JEFFS v. WORLD MONUMENTS FUND, INC. et al

Filing 20

MEMORANDUM AND/OR OPINION. SIGNED BY HONORABLE C. DARNELL JONES, II ON 10/25/2017. 10/27/2017 ENTERED AND COPIES E-MAILED.(kp, )

IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF PENNSYLVANIA
BENJAMIN JEFFS
Plaintiff,

:
:
:
v.
:
:
WORLD MONUMENTS FUND, INC., et al. :
:
Defendants.
:
Jones, II

CIVIL ACTION
NO.: 17-198

J.
October 25, 2017
MEMORADUM

Defendant World Monuments Fund, Inc. is a non-profit New York corporation that has
its principal place of business in New York City. Defendants Lisa Ackerman and Joshua David
are the Executive Vice President and President of WMF, respectively. Ackerman recruited and
hired Plaintiff, a citizen and then resident of the United Kingdom, to work in WMF’s New York
office. Plaintiff moved to Pennsylvania for the position and commuted to WMF’s New York
office daily. Defendant WMF terminated Plaintiff’s employment after only one year, allegedly in
contravention of the guaranteed term of employment promised in Plaintiff’s employment
contract. As a result thereof, Plaintiff commenced the instant action alleging violations of state
labor laws, breach of contract, and fraud. Pursuant to Federal Rule of Civil Procedure 12(b)(2),
Defendants moved to dismiss each count of the Amended Complaint for lack of personal
jurisdiction. For the reasons that follow, Defendants’ Motion is GRANTED, and this case is
DISMISSED.

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BACKGROUND
In support of their Motion, Defendants present affidavits attesting to their limited
contacts with Pennsylvania. (Declaration of Joshua David, March 22, 2017; Declaration of Lisa
Ackerman, March 23, 2017.) Plaintiff submits an affidavit in opposition to Defendants’ Motion,
but does not challenge the veracity of the statements Defendants proffer. (Declaration of
Benjamin Jeffs, May 19, 2017.) As such, the Court deems the jurisdictional facts in this case
largely undisputed.
Plaintiff Benjamin Jeffs is a citizen and former resident of the United Kingdom currently
residing in Philadelphia, Pennsylvania. (Am. Compl. ¶ 1.) Defendant World Monuments Fund,
Inc. (“WMF”) is a non-profit New York corporation with its principal place of business in New
York City. (Am. Compl. ¶ 2.) At all times material, both Defendant David, the President of
WMF, and Defendant Ackerman, the Executive Vice President of WMF, worked and resided in
New York. (Am. Compl. ¶¶ 2, 4; David Decl. ¶¶ 2, 3; Ackerman Decl. ¶¶ 2, 3.)
Through several Skype and telephonic conversations from October of 2014 through
March of 2015, Plaintiff and Defendant Ackerman negotiated the terms of a potential full-time
position at Defendant WMF. (Jeffs Decl. ¶ 1.) All throughout this negotiation period, Plaintiff
resided in the United Kingdom and Defendant Ackerman was based out of Defendant WMF’s
office in New York. (Ackerman Decl. ¶ 13.) Plaintiff requested that the position guarantee an
initial three-year term of employment, as recompense for the expense and effort of relocating
from the United Kingdom to the United States. (Am. Compl. ¶ 13.) Negotiations continued and
in March of 2015, Plaintiff received an official offer of employment from Defendant WMF,
addressed to Plaintiff’s residence in the United Kingdom. (Am. Compl. ¶ 10; Employment Offer
Letter, March 1, 2015, 1.) The offer stated that the position would be based out of New York

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and required that Plaintiff be present in WMF’s New York office Monday through Friday of
each work week. (Offer Letter, 1.)
Despite Plaintiff’s earlier request, the offer included a two-year initial term of
employment, not three. (Am. Compl. ¶ 14.) Plaintiff contacted Defendant Ackerman about the
discrepancy, and Defendant Ackerman responded that she thought the proffered term was two
and one half years, and if not, she would send a “definitive employment letter” reflecting the
correct term. (Am. Compl. ¶¶ 15-16.) Allegedly relying on this representation, Plaintiff accepted
the position at Defendant WMF, moved to Philadelphia, and began working out of Defendant
WMF’s New York office on June 1, 2015. (Am. Compl. ¶¶ 6, 18, 21.) A year later, Defendant
David informed Plaintiff that his employment with Defendant WMF was terminated. (David
Decl. ¶ 8.) An official letter to that effect was mailed to Plaintiff’s Philadelphia residence. (Am.
Compl. ¶ 24.)
Plaintiff resided in Pennsylvania throughout the entire course of his employment. (Am.
Compl. ¶ 6.) Plaintiff was occasionally allowed to work from home, and on about six occasions,
Plaintiff conducted meetings in Pennsylvania on Defendant WMF’s behalf. (Am. Compl. ¶ 6;
Jeffs Decl. ¶¶ 6-10.) On balance, Plaintiff spent 190 days—74% of his employment—working in
New York and the equivalent of 20 full time days—8% of his employment—working from home
in Pennsylvania. (Ackerman Decl. ¶¶ 17, 19-20.)
During the course of Plaintiff’s employment, Defendant WMF had one active project in
Pennsylvania—the New Hope project—out of seventy total active projects worldwide.
(Ackerman Decl. ¶¶ 25, 29.) Defendant Ackerman traveled to Pennsylvania twice in 2015 on
WMF business, not at all in 2016, and communicated with faculty at the University of
Pennsylvania a few times each year to maintain personal contacts therewith. (Ackerman Decl.

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¶¶ 30-32.) Defendant David has not traveled to Pennsylvania since his employment with WMF
began in 2015. (David Decl. ¶ 5.)
Based on all of the foregoing, Defendants timely filed a Motion to Dismiss Plaintiff’s
Complaint for Lack of Personal Jurisdiction, pursuant to Federal Rule of Civil Procedure
12(b)(2). Upon consideration of said Motion, Plaintiff’s Response in opposition thereto,
Defendants’ Reply, and the record before us, this Court finds the exercise of personal jurisdiction
improper here. Defendants’ Motion is granted, and Plaintiff’s case is dismissed.

STANDARD OF REVIEW
Pursuant to Federal Rule of Civil Procedure 12(b)(2), a defendant may move to dismiss a
claim for lack of personal jurisdiction. Once a defendant has raised this jurisdictional defense,
the burden shifts to the plaintiff to present a prima facie case establishing jurisdiction over the
non-resident defendant in the forum. Pinker v. Roche Holdings Ltd., 292 F.3d 361, 368 (3d Cir.
2002); see also Miller Yacht Sales, Inc., v. Smith, 384 F.3d 93, 97 (3d Cir. 2004) (“[W]hen the
court does not hold an evidentiary hearing on the motion to dismiss, the plaintiff need only
establish a prima facie case of personal jurisdiction.”). A plaintiff has the burden to show, “with
reasonable particularity,” enough contact between the defendant and the forum to support the
exercise of personal jurisdiction by the forum state. Mellon Bank v. Farino, 960 F.2d 1217, 1223
(3d Cir. 1992) (internal citations omitted); see also Action Mfg. Co. v. Simon Wrecking Co., 375
F. Supp. 2d 411, 418 (E.D. Pa. 2005) (“In order to establish a prima facie case, the plaintiff must
present specific facts that would allow the court to exercise jurisdiction over the defendant.”)
(emphasis in original).
In determining the existence of personal jurisdiction, courts “must accept all of the
plaintiff’s allegations as true and construe disputed facts in favor of the plaintiff.” Pinker, 292

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F.3d at 368. Once the plaintiff’s “allegations are contradicted by an opposing affidavit . . . [he or
she] must present similar evidence in support of personal jurisdiction.” In re Chocolate
Confectionary Antitrust Litig., 602 F. Supp. 2d 538, 556 (M.D. Pa. 2009). To counter opposing
affidavits, “[p]laintiffs may not repose upon their pleadings in this manner. Rather, they must
counter defendant[’s] affidavits with contrary evidence in support of purposeful availment
jurisdiction.” Id. at 559. To that end, “[t]he plaintiff must respond to the defendant’s motion
with ‘actual proofs’; ‘affidavits which parrot and do no more than restate [the] plaintiff's
allegations . . . do not end the inquiry.’” Lionti v. Dipna, Inc., Civ. No. 17-1678, 2017 U.S. Dist.
LEXIS 98956, at *3-4 (E.D. Pa. June 27, 2017) (quoting Time Share Vacation Club v. Atl.
Resorts, Ltd., 735 F.2d 61, 66, n.9 (3d Cir. 1984); see also Lehigh Gas Wholesale, LLC v. LAP
Petro., LLC, Civ. No. 14-5536, 2015 U.S. Dist. LEXIS 36569, at *5 (E.D. Pa. Mar. 23, 2015)
(“Plaintiff carries the burden to prove personal jurisdiction using ‘affidavits or other competent
evidence.’”) (quoting Metcalfe v. Renaissance Marine, Inc., 566 F.3d 324, 330 (3d Cir. 2009));
In re Chocolate Confectionary, 602 F. Supp. 2d at 556-57 (a plaintiff must present contrary
evidence in the form of “actual proofs[.]”).
DISCUSSION
Personal jurisdiction may be general or specific. To establish personal jurisdiction over a
defendant, a court must first apply the relevant state long-arm statute to determine if it may
exercise personal jurisdiction; then, the court must determine if that jurisdiction violates the Due
Process Clause of the Constitution. IMO Indus. v. Kiekert AG, 155 F.3d 254, 258-59 (3d Cir.
1998). Pennsylvania’s long-arm statute provides that a court may exercise personal jurisdiction
over a non-resident “to the fullest extent allowed under the Constitution of the United States and
may be based on the most minimum contact with this Commonwealth allowed under the

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Constitution of the United States.” 42 Pa. Cons. Stat. § 5322(b) (2017). The Due Process Clause
of the 14th Amendment requires a court to ask, “whether ‘the quality and nature of the
defendant’s activity is such that it is reasonable and fair to require [that it] conduct [its] defense
in that state.’” Time Share, 735 F.2d at 63 (internal citations omitted) (emphasis in original).
General jurisdiction exists when a foreign party maintains “continuous and systematic” contacts
with a state and may be sued in that state on any claim, whereas specific jurisdiction exists when
a plaintiff’s suit is related to or arises out of a defendant’s contacts with the state. Reassure Am.
Life Ins. Co. v. Midwest Res., Ltd., 721 F. Supp. 2d 346, 353 (E.D. Pa. 2010) (internal citations
omitted).
Plaintiff fails to establish that Defendants’ contacts with this forum, alone or in the
aggregate, are sufficient to support general or specific jurisdiction consistent with constitutional
due process. Plaintiff contends that Defendant WMF is subject to general jurisdiction in the state
of Pennsylvania and that all Defendants are subject to specific jurisdiction in this forum. (Pl.’s
Br. 7-8, 10-15.) For the reasons that follow, this Court disagrees with both contentions.
This Court cannot exercise general jurisdiction over Defendant WMF. Pennsylvania is
neither WMF’s place of incorporation nor its principal place of business, and nothing in the
record supports a finding that WMF’s “affiliations with the state are so ‘continuous and
systematic’ as to render [it] essentially at home” in this forum. Goodyear Dunlop Tires
Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011). Defendant WMF’s arguably continuous
contact with the Commonwealth through its Pennsylvania-based New Hope project represents
only 1.4% of WMF’s active projects worldwide and is thus hardly systematic enough to support
the exercise of general jurisdiction in this case. (Ackerman Decl. ¶ 29.) See Goodyear, 564 U.S.
at 927 (“A corporation’s continuous activity of some sorts within a state…is not enough to

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support the demand that the corporation be amendable to suits unrelated to that activity.”)
(internal citations omitted); McCann v. Sandals Resorts Int'l, Ltd., No. 14-2208, 2015 U.S. Dist.
LEXIS 16962, at *12-13 (E.D. Pa. Feb. 11, 2015) (finding no personal jurisdiction over
defendant where its contacts with Pennsylvania constituted only part of its worldwide activities).
Defendant Ackerman’s correspondences with employees of the University of Pennsylvania are
personal and wholly unrelated to the work she does in her professional capacity. (Ackerman
Decl. ¶ 32). See generally, D’Jamoos v. Pilatus Aircraft Ltd., 566 F.3d 94, 108 (3d Cir. 2009)
(“[F]or a plaintiff to defeat a motion to dismiss for lack of personal jurisdiction when the plaintiff
relies on agency theory, it need only make a prima facie showing of the connection between the
actions of the agent and the principal.”) (internal quotations omitted). And the six isolated
meetings Plaintiff conducted stateside on Defendant WMF’s behalf are insufficient to support the
exercise of jurisdiction over disputes not arising therefrom.
The exercise of specific jurisdiction is also improper given the facts of this case. “A
court may exercise specific jurisdiction over a defendant when the claims arise from the
defendant’s contacts with the forum and ‘the relationship among the defendant, the cause of
action, and the forum falls within the minimum contacts’ framework.’” Grainer v. Smallboard,
Inc., No. 16-4866, 2017 U.S. Dist. LEXIS 25934, at *3 (E.D. Pa. Feb. 23, 2017) (quoting Mellon
Bank PSFS, Nat'l Ass'n v. Farino, 960 F.2d 1217, 1221 (3d Cir. 1992)). For this Court to
exercise specific jurisdiction over Defendants, there must have been “some act by which
[Defendants] purposely avail[ed] [themselves]of the privilege of conducting business within
[Pennsylvania].” Mellon Bank, 960 F.2d at 1221. The record is simply bereft of facts that would
support such a finding.

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Plaintiff’s employment contract was negotiated and executed outside of Pennsylvania
while Plaintiff resided in the United Kingdom. (Ackerman Decl. ¶ 13.) See Gizinski v. Mission
Mobility, LLC, No.16-00589, 2017 U.S. Dist. LEXIS 37098, at *8 (M.D. Pa. Mar. 15, 2017)
(finding no jurisdiction where defendant hired plaintiff while plaintiff resided outside of the
forum state). Plaintiff was neither instructed nor required to live in Pennsylvania as a condition
of his employment. Jaipaul v. Pilant Corp., No. 07-4031, 2008 U.S. Dist. LEXIS 53915, *1, *1314 (E.D. Pa. July 14, 2008) (finding no personal jurisdiction over foreign employer where
plaintiff voluntarily worked from home in Pennsylvania); Connell v. CIMC Intermodal Equip.,
No. 16-714, 2016 U.S. Dist. LEXIS 166256, at *7-8 (M.D. Pa. Dec. 2, 2016) (finding no
jurisdiction over foreign employer for employment discrimination where plaintiff voluntarily
telecommuted from Pennsylvania). Though Plaintiff attended a handful of meetings on
Defendant WMF’s behalf, nothing in the record indicates that Plaintiff was required to solicit
business in Pennsylvania as a condition of his employment. Cf. Touzot v. ROM Dev. Corp., No.
15-6289 (JLL), 2015 U.S. Dist. LEXIS 140343, at *21 (D.N.J. Oct. 15, 2015) (exercising
jurisdiction over foreign employer where plaintiff was allowed “to work from home” as an
“accommodation” and the employer expected plaintiff to solicit business in the forum). And
Ackerman’s allegedly fraudulent statements regarding Plaintiff’s term of employment were made
in New York and transmitted to the United Kingdom, not Pennsylvania. (Ackerman Decl. ¶ 8.)
Cf. Vizant Techs., LLC v. Whitchurch, 97 F. Supp. 3d 618, 637 (E.D. Pa. 2015) (finding specific
jurisdiction over the plaintiff’s fraud claim where fraudulent statements were sent into
Pennsylvania).
Without more, that Plaintiff lives and occasionally worked in Pennsylvania is insufficient
to meet the threshold minimum contacts. See Jaipaul v. Pilant Corp., No. 07-4031, 2008 U.S.

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Dist. LEXIS 53915, at *13 (E.D. Pa. July 14, 2008) (“[T]hat the Plaintiff happens to live in
[Pennsylvania], and has the base of her operations there, is accidental for jurisdictional
purposes.”); See Farber v. Tenant Truck Lines, Inc., 84 F. Supp. 3d 421, 432 (E.D. Pa. 2015)
(finding no personal jurisdiction over a multi-state corporation where some of its employees
lived and worked in Pennsylvania). “A court cannot automatically infer that a defendant
expressly aimed its tortious conduct at the forum state from the fact that the defendant knew that
the plaintiff resided in the forum.” Jaipaul, 2008 U.S. Dist. LEXIS 53915 at *13 (citing Walburn
v. Rovema Packaging Machs., L.P., No. 07-3692 2008 U.S. Dist. LEXIS 24369, *1, *22 (D.N.J.
Mar. 28, 2008)). Based on the facts presently before this Court, Plaintiff’s residence within the
Commonwealth was merely a fortuitous circumstance insufficient to confer jurisdiction over
Defendants to this Court. See Reassure Am. Life Ins. Co. v. Midwest Res., Ltd., 721 F. Supp. 2d
346, 353 (E.D. Pa. 2010) (“[The minimum contacts] standard ensures that a defendant will not be
h[au]led into a jurisdiction solely as a result of random, fortuitous, or attenuated contacts….”)
(internal citations omitted).
Even if this Court were to find Defendants’ limited contacts with Pennsylvania sufficient
for a finding of personal jurisdiction, the exercise thereof would “offend traditional notions of
fair play and substantial justice.” D’Jamoos, 566 F.3d at 102. “The relationship between the
defendant and the forum must be such that it is reasonable…to require the corporation to defend
the particular suit which is brought there.” World-Wide Volkswagen Corp. v. Woodson, 444
U.S. 286, 292 (1980) (quoting Int’l Shoe Co. v. Wash., 326 U.S. 310, 317 (1945)) (internal

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quotations omitted). The determination of reasonableness is generally premised on consideration
of several factors 1, all of which militate against the exercise of personal jurisdiction here.
If this Court were to exercise jurisdiction over Defendants, Defendants would be required to
litigate in a forum in which they have no meaningful presence. See Wortham v. KarstadtQuelle
AG (In re Nazi Era Cases Against German Defendants Litig.), 320 F. Supp. 2d 204, 229 (D.N.J.
2004) (finding it significantly burdensome to require foreign defendants to litigate in the forum
state where defendants had no meaningful presence in the state). The majority of evidence
relevant to each of Plaintiff’s claims most likely exists in New York. See Id. at 230-31 (finding
that neither the plaintiff’s interest nor the interstate judicial system’s interest outweighed the
defendant’s burden where plaintiff failed to identify any evidence more convenient to the forum
state). And as Defendants neither directed their alleged tortious conduct at Pennsylvania, nor
meaningfully availed themselves of the benefits of Pennsylvania laws, it cannot be reasonably
said that this forum has a significant interest in adjudicating Plaintiff’s claims. See Penco Prods.
v. WEC Mfg., LLC, 974 F. Supp. 2d 740, 749 (E.D. Pa. 2013) (“A state has an interest in
providing its residents with a convenient forum for redressing injuries inflicted by out-of-state
actors who purposefully derive benefit by voluntarily contracting with an in-state actor”). It
would therefore be entirely unreasonable to exercise jurisdiction over Defendants in this forum
given the record presently before the Court.

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These factors are: “‘the burden on the defendant,’ ‘the forum State's interest in adjudicating the
dispute,’ ‘the plaintiff's interest in obtaining convenient and effective relief,’ ‘the interstate
judicial system’s interest in obtaining the most efficient resolution of controversies,’ and the
‘shared interest of the several States in furthering fundamental substantive social policies.’”
Reassure, 721 F. Supp. 2d at 356 (citations omitted).
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CONCLUSION
For the reasons set forth above, Defendants’ Rule 12(b)(2) Motion to Dismiss is granted.
Plaintiff’s case is dismissed with prejudice.
An appropriate Order follows.
BY THE COURT:

/s/ C. Darnell Jones, II
C. Darnell Jones, II

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J.