United States District Court, D. Utah, Central Division
MEMORANDUM DECISION AND ORDER
BENSON UNITED STATES DISTRICT JUDGE.
matter is before the court on Defendant David Maille's
pro se motion to dismiss for lack of personal
jurisdiction. (Dkt. 9.) Plaintiff Colt Builders filed an
opposition, and although Defendant was given an extension of
time to file his reply (Dkt. 20), no reply has been filed and
the time for doing so has expired. The court has considered
the facts and arguments set forth in the documents on file.
Pursuant to civil rule 7-1(f) of the United States District
Court for the District of Utah Rules of Practice, the court
elects to determine the motion on the basis of the written
memoranda and finds that oral argument would not be helpful
or necessary. DUCivR 7-1(f).
lawsuit arises out of a dispute between Plaintiff Colt
Builders and Defendant Maille concerning a Confidentiality
and Non-Solicitation Agreement (“Agreement”).
Plaintiff Colt Builders is a Utah Corporation with
headquarters located in Salt Lake City, Utah. Defendant
Maille is an individual, domiciled in Massachusetts. Until
July 17, 2018, Maille worked as a project manager for Colt.
Colt Builders hired Defendant Maille on September 4, 2017.
(Dkt. 2, ¶ 7.) On September 6, 2017, Defendant Maille
entered into a Confidentiality and Non-Solicitation
Agreement. (Dkt. 2, Ex. A.) The Agreement provided, among
other things, that during the term of Maille's employment
he would not use or disclose confidential information and
that he would not take any action that would be detrimental
to the company, deprive the company of business opportunities
or act in a manner that conflicted with the best interest of
the company. The Agreement also stated that during
Maille's employment, and for 16 months immediately after
his employment with the company ceases, Maille would not
solicit employees, contractors, suppliers or vendors to
compete with the Company. (Dkt. 2, ¶ 8.)
Agreement contained a forum selection clause providing as
This Agreement shall be construed and enforced in accordance
with the substantive laws of the State of Utah, without
giving effect to its conflict of laws principles.
Employee hereby consents and the parties agree
that the state and federal courts located in the State of
Utah shall be the exclusive venue for the resolution of any
dispute regarding or arising out of this Agreement. This
Agreement is intended to supplement, and does not in any way
limit, any obligations or duties Employee owes to Company
under statutory or common law.
(Dkt. 2, Ex. A, ¶ 17 (emphasis added).)
Colt Builders filed this suit against Defendant Maille
claiming that Defendant breached the express terms of the
Agreement by using Plaintiff's information on behalf of a
competitor and violating his duty of loyalty to Plaintiff.
(Dkt. 2, ¶¶ 9-17.) Defendant responded pro
se, asking the court to dismiss the case for lack of
personal jurisdiction. (Dkt. 9.) Defendant asserts that he
has never been to Utah, all of the projects he worked on for
Plaintiff were in Massachusetts, all of the potential
witnesses are located in Massachusetts and New Hampshire, and
all of the facts of which Plaintiff complains occurred in
Massachusetts and New Hampshire. (Dkt. 9, ¶¶ 2
& 5.) Defendant does not dispute that he signed the
Agreement containing a forum selection clause. However, he
claims that he did not have much time to read the Agreement
because he was busy at work when he signed it, and
“[he] did not understand a lot of what [he] did read
and [didn't] recall seeing anything about Utah
courts.” (Id. ¶ 3.)
counters that Defendant consented to jurisdiction in Utah
when he signed the Agreement containing a valid forum
selection clause. (Dkt. 16.) Plaintiff further maintains that
regardless of the forum selection clause, Defendant Maille
has sufficient minimum contacts with the State of Utah to
subject him to jurisdiction. (Id.)
bears the initial burden of establishing personal
jurisdiction over Defendant. OMI Holdings, Inc. v. Royal
Ins. Co. of Canada, 149 F.3d 1086, 1091 (10th
Cir. 1998). Where, as here, Defendant moves to dismiss for
lack of personal jurisdiction without an evidentiary hearing,
the plaintiff need only make a prima facie case that
jurisdiction exists. Id.
well-established that a party may consent to personal
jurisdiction by agreeing to a forum selection clause. See
Burger King v. Rudzewicz, 471 U.S. 462, 472 n.14 (1985).
The United States Supreme Court has held that forum selection
clauses are “prima facie” valid and should be
enforced unless they are “unjust or unreasonable under
the circumstances.” M/S Bremen v. Zapata Off-Shore
Co., 407 U.S. 1, 16-17 (1972). The party seeking to
avoid the forum selection clause bears the burden of showing
that enforcement is “unreasonable.” Id.
when parties consent to personal jurisdiction in a certain
forum, there is no need to analyze the forum state's
long-arm statute or the party's contacts with the forum
state. Professional Bull Riders, LLC v. Perfect Blend
International, LLC, 2016 WL 54115, *2 (D. Colo. Jan. 5,
2016); Elec. Realty Assocs., L.P. v. Vaughan Real Estate,
Inc., 897 F.Supp. 521, 523 (D. Kan. 1995); see also
Jacobsen Constr. Co., Inc. v. Teton Builders, 106 P.3d
719, 726-27 (Utah 2005) (when enforceable forum selection
clause exists, minimum contacts standard does not apply).