Judge Stephen Morgan, Case Number: MC027634, Date: 2023-08-08 Tentative Ruling

This is a personal injury action. Plaintiff Valarie Nolte (“Valarie”[1]) and Richard Nolte (“Richard” and collectively “Plaintiffs”) alleges on January 06, 2016. that Defendant negligently, carelessly and recklessly owned, entrusted, managed, and maintained their premises so as to allow a dangerous condition to exist, specifically an unsafe ride with steps that negligently did not have a handrail for patrons to use, causing a Plaintiff, not specified, to fall and sustain physical injuries.

On January 04, 2018, Plaintiffs filed their Complaint alleging three causes of action: (1) General Negligence, (2) Premises Liability, and (3) Loss of Consortium.

On April 05, 2018, Defendant CEC Entertainment, Inc. dba Chuck E Cheese (“CEC”) filed its Answer.

On December 17, 2020, CEC dismissed several defendants from its FACC. The remaining defendants are: Guangdong UNIS Technology Co., LTD. (“Guangdong UNIS”), UNIS Technology Canada (“Canada UNIS”), UNIS USA (“USA UNIS”), and Shiyu Group (“Shiyu”).

On December 30, 2020, the matter was stayed due to CEC’s bankruptcy proceedings.

On April 01, 2022, filed this Motion to Quash Service of Summons (“Motion to Quash”).

After the Motion to Quash was filed, jurisdictional discovery issues ensued and various motions came before the Court.

On September 12, 2023, a stipulation was filed by the parties, striking Paragraph 11 from the Li Wen Hao’s Declaration in Support of Motion to Quash, but leaving all other aspects of the declaration in effect and unchanged.

“. . .[A]ll reply papers [shall be filed with the court and a copy served on each party] at least five court days before the hearing.” (Cal. Code Civ. Proc. § 1005(b).) The hearing is set for September 26, 2023. There is a holiday on September 22, 2023. Accordingly, five court days before the hearing is Monday, September 18, 2023. On September 19, 2023, Guangdong UNIS filed its untimely Reply. “No paper may be rejected for filing on the ground that it was untimely submitted for filing.” (Cal. Rules of Court, Rule 3.1300(d).) The Court will consider the untimely Reply due to the nature of this motion. The Court reminds counsels to be cognizant of holidays affecting its filings, especially regarding such detailed motions.

Standard for Quashing Summons – Cal. Code of Civil Procedure section¿418.10¿subdivision¿(a)(1)¿provides¿that: “A defendant, on or before the last day of his or her time to plead or within any further time that the court may for good cause allow, may serve or file a¿notice of¿motion…[t]o quash service of summon on the ground of lack of jurisdiction of the court over him or her.”¿¿(Cal. Code Civ. Proc. § 418.10(a)(1).)

“California courts may exercise jurisdiction over a nonresident on any basis consistent with the federal or state Constitution. To comport with federal and state due process, California may only exercise jurisdiction when a defendant has sufficient minimum contacts with the state to satisfy ‘traditional notions of fair play and substantial justice.’¿Under the minimum contacts test, we examine the quality and nature of a defendant’s action to determine whether requiring him to submit to jurisdiction in California is reasonable and fair.’”¿¿(Zehia v. Superior Court of San Diego County¿(2020) 45 Cal.App.5th 543, 551–552¿[citing Cal. Code Civ. Proc.¿§ 410.10].) ¿

“Personal jurisdiction may be had on either a general (all-purpose) or specific (case-linked) basis. A nonresident defendant is subject to the general jurisdiction of the forum if the defendant is ‘essentially at home in the forum State,’¿which, for corporations, is commonly the place of incorporation or where the corporation maintains its principal place of business.”¿(Halyard Health, Inc. v. Kimberly-Clark Corp.¿(2019) 43 Cal.App.5th 1062, 1070, as modified (Jan. 2, 2020) [citing¿Daimler AG v. Bauman¿(2014) 571 U.S. 117, 137-139].) “A defendant is subject to general jurisdiction when it has substantial, continuous, and systematic contacts in the forum state, i.e., its contacts with the forum are so wide-ranging that they take the place of a physical presence in the state. [Citations.] In assessing a defendant's contacts with the forum for purposes of general jurisdiction, [courts] look at the contacts as they existed from the time the alleged conduct occurred to the time of service of summons. [Citations].” (Strasner v. Touchstone Wireless Repair & Logistics, LP (2016) 5 Cal.App.5th 215, 222.)

“‘Personal jurisdiction may be either general or specific.’ [Citations.]¿. . .¿‘When determining whether specific jurisdiction exists, courts consider¿the ‘relationship among the defendant, the forum, and the litigation.’ [Citations.] A court may exercise specific jurisdiction over a nonresident defendant only if:¿(1) ‘the defendant has purposefully availed himself or herself of forum benefits’; (2) ‘the¿‘controversy is related to or ‘arises out of’ [the] defendant’s contacts with the forum’; and (3)¿‘the assertion of personal jurisdiction would comport with ‘fair play and substantial justice.’ [Citations.]¿‘When a defendant moves to quash service of process’¿[on jurisdictional grounds],¿‘the plaintiff¿has the initial burden of demonstrating facts justifying the exercise of jurisdiction.’ [Citations.]¿‘The plaintiff must do more than merely allege jurisdictional facts. It must present evidence sufficient to justify a finding that California may properly exercise jurisdiction over the defendant.’ [Citations.] ‘If the plaintiff meets this initial burden, then the defendant has the burden of demonstrating ‘that the exercise of jurisdiction would be unreasonable.’ [Citations.]”¿¿(Zehia, supra,¿45 Cal.App.5th¿at¿551–552¿[internal citations omitted] [alterations in original].)¿

As an initial matter, the Court notes that CEC’s exhibits, including articles taken from the internet and depositions are not text searchable. This has consumed a tremendous amount of Court time and resources as the exhibits total 148 pages. The Court informs all parties that such text heavy exhibits must be text-searchable or it will not address any future motions until text-searchable documents are provided.

Request for Judicial Notice – For the sake of the judicial economy, the Court address only requests for judicial notices that are pertinent to the determination of this motion. All requests regarding documents within this court case are GRANTED. (See RJN Nos. 1, 8, 18, 20, 21, and 22.)

CEC’s Request for Judicial Notice No. 4 [The fact that https://www.unistechnology.com/ website may be accessed by users within the State of California, a true and correct copy of which is attached hereto Exhibit 4.] – GRANTED.

CEC’s Request for Judicial Notice No. 10 [A printout of the State of California Secretary of State showing that Betson Coin-Op Distributing Company, Inc. is active and in good standing, a true and correct copy of which is attached hereto as Exhibit 10.] – GRANTED.

CEC’s Request for Judicial Notice No. 11 [A printout of the State of California Secretary of State showing that Player One International, LLC is active and in good standing, a true and correct copy of which is attached hereto as Exhibit 11.] – GRANTED.

Evidentiary Objections – For the sake of the judicial economy, the Court address only objections that are pertinent to the determination of this motion.

As to objections related to requests for judicial notices regarding documents within this Court case, such objections are DENIED. Judicial notice of court records is allowed under Cal. Evid. Code §§ 452(d) and 453.

As to the objection regarding the request for judicial notice related to the UNIS website, the objection is DENIED. Judicial notice is allowed under Cal. Evid. Code §§ 452(h) and 453. Also, as the Court can access the UNIS website, it is clear that residents within California are able to and this is a fact that is not reasonably subject to dispute.

As to objections regarding requests for judicial notice of Secretary of State filings, the objections are DENIED. Judicial notice of the Secretary of State filings are allowed under Cal. Evid. Code §§ 452(c), 452(h), and 453.

No other Requests for Judicial Notice were used by this Court. Other documents used were exhibits and declarations (i.e., Decl. Li Wen Hao, Decl. Tom Ward).

The Court used only paragraphs 7 and “8”[2] for its determination on this motion.

The only objection to any of the paragraphs used by the Court is Objection No. 6, which seeks to object to Tom Ward’s statement that he personally observed ads from UNIS Technology, Ltd. Co. in major amusement game magazines.

This objection is OVERRULED. The Court discusses the use of “UNIS Entities,” infra, and such a statement by Tom Ward is related to his personal knowledge. The Court also notes that, per its records, Guangdong UNIS is responding when it was sued as “UNIS Technology, Ltd. Co.” which is substantially similar to the name that Tom Ward addresses the company by in his declaration.

Application – Guangdong UNIS breaks their Motion to Quash into four arguments: (1) personal jurisdiction, (2) general jurisdiction, (3) specific jurisdiction, and (4) a public policy argument.

Guangdong UNIS presents that personal jurisdiction over a defendant can be established by a defendant’s (1) presence in the forum state, (2) domicile in the forum state, or (3) consent; and argue that none of these bases apply to it, directing the Court to the declaration of Li Wen Hao (“Li”). Guangdong UNIS contends that, as the previous bases do not apply, the only basis left for personal jurisdiction is minimum contacts. Guangdong UNIS further argues that minimum contacts do not exist and jurisdiction is improper as: (1) it is a corporation that exists exclusively under the laws of the People’s Republic of China (Decl. Li ¶ 2); (2) it has its principal place of business in Guangdong China (ibid.); (3) it is not licensed or registered to business by the State of California (id. at ¶ 5); (4) does not maintain a bank account or telephone listing in the State of California (id. at ¶ 7); (5) does not have a registered agent for service of process in California (ibid.); (6) does not pay taxes in the State of California (ibid.); (7) it has never owned, leased, rented, purchased, or controlled real property in the State of California (ibid.); (8) is not registered as a corporation with the California Secretary of State (ibid.); (9) it has no assets in California (id. at ¶ 8); and (10) it has not maintained a website that is utilized to solicit or obtain sales directly from California residents. Guangdong UNIS highlights that even if it maintained a website where customers can order products directly for delivery in California, it would not constitute minimum contacts under the holding of Vibration Isolation Products, Inc. v. American Nat. Rubber Co. (1972) 23 Cal.App.3d 480.

CEC first presents a general argument that applies to all jurisdictional issues raised by Guangdong UNIS: (1) that Guangdong UNIS and the other UNIS entities present themselves as separate and distinct entities in order to shield themselves from liability (Decl. Kimberly Hisa ¶ 4 [including reference to Steven Tan (“Tan”)’s deposition regarding construction of Guangdong UNIS’ website]); (2) there was no distinction on the website between the UNIS entities nor was any distinction presented to CEC when UNIS entities marketed to CEC (see Decl. Tom Ward ¶ 8[3]); (3) the UNIS website presented an organizational chart which included US Sales Manager, Debbie Gonzalez (“Gonzalez”), as well as the other UNIS entities and their functions within the UNIS group, and said chart was taken off from the website during the scope of this litigation during the course of this litigation (Decl. Kimberly Hisa, Exhs. 5 and 7); (4) Gonzalez has testified that she sold UNIS products from her home offices in Los Angeles County, California and Orange County, California for over 11 years (id., Exh. 8 [Gonzalez Depo, 11:21-12:1, 17:19-21, 20:4-22]). The Court notes that CEC presents that, as with the organizational chart, Gonzalez has since been replaced. (Id., ¶ 5.)

Next, CEC argues that Guangdong UNIS, as a UNIS entity, did have minimum contacts within the State of California. CEC points out that Guangdong UNIS: (1) maintained a website that can be accessed and viewed by California residents which allowed California residents to purchase UNIS products; (2) UNIS entities have consistently and continuously marketed to California residents for at least over 11 years (RJN, Exh. 4; Decl. Kimberly Hisa, Exh. 8 [Gonzalez Depo.]); (3) Gonzalez testified that she was the sole US Sales Manager for UNIS entities, was responsible for the sale of UNIS products in the US, performed her services in the State of California, maintained a California phone number, and her territory was the entire US which includes California (Decl. Kimberly Hisa, Exh 8 [Gonzalez Depo at 12:5-11, 17:14-24,18:16-2, 20:4-22, 27:23 – 28:6, 28:18 –29:3, 44:15 -17], Exh. 13); and (4) Gonzalez also testified as to her interactions with Canada UNIS and others which included: firsthand knowledge of Tan conducting business with distributors in California at least twice in the last few years (ibid. [98:20 – 100:9]), communication with distributors in California in order to sell UNIS products (ibid. [29:4 – 24]), sales with distributors in California (ibid. [29:25-30:2]), sales included shipment to Betson Coin-Op Distributing Company, Inc. (“Betson”) and Player One Amusement Group (“Player One”) who both do business within the State of California and are active and in good standing with the California Secretary of State (ibid. [29:19 – 30:23]; RJN, Exhs. 10 and 11)[4], and yearly attendance to the California Entertainment Machine Association (“CEMA”) conferences held in Cerritos, California (ibid. [58:9 – 60:8]; id., Exhs. 14 and 26). CEC also highlights that Gonzalez testified that UNIS products were specifically marketed, advertised, and promoted for California markets at these CEMA conference (ibid. [59:18 – 60:8]), this testimony is consistent with CEC’s interactions with UNIS as CEC would find advertisements in popular amusement game magazines (Decl. Ward ¶ 7), and Gonzalez both knew that UNIS products are available for use by California residents (Decl. Kimberly Hisa, Exh. 8 [55:3-6]). Based on the above, CEC argues that the Motion to Quash must be denied as minimum contacts exist, Guangdong UNIS, purposefully availed itself (and continues to do so) to the benefits and protections of the State of California while simultaneously maintaining systematic and continuous contacts over at least the last 11 years, and jurisdiction over Guangdong UNIS comports with the notions of fair play and substantial justice.

CEC further argues that the representative services doctrine is included within the purview of personal jurisdiction and such a theory bypasses the foreign defendant’s direct minimum contacts with California as the contacts of that company are imputed via the presence of a local agent, through which the foreign principal acts under principles of agency and such a theory applies in this case. CEC directs the Court to Paneno v. Centres for Academic Programmes Abroad Ltd. (2004) 118 Cal.App.4th 1447 (“Paneno”) and argues that the relationship between the UNIS entities is analogous to that of the foreign defendant in Paneno.

The Court notes that while CEC presents “as UNIS US Sales Manager, Ms. Gonzalez would visit California businesses in California where UNIS products she marketed and sold would be available for consumer play and use[,]” this argument is not supported by the description of the cited exhibits, Exhibits 15 and 16, in Kimberly Hisa’s declaration as the declaration states only that the exhibits were pulled from searches run by CEC’s counsel’s office (See Opp. 5:10-13; Decl. Kimberly Hisa, Exhs. 15 and 16 and relevant paragraphs describing the exhibits.) However, Exhibit 15 is pulled from the UNIS website and depicts an opening of a Big Al location in Rancho Cucamonga, California to which Gonzalez was present; and Exhibit 16 is pulled from the UNIS website and depicts a general entity named “UNIS” that works with Luv 2 Play, a franchise operated by Indoor Playgrounds International that is located in Lake Forest, California. For clarity, the Court notes that such items would be allowed in at trial as a statement of a party opponent. (See Cal. Evid. Code § 1220.)

“When a motion to quash is properly brought, the burden of proof is placed upon the plaintiff to establish the facts of jurisdiction by a preponderance of the evidence.” (Aquila, Inc. v. Sup. Ct. (2007) 148 Cal.App.4th 556, 568; see also Elkman v. National States Ins. Co. (2009) 173 Cal.App.4th 1305, 1312-13 [“Where a nonresident defendant challenges jurisdiction by way of a motion to quash, the plaintiff bears the burden of establishing by a preponderance of the evidence that minimum contacts exist between the defendant and the forum state to justify imposition of personal jurisdiction.”].) Evidence of the facts giving rise to personal jurisdiction or their absence may be in the form of declarations. (Arensen v. Raymond Lee Organization, Inc. (1973) 31 Cal.App.3d 991, 995; see also In re Automobile Antitrust Cases I & II (2005) 135 Cal.App.4th 100, 110 [plaintiff must come forward with affidavits and other competent evidence to carry this burden and cannot simply rely on allegations in an unverified complaint].) The Court should exclude evidence that would be inadmissible at trial. (See, e.g., Judd v. Superior Court (1976) 60 Cal.App.3d 38, 43-44 [Court of Appeal excluded inadmissible hearsay evidence offered in support of affirmation of trial court's denial of motion to quash, and subsequently reversed the trial court's denial].) If the plaintiff satisfies the first two prongs of the test, the burden shifts to the defendant to present a compelling case that the exercise of jurisdiction would be unreasonable. (Burger King Corp. v. Rudzewicz (1985) 471 U.S. 462, 476-78.)

As such, a determination of personal jurisdiction necessarily entails analysis on the parties’ general jurisdiction and specific jurisdiction arguments.

Guangdong UNIS describes general jurisdiction and argues that it does not meet the standard as “it has not engaged in ‘continuous and systematic corporate activities’ in California.” (Motion to Quash 13:20-21.) It directs the Court to Li’s declaration. Guangdong UNIS next highlights Cassiar Mining Corp. v. Superior Court of Orange County (1998) 66 Cal.App.4th 550 (“Cassiar Mining Corp.”), comparing and contrasting itself with the asbestos manufactory within Cassiar Mining Corp. Guangdong UNIS argues that if a defendant who sold materials directly to California manufacturing plants over a 38-year period did not have continuous and systematic contact, then general jurisdiction is improper in this case.

CEC directs the court to its general argument for personal jurisdiction, presenting that the factors for general jurisdiction in California case law are present here. CEC highlights the UNIS website and Canada UNIS’ involvement in marketing. CEC argues that everything it has presented shows that Guangdong UNIS and UNIS Entities have made significant efforts to bring their products to the State of California and that, though Guangdong UNIS and UNIS Entities attempted to take steps to avoid being subject to California’s jurisdiction, he fact still remains that Guangdong UNIS and the UNIS Entities do market directly to California consumers and many of its products are admittedly available for use by California residents.

General jurisdiction exists when a defendant is domiciled in the forum state or his activities there are substantial, continuous, and systematic. (F. Hoffman-La Roche, Inc. v. Sup. Ct. (2005) 130 Cal.App.4th 782, 796.) “In such circumstances, it is not necessary that the specific cause of action alleged be connected with the defendant's business relationship to the forum.” (Id.) “The standard for establishing general jurisdiction is ‘fairly high,’ [citation] and requires that the defendant's contacts be of the sort that approximates physical presence.” (Elkman, supra, 173 Cal.App.4th at 1315.) “Factors to be taken into consideration are whether the defendant makes sales, solicits or engages in business in the state, serves the state's markets, designates an agent for service of process, holds a license, or is incorporated there.” (Id.)

First, the Court discusses the representative services doctrine. Paneno summarizes the holding in Sonora Diamond Corp. v. Superior Court (2003) 83 Cal.App.4th 523 (“Sonora Diamond”) regarding this doctrine:

“Agency may confer general jurisdiction in the forum state over a foreign corporation.” ( Sonora Diamond, supra, 83 Cal.App.4th at p. 540.) In the context of parent-subsidiary corporation relationships, “neither ownership nor control of a subsidiary corporation by a foreign parent corporation, without more, subjects the parent to the jurisdiction of the state where the subsidiary does business.” (Ibid.) The “more” exists “where the nature and extent of the control exercised over the subsidiary by the parent is so pervasive and continual that the subsidiary may be considered nothing more than an agent or instrumentality of the parent, notwithstanding the maintenance of separate corporate formalities.” ( Id. at p. 541.) In those circumstances, “jurisdiction over the parent may be grounded in the acts of the subsidiary/agent.” (Ibid.) In other words, “if a parent corporation exercises such a degree of control over its subsidiary corporation that the subsidiary can legitimately be described as only a means through which the parent acts, or nothing more than an incorporated department of the parent, the subsidiary will be deemed to be the agent of the parent in the forum state and jurisdiction will extend to the parent.” (Ibid.; see also DVI, Inc. v. Superior Court (2002) 104 Cal.App.4th 1080, 1093–1094 [128 Cal. Rptr. 2d 683] (DVI); Chan v. Society Expeditions, Inc. (9th Cir. 1994) 39 F.3d 1398, 1405–1406 (Chan) [defining a general agent as when its forum representative provides services beyond mere solicitation and these services are sufficiently important to the foreign corporation that if it did not have a representative to perform them, the corporation's own officials would undertake to perform substantially similar services].)

The “ ‘representative services’ ” doctrine, a species of agency, “supports the exercise of jurisdiction when the local subsidiary performs a function that is compatible with, and assists the parent in the pursuit of, the parent's own business.” (Sonora Diamond, supra, 83 Cal.App.4th at p. 543.) In other words, “ ‘[i]f a parent uses a subsidiary to do what it otherwise would have done itself, it has purposely availed itself of the privilege of doing business in the forum.’ ” (Ibid.)

The Court finds CEC’s presentation that Guangdong UNIS’ relationship with the other UNIS entities is analogous to that of the foreign company in Paneno compelling. In Paneno, two companies were at issue, CAPA-UK and CAPA-USA, and it was held that, though CAPA-UK was a distinct entity from CAPA-USA and CAPA-UK did not have contact with California directly (i.e., CAPA-USA has never owned, operated, or managed CAPA-UK; CAPA-UK and CAPA-USA have separate offices, officers, and employees; CAPA-UK and CAPA-USA have identical board of directors, CAPA-UK never loaned money to, signed, or cosigned any notes on behalf of, or guaranteed loans of, or otherwise financed CAPA-USA; CAPA-UK maintains no offices in California and does not employ any persons in California; CAPA-UK does not pay any taxes to California; CAPA-UK has never owned, operated, or managed any entity located or doing business in California; CAPA-UK does not have any bank accounts, real or personal property, telephone numbers, mailing addresses, or post office boxes in California; etc.), CAPA-USA functions as the United States sales, marketing, and pre-departure administration arm for CAPA-UK in the provision of international educational programs. (See id. at 1451-56.) That is, “[w]ithout CAPA-USA performing in that capacity [the United States sales, marketing, and pre-departure administration arm for CAPA-UK], CAPA-UK would have had to handle such activities itself.” (Id. at 1456.) The Paneno court also discussed (1) brochures supplied to potential program participants, including the plaintiff who resided in the US, in which “the entity generically referred to as ‘CAPA,’ indicated that it would ‘coordinate all of the logistics of [the] program including … accommodations,’ a function ascribed solely to CAPA-UK[;]” and (2) how the program fee the plaintiff paid included monies for arrangements made exclusively by CAPA-UK. (Ibid.)

Here, Guangdong UNIS’ relationship with the other UNIS entities in nearly identical. The organizational chart CEC has taken from the UNIS website shows: (1) Guangdong UNIS (the manufacturer, “Head Office & Main Factory”); (2) UNIS TECHNOLOGY; and (H.K.) LTD. CO. (“UNIS Hong Kong”) (the importer and exporter, “Shipping & Receiving”); and

(3) UNIS Canada (“International Sales, Research & Development, Contract Manufacturing”). Gonzalez, the UNIS Entities’ US Sales Manager, testified that she is an independent contractor with UNIS (Decl. Kimberly Hisa, Exh. 8 [17:19-20]), and, that despite being the only US sales manager for UNIS, she only represents UNIS Canada (ibid. [28:18-22]). As presented by CEC, with relevant citations, ante, Gonzalez also testified as to what she did, which included discussions with product purchasers, attending conferences, among other actions. It is patent that each UNIS entity functions as a part of a whole leading, ultimately, to the sale and distribution of a product to an end buyer, including those that reside in California. This is akin to the relationship CAPA-USA and CAPA-UK had in Paneno. Further, like the reference to “CAPA” in Paneno, marketing advertisements such as those from the UNIS website address only an entity named “UNIS.” Arguably, the UNIS entities go even further than CAPA-UK and CAPA-USA in that they have employed a US Sales Manager who lives, works, and sells products in California. (See Decl. Kimberly Hisa, Exh. 8 [generally].) Accordingly, following binding case precedent, the representative services doctrine applies to Guangdong UNIS and the evidence provided by CEC supports the exercise of general jurisdiction over it.

CEC has met its initial burden regarding general jurisdiction. The burden shifts to Guangdong UNIS to present a compelling case that the exercise of jurisdiction would be unreasonable.

The Court briefly discusses the bullet pointed “falsehoods” on page four in Guangdong UNIS’ Reply as it is necessary prior to analysis. The use of the blanket term “UNIS Entities” must be considered with regards to marketing or published materials as it is a clear factor that California appellate courts have looked at. (See discussion of Paneno, ante.) The Court has noted Guangdong UNIS’ other bullet points and takes them into consideration when conducting its analysis, infra.

Guangdong UNIS presents: (1) the evidence affirms the statements from the Li’s declaration, (2) Gonzalez has testified that she does not work for Guangdong UNIS (citing Deposition of Debbie Gonzalez, 40:17-41:1), and (3) CEC’s discussion of discovery includes misrepresentations and confuses the true issue at hand. Guangdong UNIS re-emphasizes legal standards it presented in its moving papers (International Shoe Co. v. Washington (1945) 326 U.S. 310; Burger King Corp. v. Rudzewicz (1985) 471 U.S. 462; Vibration Isolation Products, Inc. v. American Nat. Rubber Co. (1972) 23 Cal.App.3d 480) and emphasizes Li’s declaration. Guangdong UNIS argues that CEC mistakenly groups Guangdong UNIS with Canada UNIS, and that it has no control over Gonzalez. Guangdong UNIS further argues that the representative services doctrine does not apply, comparing the case at hand to that of Sonora Diamond and F. Hoffman-La Roche, Ltd. v. Sup. Ct. (2005) 130 Cal.App.4th 782 (“F. Hoffman-La Roche”) and arguing that they are more akin to both of these cases rather than Paneno. Guangdong UNIS re-emphasizes that it has not had continuous and systematic contacts with California.

Guangdong UNIS’ argument is not persuasive. First, the information that Guangdong UNIS provided in Reply enumerated above was considered upon the application of Paneno in the Court’s analysis of CEC’s evidence. Further, the companies in Paneno did not have a parent-subsidiary relationship, but it was still held that the representative services doctrine applied. As such, though Guangdong UNIS attempts to distinguish itself from the other UNIS entities, the evidence provided does not overcome the interpretation that Guangdong UNIS utilizes the other UNIS entities to do what it otherwise would have done itself to bring its products to California.[5] In Diamond, Diamond was a holding company whose business was not mining but rather its investment in Sonora Mining. (See Sonora Diamond, supra, 83 Cal.App.4th at pp. 544–545.) As in Paneno, Guangdong UNIS is far different from that of the parent corporation in Sonora Diamond. Specifically, the evidence shows that each UNIS entity performs a function – Guangdong UNIS is the manufacturer, H.K UNIS the shipper, and Canada UNIS who contracts with Gonzalez is responsible for marketing, including in the State of California. With respect to the facts in the instant case, all sales in California could not occur without marketing from Canada UNIS and shipping from H.K. UNIS and, without either, Guangdong UNIS would be performing these functions on its own. So too is the case at hand distinguished from F. Hoffman-La Roche. In F. Hoffman-La Roche, the only theory for the exercise of jurisdiction over either Swiss defendant was agency via application of the representative services doctrine and it was held that the requisite level of pervasive and continual control that defines the principal/agent relationship for purposes of jurisdiction under California law was lacking as to each of them as the record did not evidence that either Swiss defendant did not function as independent entities, but rather that each entity had only bilateral, collaborative involvement or corporate integration by the U.S. Roche defendants in the area of drug safety. (F. Hoffman-La Roche, supra, 130 Cal.App.4th at 799-800.) Here, the record shows that there is more to the relationship between Guangdong UNIS and the other UNIS entities that mere collaborative involvement or corporate integrate. Rather, the record supports that each UNIS entity acts as a part to make up a whole.

Thus, Guangdong UNIS has not met its burden to show that jurisdiction over it would be unreasonable as its actions and relationships fall squarely within the binding case precedent set out by Paneno.

Because the Court concludes that Guangdong UNIS is subject to general jurisdiction, the Court does need to address whether Guangdong UNIS is also subject to specific jurisdiction.

Guangdong UNIS argues that, to determine whether specific jurisdiction exists, (1) the causes of action alleged by Guangdong UNIS must arise out of an act done or transaction consummated in California; or (2) Guangdong UNIS must perform some other act by which it purposefully avails itself of the privilege of conducting activities in California, thereby invoking the benefits and protections of California’s law. Guangdong UNIS contends that the actions alleged by the FACC do not arise out of any act done or transaction consummated in California. Guangdong UNIS highlights that it was formed as a business eight years after the ride that makes up the basis of this action was sold and shipped and, even if it had any involvement in the design or manufacturing of the ride, it would not have engaged in such activity in California. Guangdong UNIS presents: (1) the contracts for the purchase of the product between CEC and other companies were consummated in Kansas (FACC, Exh. A) and delivery occurred in Kansas (ibid.).

CEC presents that Guangdong UNIS has purposefully availed itself of California as it advertises its products on the UNIS website, which is accessible to California customers; marketed its product through direct contact and/or trade shows to California customers; marketed its products through magazines available to California customers, sold products by a US sales manager whose office was located in the State of California, ensured that its sales manager maintained ongoing relationships with end users, and UNIS Entities maintains a parts and services support center that can be contacted from the State of California thereby establishing channels for providing regular service and advice to customers regarding products manufactured by Guangdong UNIS (see Decl. Kimberly Hisa, Exh. 29.) CEC further argues that Guangdong UNIS marketed its products in California, a specifically targeted forum, and by purposefully and successfully soliciting profits from California businesses, Guangdong UNIS could reasonably anticipate being subject to litigation in California in the event their solicitations and sales caused an injury to a California resident and the exercise of specific jurisdiction over Guangdong UNIS is not only warranted; it is fair, reasonable, and just as (1) Guangdong UNIS at least admits that it has knowledge with regard to the design, manufacture, and sale of the subject ride; (2) if Guangdong UNIS were to prevail on this MTQ, it would deprive CEC of its rights to due process in the prosecution of its cross-claims against the manufacturer; (3) CEC’s interest in obtaining relief far outweighs any inconvenience that may arise by Guangdong UNIS’s participation in litigation; and (4) , UNIS products are available for use by California residents throughout the entire state and are easily accessible and California has an interest in exercising jurisdiction over Guangdong UNIS and related UNIS Entities to protect its residents.

The Court again notes that the argument that Guangdong UNIS ensured that its sales manager maintained ongoing relationships with end users relies on exhibits that do not fully reflect this argument (i.e., Exhibits 10-12 and 15-16). Exhibits 15 and 16, discussed ante, anything reflecting that UNIS worked with locations in California and Gonzalez visited Big Al, but does not show that Gonzalez maintained ongoing relationships with end users. Exhibits 10 and 11, which the Court believes are the Request for Judicial Notice Exhibits, are Secretary of State filings. Exhibit 12 shows only communication related to sale(s) to which both Gonzalez and Canada UNIS were a part of and which, like Exhibits 15 and 16, do not reflect an ongoing relationship between Gonzalez and end users.

As general jurisdiction has been established, the Court need not address the issue of specific jurisdiction.

Finally, Guangdong UNIS presents that asserting jurisdiction over it would not comport with the notions of fair play and substantial justice. Specifically, Guangdong UNIS presents that even if it was involved with the allegations against specially appearing, arguably some defect in design and/or manufacture of the subject product, such actions would not have occurred in California. Guangdong UNIS emphasizes that forcing it to adjudicate a claim regarding a product (i.e., ride) manufactured in China, assuming the product was made by them, that was sold and purchased between parties unrelated to it would unduly and unfairly burden it. Guangdong UNIS contends that every substantive fact regarding the involvement of it in relation to this case occurred in China. Thus, Guangdong UNIS concludes that the burden that defending this action would impose on specially appearing it far outweighs any interest California has in adjudicating the allegations against it and public policy dictates that this court has no jurisdiction over specially appearing it as to do so would be unfair, unreasonable, and unjust in light of the facts presented.

The Court believes that CEC’s arguments regarding specific jurisdiction subsumes its response to this topic. As mentioned, ante, as general jurisdiction has been established, the Court need not address the issue of specific jurisdiction.

[1] 1 The Court means no disrespect to either individual by its use of their first names. The Court refers to each defendant by their first names for the purpose of clarity.

[2] See fn. 3.

[3] The Court believes that this paragraph is actually the paragraph on page 4 that has been labeled a second paragraph 6.

[4] CEC presents that Gonzalez’s testimony is consistent with documents produced by Canada UNIS which show communications regarding transactions or potential transactions that took place between UNIS Canada and Betson and Player One as recent as April 2023. (See Decl. Kimberly Hisa, Exh. 12.)

[5]The Court had already considered Li’s Declaration and Gonzalez’s statement that she only represents Canada UNIS as such evidence was provided with the moving and opposing papers. The Court notes that the part of Gonzalez’s deposition that Guangdong UNIS emphasizes on Reply (40:17-41:1) is relatively similar to what the Court considered in its application of Paneno as Gonzalez states that she does not provide sales services for Guangdong UNIS or H.K. UNIS.