Judge Randolph M. Hammock, Case Number: 23STCV11566, Date: 2023-10-30 Tentative Ruling

Judge: Randolph M. Hammock, Case: 23STCV11566, Date: 2023-10-30 Tentative Ruling

Plaintiff Cary Woods, a movie producer who owns and operates Plaintiff Solutions Media LLC, alleges it entered into a written agreement with Defendants MX2 Productions Inc. and Daniel Reardon where Plaintiffs would provide production services for the film “Maggie Moore(s).” Plaintiffs allege they completed the services required under the agreement but have not been compensated. Plaintiffs now bring causes of action for (1) breach of contract, (2) breach of implied covenant of good faith and fair dealing, and (3) fraud.

“A defendant . . . may serve and file a notice of motion for one or more of the following purposes: (1) [t]o quash service of summons on the ground of lack of jurisdiction of the court over him or her . . . .” (Code Civ. Proc., § 418.10, subd. (a).) “[C]ompliance with the statutory procedures for service of process is essential to establish personal jurisdiction. [Citation.]” (Dill v. Berquist Construction Co. (1994) 24 Cal.App.4th 1426, 1444.) “[T]he filing of a proof of service creates a rebuttable presumption that the service was proper” but only if it “complies with the statutory requirements regarding such proofs.” (Id. at pp. 1441-1442.) When a defendant moves to quash service of the summons and complaint, the plaintiff has “the burden of proving the facts that did give the court jurisdiction, that is the facts requisite to an effective service.” (Coulston v. Cooper (1966) 245 Cal.App.2d 866, 868.) “A court lacks jurisdiction over a party if there has not been proper service of process.” (Ruttenberg v. Ruttenberg (1997) 53 Cal.App.4th 801, 808.)

Specially appearing Defendants MX2 Productions Inc. and Daniel Reardon move to quash service of the summons and complaint for lack of personal jurisdiction. Defendants contend that “this court lacks jurisdiction over them as there are insufficient contacts between these Defendants and the present forum and the doctrine of fair play and substantial justice bars this court from exercising jurisdiction over these Defendants.” (Mtn. 3: 17-19.)

Plaintiffs served Defendant MX2 Productions on June 7, 2023, in Florida. (Reardon Decl. ¶ 2, Exh A.) MX2 Productions is a Florida corporation with its principal place of business in Tampa, Florida. (Id. ¶ 3, Exh. B.) It does not have an office in California. (Id. ¶ 4.) MX2 Productions produced and filmed the subject film in New Mexico. (Id. ¶ 5.) Defendants contend that “at no time during the period of events alleged in the Complaint of thereafter has MX2 Productions Inc. engaged in any substantial, continuous, or systematic course of conduct in California.” (Id. ¶ 6.)

In opposition, Plaintiffs do not present any evidence to counter these points. Indeed, Plaintiffs make no attempt to present facts demonstrating this court has general or specific jurisdiction over the Defendants. Plaintiffs contend this court “not need to engage in a minimum contacts analysis.” (Opp. 3: 13-14.) Instead, Plaintiffs contend this court has personal jurisdiction over Defendants based on the producer agreement at issue, which contains a provision stating:

“The terms and conditions of this Agreement shall be governed by and interpreted pursuant to the laws of the State of California applicable to agreements executed and to be wholly performed within said State. The parties consent to the jurisdiction and venue of the State of California in the City and County of Los Angeles.”

It is settled that California courts may exercise personal jurisdiction over a nonresident who has contractually consented in advance to such jurisdiction. (See National Equip. Rental Ltd. v. Szukhent (1964) 375 US 311, 315-316.) However, Plaintiffs have not demonstrated that these Defendants here did so.

As noted by Defendants, the Agreement attached to the Complaint is not signed by either Defendant. (See Compl., Exh. A.) Plaintiffs concede the agreement is unsigned, but argue “there was a clear intent to enter into the agreement, as evidenced by Defendants marketing the movie as being produced by Plaintiff Cary Woods.” (Opp. 3: 19-20.)

But Plaintiffs’ only support for this “clear intent” are their own allegations in the Complaint. Their opposition provides no evidence, in the form of declarations or otherwise, to support their contention. The plaintiff's burden “to demonstrate by a preponderance of the evidence that all necessary jurisdictional criteria are met [citation] ... must be met by competent evidence in affidavits and authenticated documentary evidence.” (Rivelli v. Hemm (2021) 67 Cal. App. 5th 380, 402 [emphasis added].) An unverified pleading, such as the one here, has no evidentiary value in determining personal jurisdiction. (Mihlon, supra, 169 Cal. App. 3rd at 710.)

Moreover, even assuming Plaintiffs had provided admissible evidence that Defendants marketed the movie as being produced by Plaintiff, this does not mean that the unsigned Agreement attached to the Complaint governed that relationship.

This court does not mean to suggest that an unsigned agreement can never be enforceable. But when the burden rests with Plaintiffs to establish personal jurisdiction over Defendants by operation of the agreement, Plaintiffs must provide some competent and persuasive evidence that the parties mutually intended that the contract would govern. (Mihlon v. Sup.Ct. (1985) 169 Cal. App. 3d 703, 710 [“[W]hen jurisdiction is challenged by a nonresident defendant, the burden of proof is upon the plaintiff to demonstrate that ‘minimum contacts’ exist between defendant and the forum state to justify imposition of personal jurisdiction.”].)

Finding Defendants have not consented to litigate in California, the court briefly turns to the traditional minimum contacts analysis. As noted, Defendants have not addressed, much less presented evidence in support of, the minimum contacts analysis.

Under a “general” jurisdiction analysis, nonresident defendants may be sued on causes of action unrelated to their activities within the state. (Cornelison v. Chaney (1976) 16 Cal.3d 143, 147.) “For an individual, the paradigm forum for the exercise of general jurisdiction is the individual's domicile.” (Goodyear Dunlop Tires Operations, S.A. v. Brown (2011) 564 U.S. 915, 924.) For a corporation, general jurisdiction exists only in the defendant’s state of incorporation or principal place of business. (Goodyear Dunlop Tires Operations, S.A. v. Brown¿(2011) 131 S.Ct. 2846, 2856-2857; Daimler AG v. Bauman¿(2014) 134 S.Ct. 746, 749-750; BNSF Ry. Co. v. Tyrrell¿(2017) 137 S.Ct. 1549, 1558.)

Here, Defendant MX2 Productions is a Florida corporation with its principal place of business in Tampa, Florida. (Reardon Decl. ¶ 3, Exh. B.) Defendant Reardon resides in New York state. (Id. ¶ 4.) Thus, no general jurisdiction exists over either Defendant.

Turning to specific jurisdiction, “[a] nonresident defendant may be subject to the court’s specific jurisdiction if three requirements are met: (1) the defendant has purposefully availed itself of forum benefits with respect to the matter in controversy; (2) the controversy is related to or arises out of the defendant’s contact with the forum; and (3) the exercise of jurisdiction would be reasonable and comports with fair play and substantial justice.” (ViaView, Inc. v. Retzlaff (2016) 1 Cal.App.5th 198, 216 (citing Pavlovich v. Superior Court (2002) 29 Cal.4th 262, 269).) “‘The inquiry whether a forum State may assert specific jurisdiction over a nonresident defendant ‘focuses on the relationship among the defendant, the forum, and the litigation.’” (Id. (citing Walden v. Fiore (2014) 571 U.S. 277, 282-85).) “For a State to exercise jurisdiction consistent with due process, the defendant’s suit-related conduct must create a substantial connection with the forum State.” (Id.)

Any party may submit on the tentative ruling by contacting the courtroom via email at Smcdept49@lacourt.org by no later than 4:00 p.m. the day before the hearing. All interested parties must be copied on the email. It should be noted that if you submit on a tentative ruling the court will still conduct a hearing if any party appears. By submitting on the tentative you have, in essence, waived your right to be present at the hearing, and you should be aware that the court may not adopt the tentative, and may issue an order which modifies the tentative ruling in whole or in part.