (4th Cir.
2003).
“If the existence of jurisdiction turns on disputed factual
questions the court may resolve the challenge on the basis of a
separate evidentiary hearing, or may defer ruling pending
receipt at trial of evidence relevant to the jurisdictional
question.”
Combs v. Bakker, 886 F.2d 673 (4th Cir. 1989).
However, if the court decides to rule on the basis of the
complaint, affidavits, and discovery materials, without
conducting an evidentiary hearing, “the plaintiff need only make
a prima facie showing of personal jurisdiction,” and the court
is to “take all disputed facts and reasonable inferences in
favor of the plaintiff.”
Carefirst, 334 F. 3d at 396.
3
III. DISCUSSION
A.
Background
Xcentric’s website, the Ripoff Report, allows registered
users to post, free of charge, consumer complaints, called
“Reports,” against any business or individual located anywhere.
The Ripoff Report is characterized as a “worldwide consumer
reporting Website and publication by consumers and for
consumers.”
Compl. ¶ 13, ECF No. 1.
The website contains
advertisements encouraging and soliciting users to submit
Reports against companies and individuals that “rip them off.”2
These Reports can be viewed by anyone, free of charge.
At
present, it appears the Ripoff Report website contains
approximately 700,000 Reports and millions of additional
comments pertaining to companies and individuals in many
locations. Mot. 2, ECF No. 5.
About 8,300 (1.2%) of these
Reports refer to Maryland residents and businesses.3
Xcentric has a firm policy of never removing any Report
from its database – regardless of whether a Report is claimed to
contain defamatory statements or whether the original author
2
E.g., an advertisement appearing next to each Report reads:
“Victim of a Rip-off? Don’t get mad, get revenge!” Compl. ¶
13, ECF No. 1.
3
Plaintiffs state that this information was obtained by using
the Ripoff Report website’s advanced search feature, which
allows users to search for Reports by state. Opp’n 3, ECF No.
6.
4
asks for it to be removed. Nor will Xcentric remove a Report for
compensation.
A rebuttal, however, is allowed to be posted,
free of charge.
As discussed below, the parties present materially
conflicting positions relating to the actions taken by Xcentric
with regard to the content and presentation of the alleged
defamatory statements made in the Reports.
There is, however,
no doubt that Xcentric offers services, for a fee, to those who
are the subject of derogatory statements in Reports, i.e.,
arbitration and/or membership in a Corporate Advocacy Program
(“CAP”) to assist the subject of an adverse Report to repair its
reputation.
Six Maryland companies have become CAP members.
Opp’n 3, ECF No. 6; Reply 2, ECF No. 8.4
Sometime prior to January 21, 2012, the three Reports at
issue were posted on the website.
These contained allegedly
defamatory statements about Plaintiffs, for example:
Large Art Company is operated by
Richard Rist. He is a fraud and ripped us
off and he disrespected the memory of our
son. He sold us a piece of art that he
claimed was manufactured in the U.S. and
when we received the bronze it had a sticker
on the bottom of it that said it was made in
Mexico. . . . we were informed that Large
4
Initially, Xcentric averred that no CAP customers were Maryland
companies. In its Reply, it explained that the search had
initially been conducted using the full name “Maryland,” but
when it modified the search to include “MD,” the six companies
were found. Reply 2, ECF No. 8.
5
Art had been ripping off their copyrighted
works and selling them . . . .
Compl. ¶ 33 (Armydog from New York).
A WARNING to bronze art and sculpture
buyers . . . a string of lies I was told to
when they began their attempted RIP OFF! . .
. Do not do business with this company
[LAC]; they will say whatever it takes to
get your money, then SCREW You . . . .
Compl. ¶ 47 (Vanessa from Maine).
LARGE ART IS STILL SELLING KNOCK OFFS .
. . . This company damages artists of their
[sic] reputation, integrity, income, since
many years and fools clients. . . .
Compl. ¶ 61 (Christin from Munich, Germany).
On January 31, 2012, Rist – having become aware of the
Reports at issue - contacted Xcentric by email to ask about the
arbitration services.
Opp’n, Ex. K, ECF No. 6-11. In response,
Xcentric provided information about the arbitration services for
which it charged a fee and suggested CAP (another fee-producing
service) as another option.
Rist decided to eschew the offered fee-bearing services and
to file a free rebuttal to one of the Reports.
The rebuttal
appeared on the website following the Report posted by
“Christin” from Munich, Germany, stated that the adverse
statements in the Report were false, that Rist suspected that
the Report was made by a competitor, and contained a link to the
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Better Business Bureau record on LAC.
See Mot. Ex. 1, ECF No.
5-1.
The “author” of the Report, now identifying him/herself as
“Impala – Bad Kohlgrub (Germany),” responded a few days later by
reiterating the complaint that LAC sells knockoffs and including
a link to www.bronzecopyright.com.
Id.
Rist then filed the instant lawsuit.
By the instant
motion, Xcentric seeks dismissal contending that Plaintiffs are
bound by a forum selection agreement and that it is not subject
to the personal jurisdiction of this Court.
B.
Venue – Forum Selection Agreement
Rist was required to check a box prior to posting his
rebuttal, agreeing to the following provision:
By posting this report/rebuttal, I attest this
report is valid. I am giving Rip-off Report
irrevocable rights to post it on the website. I
acknowledge that once I post my report, it will not
be removed, even at my request. Of course, I can
always update my report to reflect new developments
by clicking on UPDATE. Further, I agree that by
posting the report/rebuttal that the State of
Arizona has exclusive jurisdiction over any disputes
between me and the operators of Rip-off Report
arising out of this posting.
Mot. 5, ECF No. 5.
The Court will assume that Rist agreed to the provision.
Nevertheless, the most reasonable, indeed the only reasonable,
interpretation of the term “this posting” in the provision is as
7
a reference to the posting of the rebuttal.
Therefore, the
provision does not bind Rist or LAC with regard to the subject
matter of the lawsuit, the posting of the three Reports at
issue.
Accordingly, the Court finds the forum selection provision
does not render the District of Maryland an improper venue.
C.
Personal Jurisdiction
Xcentric is not a Maryland resident.
It has no property,
assets, employees, or registered agent in Maryland, and it is
not registered to do business in Maryland.
For a federal district court to exercise personal
jurisdiction over a nonresident defendant, two requirements must
be satisfied:
1.
The exercise of personal jurisdiction must be
authorized under the long-arm statute of the
state in which the court is located; and
2.
The exercise of jurisdiction must comport with
the due process requirements of the Fourteenth
Amendment.
ASCO Healthcare, Inc. v. Heart of Tx. HealthCare and Rehab.,
Inc., 540 F. Supp. 2d 634, 640 (D. Md. 2008).
Maryland’s long-arm statute limits jurisdiction to cases
where the cause of action “aris[es] from any act enumerated” in
the statute itself.
Md. Code Ann., Cts. & Jud. Proc. § 6–
8
103(a).5
Thus, a plaintiff must identify the statutory provision
that authorizes jurisdiction.
Ottenheimer Publishers, Inc. v.
Playmore, Inc., 158 F. Supp. 2d 649, 652–53 (D. Md. 2001).
Plaintiffs in the instant case have identified the Maryland
long-arm statute, § 6-103(b)(1), (2), (3), and (4)6 which
authorizes “general” and “specific” jurisdiction.
Maryland’s long-arm statute has been interpreted as
extending to the constitutional limits of the Due Process Clause
of the Fourteenth Amendment.
Carefirst, 334 F.3d at 396-97.
Accordingly, the two inquiries essentially merge into a single
inquiry: does the defendant have “minimum contacts” with
Maryland, so that requiring the defendant to defend its
interests here “does not offend traditional notions of fair play
and substantial justice.”
Id. (quoting Int’l Shoe Co. v.
Washington, 326 U.S. 310, 316 (1945)).
The nature of the claim
and the defendant’s contacts with the state determine whether a
court may assert general or specific jurisdiction.
As stated by Judge Motz of this Court:
5
All statutory references herein are to Md. Code Ann., Cts. &
Jud. Proc. unless otherwise indicated.
6
See Compl. ¶ 6 (alleging jurisdiction under § 6-103(b)(1)-(3)).
Additionally, Plaintiffs state that by Xcentric’s publishing
defamatory reports on Maryland residents and soliciting them to
remediate the effects, Xcentric’s actions also fall squarely
within § 6-103(b)(4), which satisfies general jurisdiction.
Opp’n 14.
9
Under due process analysis, there are
two types of personal jurisdiction: specific
and general. Specific jurisdiction is
available when the plaintiff’s claim arises
out of the defendant’s contacts with the
forum state. General jurisdiction is
available only where the defendant’s
contacts with the forum state are
“continuous and systematic.” The level of
contacts required for the exercise of
general jurisdiction is “significantly
higher” than that required for the exercise
of specific jurisdiction.
Estate of Bank v. Swiss Valley Farms Co., 286 F. Supp. 2d 514,
517 (D. Md. 2003) (quoting Helicopteros Nacionales de Colombia
v. Hall, 466 U.S. 408, 414, 415 (1984), and ESAB Group, Inc. v.
Centricut, Inc., 126 F.3d 617, 623 (4th Cir. 1997)).
1.
General Jurisdiction
The Maryland long-arm statute provides as to general
jurisdiction, in pertinent part:
A court may exercise personal
jurisdiction over a person, who directly or
by an agent:
. . . .
(4) Causes tortious injury in the State or
outside of the State by an act or omission
outside the State if he regularly does or
solicits business, engages in any other
persistent course of conduct in the State or
derives substantial revenue from goods,
food, services, or manufactured products
used or consumed in the State;
§ 6-103(b)(4).
The Fourth Circuit has stated that “with regard to nonresidents, general jurisdiction is ordinarily reserved for those
10
defendants who have such substantial contacts with the forum
state that they may be considered ‘essentially domiciled’ within
that state.” Estate of Bank, 286 F. Supp. 2d at 517-18 (quoting
Atlantech Distribution, Inc. v. Credit Gen. Ins. Co., 30 F.
Supp. 2d 534 (D. Md. 1998)).
Certainly, general personal
jurisdiction may not be found solely by virtue of Internet
presence alone.
Id. at 518.
Plaintiffs allege that Xcentric maintains much more than a
simple Internet presence in Maryland; it solicits and conducts
business in Maryland by publishing defamatory statements about
Maryland residents and then soliciting them to remediate the
effects by purchasing Xcentric services. Plaintiffs assert that
these actions fall squarely within § 6-103(4).
Plaintiffs seek to rely upon Bass v. Energy Transp. Corp.,
787 F. Supp. 530 (D. Md. 1992).
In Bass, the court exercised
general personal jurisdiction over the owner of a vessel on
which a seaman was injured, even though the vessel owner’s only
contact with Maryland was through a union that maintained its
principal office and training facility in Maryland.
The court
found this satisfied due process standards for “sufficiently
extensive, continuous, and systematic” contacts with Maryland
because the relationship was over a 15-year period, the union
was the vessel owner’s sole and exclusive bargaining
11
representative for all unlicensed seaman over that period, the
vessel owner had hired all of its unlicensed seamen through the
union for 14 years, and the union trained a substantial number
of these seamen to the vessel owner’s specifications in a
Maryland training facility. Bass, 787 F. Supp. at 535 (quoting
Goodyear Tire & Rubber Co. v. Ruby, 540 A.2d 482, 486 (Md.
1988)).
Xcentric’s contacts with Maryland as alleged by Plaintiff
do not approach a level comparable to that present in Bass.
Only a small percentage of Reports relate to Maryland residents,
there are only a few Maryland-based CAP customers, and there is
nothing indicating that, as a general matter, Xcentric targeted
Maryland residents.
See, e.g., Robbins v. Yutopian Enters.,
Inc., 202 F. Supp. 2d 426, 429 (D. Md. 2002) (finding
defendant’s contacts with Maryland insufficient to conclude that
it was “essentially domiciled” in Maryland and citing similar
cases).
Accepting Plaintiffs’ allegations as true and giving
Plaintiffs the benefit of every reasonable inference, the Court
cannot find that Xcentric’s contacts with Maryland establish
extensive, continuous, and systematic general business conduct
sufficient to permit the exercise of general personal
jurisdiction.
Indeed, to accept Plaintiffs’ position would
12
render Xcentric subject to general jurisdiction in virtually
every State in which there resided any subject of an adverse
Report.
The Court concludes that it lacks general jurisdiction over
Defendant Xcentric.7
Of course, the absence of general
jurisdiction does not foreclose the presence of specific
jurisdiction.
2.
Specific Jurisdiction
The Maryland long-arm statute provides as to specific
jurisdiction, in pertinent part:
A court may exercise personal
jurisdiction over a person, who directly or
by an agent:
(1) Transacts any business or performs any
character of work or service in the State;
(2) Contracts to supply goods, food,
services, or manufactured products in the
State;
(3) Causes tortious injury in the State by
an act or omission in the State;
§ 6-103(b)(1)-(3).
Xcentric’s contacts with Maryland are through the Internet.
As stated recently by the United States Court of Appeals for the
Fourth Circuit:
7
The Court further finds that no valid purpose would be served
by permitting discovery regarding the general jurisdiction
contention.
13
Personal jurisdiction over persons
conducting business on the Internet is
determined under a standard that has evolved
as necessary to accommodate the nature of
the Internet. That standard begins with the
principle that the Due Process Clause
prohibits a court from exercising personal
jurisdiction over a defendant unless that
defendant has certain minimum contacts such
that the maintenance of the suit does not
offend traditional notions of fair play and
substantial justice. Such contacts exist
when a defendant purposely avails itself of
the privilege of conducting activities
within the forum State, thus invoking the
benefits and protections of its law. . . .
Thus, a defendant outside the forum State
must have at least “aimed” its challenged
conduct at the forum State.
Tailoring these principles to
electronic Internet activity, we have
adopted a three-part inquiry to determine
whether a defendant is subject to
jurisdiction in a State because of its
electronic transmissions to that State. The
inquiry considers:
(1) the extent to which the defendant
purposely availed itself of the privilege of
conducting activities in the State;
(2) whether the plaintiffs’ claims arise out
of those activities directed at the State;
and
(3) whether the exercise of personal
jurisdiction would be constitutionally
reasonable.
Unspam Technologies, Inc. v. Chernuk, --- F.3d ----, 2013 WL
1849080, *5 (4th Cir. May 3, 2013) (internal citations and
quotation marks omitted).
14
The question is whether, in regard to the particular
alleged defamatory statements at issue, the Court can exercise
specific personal jurisdiction over Xcentric as distinguished
from the authors of the subject Reports.
a.
Authors of Posted Reports
The Supreme Court in Calder v. Jones held that minimum
contacts could be established for the purposes of finding
specific jurisdiction where a defendant, although acting outside
of the forum state, “intentionally directed his tortious conduct
toward the forum state, knowing that the conduct would cause
harm to a forum resident.” Allcarrier Worldwide Servs., Inc. v.
United Network Equip. Dealer Ass’n, 812 F. Supp. 2d 676, 681 (D.
Md. 2011)(citing Calder v. Jones, 465 U.S. 783, 789-90 (1984)).
The Court emphasized that a finding of specific jurisdiction was
not based on the mere foreseeability of a defamatory article’s
circulation and effects in the state, but because “their
intentional, and allegedly tortious, actions were expressly
aimed”8 at the state.
Calder, 465 U.S. at 789.9
8
The Fourth Circuit reads the “express aiming” requirement
“narrowly to require that the forum state be the focal point of
the tort.” Cleaning Authority, Inc. v. Neubert, 739 F. Supp. 2d
807, 815 (D. Md. 2010).
15
Plaintiffs allege, and for present purposes,10 the Court
assumes, that each of the John Doe Defendants caused the
publication on Ripoff Report of defamatory statements aimed at
Plaintiffs (Maryland domiciliaries) with the intention of
causing them harm in Maryland.
On these assumed facts, the
Court would have personal specific jurisdiction over such a
Defendant.
b.
Defendant Xcentric
As stated above, the United States Court of Appeals for the
Fourth Circuit has
adopted a three-part inquiry to determine
whether a defendant is subject to
jurisdiction in a State because of its
electronic transmissions to that State. The
inquiry considers:
(1) the extent to which the defendant
purposely availed itself of the privilege of
conducting activities in the State;
(2) whether the plaintiffs’ claims arise out
of those activities directed at the State;
and
9
See also Unspam, 2013 WL 1849080, at *5 (“[A] defendant outside
the forum State must have at least ‘aimed’ its challenged
conduct at the forum State.”).
10
I.e., the instant motion filed by Xcentric without the
participation of any John Doe Defendant. Any contention that
may be made by a John Doe Defendant shall be considered in due
course.
16
(3) whether the exercise of personal
jurisdiction would be constitutionally
reasonable.
Unspam, 2013 WL 1849080 at *5.
With regard to the first Unspam factor, purposeful
availment, the instant case presents facts similar to, although
not identical with, those presented in Hare v. Richie, Civil
Action No. ELH-11-3488, 2012 WL 3773116 (D. Md. August 29,
2012).
In Hare, an Arizona-based defendant, Dirty World, LLC,
published defamatory statements about a Maryland resident on its
Internet website entitled “thedirty.com.”
In Hare, decided
prior to Unspam, the Court found the Defendants to have
purposely availed themselves of the privilege of conducting
activities in the State, stating:
In sum, this is not a case where
personal jurisdiction is based solely on the
posting of information on a website that
happens to be accessible in Maryland.
Rather, this case involves information
posted on a website that specifically
targets a Maryland audience. In the words of
[ALS Scan, Inc. v. Digital Service
Consultants, Inc., 293 F.3d 707, 714 (4th
Cir. 2002)], Dirty World “directs electronic
activity into the State” of Maryland, and
does so “with the manifested intent of
engaging in business or other interactions
within the State,” thus satisfying the first
two prongs of the adapted Zippo11 analysis.
11
Zippo Mfg. Co. v. Zippo Dot Com, Inc., 952 F. Supp. 1119 (W.D.
Pa. 1997), substantially adopted in ALS Scan, 293 F.3d at 714.
17
Moreover, the third prong is also satisfied,
because the electronic activity that forms
the basis of the jurisdictional contacts
also forms the basis of Dirty World’s
alleged liability: the activity “creates, in
a person within the State, a potential cause
of action cognizable in the State’s courts.”
For the foregoing reasons, I conclude that
Dirty World possesses the requisite minimum
contacts with Maryland to constitute
purposeful availment.
Hare, 2012 WL 3773116 at *12.
The Court finds that the question of whether, with respect
to the specific claims at issue in the instant case, Xcentric
purposefully availed itself of the privilege of conducting
business in Maryland, presents issues that require a more
complete record for resolution.
For example, there are disputes as to the details, and
conclusions to be drawn, relating to Xcentric’s participation in
changing, or adding to, Reports presented for publication by an
author.
Plaintiffs allege that Xcentric does more than just
publish Reports written by others but also adds original content
prior to publication.
Compl. ¶ 23.
This is accomplished
through prompting for specific information and requiring the
user to select a category from an Xcentric list, which includes
“Con Artists” and “Liars.”
Compl. ¶ 24.
Xcentric also creates
metatags, which are read by search engines and used to create
the title page by adding the content “Rip-off Report” to the
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beginning of the title that was created by the Report’s writer.
Compl. ¶ 26-30.
Plaintiffs add that Xcentric surrounds the
postings with commentary such as, “Don’t let them get away with
it...let the truth be known!” that enhances the negative impact
of the content in the Report. Compl. ¶ 31. Xcentric avers that
the audit logs of the three reports confirm that there were no
changes to the content between what was submitted by the user
and what appears on the website.
Mot. Ex. B, ECF No. 5-2.
There are also disputes regarding the import of Xcentric’s
direct solicitation or offering of fee-producing services to
those – such as Plaintiffs – who have been the subject of
derogatory Reports.
Xcentric’s business practice in this regard
may be, but not necessarily would be, found to provide an
incentive for it to augment the negative aspects of a Report so
as to promote a need for its fee-producing services by the
specific subjects.
There is no doubt that Plaintiffs have satisfied the second
Unspam factor.
Plaintiffs’ claims arise out of the particular
activities (publication of the Reports at issue) that were
directed at Maryland.12
The record does not present a basis to hold that the
exercise of specific personal jurisdiction over Xcentric would
12
Of course, the Court is not now addressing the substantive
merits of Plaintiffs’ claims.
19
not be constitutionally reasonable.
See, e.g., Hare, 2012 WL
3773116 at *12-13.
The “bottom line,” based on the current record, in the
absence of an evidentiary hearing and findings of fact, is that
Plaintiffs have made a prima facie showing of specific personal
jurisdiction sufficient to avoid dismissal.
However, the Court
will afford Xcentric the opportunity to renew its motion and
request an evidentiary hearing and findings of fact.
IV.
CONCLUSION
For the foregoing reasons:
1.
Defendant Xcentric Ventures, LLC’s Motion to
Dismiss the Complaint for Lack of Juridiction
[sic] [Document 5] is DENIED WITHOUT PREJUDICE TO
RENEWAL WITH A REQUEST FOR EVIDENTIARY HEARING.
2.
Any renewed motion shall be filed by June 28,
2013.
a.
The renewed motion may be stated briefly,
without a supporting memorandum, as simply
renewing the aforesaid motion with a request
for evidentiary hearing.
b.
Plaintiffs need not respond to the renewed
motion and shall be deemed to oppose it.
c.
Plaintiffs shall arrange a telephone
conference regarding the scheduling or
proceedings, including any necessary
discovery, relating to the renewed motion.
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3.
In the absence of a renewed motion, Plaintiffs
shall arrange a telephone conference to be held
by July 12, 2013 to discuss the scheduling of
further proceedings herein.
SO ORDERED, on Thursday, June 13, 2013.
__
/s/_____________
Marvin J. Garbis
United States District Judge
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