Opinion
Civil Action No. 3:03-CV-2960-K.
August 16, 2004
MEMORANDUM OPINION AND ORDER
The following motions are currently pending before the Court: (1) Defendant's Motion to Dismiss for Lack of Personal Jurisdiction and Insufficient Service of Process; (2) Plaintiff's Motion to File Surreply in Opposition to Defendant's Motion to Dismiss; and (3) Plaintiff's Motion to Strike the Affidavit of Marge Layton. Because Plaintiff has met her burden of establishing a prima facie case of personal jurisdiction over Defendant, each motion is DENIED.
I. Background
Plaintiff Donna Earle ("Earle") sues Defendant Aramark Corporation Aramark Corporation in connection with her termination from her job on or about April 11, 2003. Earle alleges that Aramark Corporation discriminated against her on the basis of her age and sex, and also that she suffered from a hostile work environment during the course of her employment. In addition, Earle argues that Aramark Corporation is liable to her for damages based on contracts which she closed in the period before her official termination, based on the belief that she would be paid for such efforts. She alleges that Aramark Corporation never paid her for those amounts.
Aramark Corporation brought its motion to dismiss, alleging that Earle has sued the wrong party. Aramark Corporation alleges that Earle's actual employer was Aramark Services, Inc. ("Aramark Services"), but that Earle "stubbornly insists upon maintaining this lawsuit against Aramark Corporation." Earle responds that Aramark Corporation is the proper party to this litigation, and that it is subject to the personal jurisdiction of Texas courts. Whether Aramark Corporation or Aramark Services was Earle's employer is the issue central to this motion to dismiss.
II. Standard on a Motion to Dismiss
The Texas long-arm statute applies in this case. The Texas long-arm statute has the same scope as the U.S. Constitution, so this Court may only exercise jurisdiction over the Defendant if jurisdiction is consistent with the Due Process Clause. See Alpine View Co. v. Atlas Copco A.B., 205 F.3d 208, 214 (5th Cir. 2000). The Due Process Clause permits the exercise of personal jurisdiction over a nonresident defendant when (1) that defendant has purposefully availed itself of the benefits and protections of the forum state by establishing "minimum contacts" in that state; and (2) the exercise of jurisdiction over that defendant does not offend "traditional notions of fair play and substantial justice." Id. at 214-15 (quoting International Shoe Co. v. State of Washington, 326 U.S. 310, 316 (1945)).
"Minimum contacts" can be established through either specific jurisdiction or general jurisdiction. See Alpine View, 205 F.3d at 215. Specific jurisdiction over a nonresident defendant exists when it has purposefully directed its activities at the forum state and the litigation results from alleged injuries that arise from or relate to those activities. See id. (quoting Burger King Corporation v. Rudzewicz, 471 U.S. 462, 472 (1985)). General jurisdiction exists when the nonresident defendant's contacts with the forum state, although not related to the plaintiff's cause of action, are "continuous and systematic." Alpine View, 205 F.3d at 215 (quoting Helicopteros Nacionales de Columbia, S.A. v. Hall, 466 U.S. 408, 414 (1984).
Once a defendant presents a motion to dismiss for lack of personal jurisdiction, the plaintiff has the burden of establishing the Court's jurisdiction over a defendant. See Gundle Lining Constr. v. Adams Cty. Asphalt, Inc., 85 F3d 201, 204 (5th Cir. 1996). In its response to a defendant's motion to dismiss for lack of personal jurisdiction, the plaintiff cannot stand on its pleadings, but must, through affidavits or otherwise, set forth specific facts demonstrating that the Court has jurisdiction. See Theunissen v. Matthews, 935 F.2d 1454, 1458 (6th Cir. 1991).
When the Court does not conduct an evidentiary hearing, the party seeking to assert jurisdiction must present facts sufficient to make out a prima facie case supporting personal jurisdiction. See Alpine View, 205 F.3d at 215. The Court accepts as true that party's uncontroverted allegations, resolving in its favor all conflicts between the facts contained in the parties' affidavits and other documentation. See id. However, the Court is not required to give credit to conclusory allegations, even if they are uncontroverted. See Panda v. Brandywine Corporation v. Potomac Elec. Power Comp., 253 F.3d 865, 868-69 (5th Cir. 2001).
III. Plaintiff Has Met Her Burden of Establishing Jurisdiction
Earle claims that the Court has personal jurisdiction over Aramark by way of both general and specific jurisdiction. Aramark claims that the Court has neither.
In her First Amended Complaint ("Complaint"), Earle claims that she was employed by Aramark Corporation in Dallas County, Texas, from June 26, 1989 through April 11, 2003. Earle's Complaint contends that although Aramark Corporation is a Delaware corporation with its principal place of business in Philadelphia, Pennsylvania, it conducts business in Dallas County, Texas. Through the affidavit of Peter A. Oppenheim, Aramark Corporation's Director of Corporate Claims, Aramark Corporation maintains that it is merely a holding company, registered to do business only within the Commonwealth of Pennsylvania. Mr. Oppenheim goes on to state that Aramark Corporation "did not employ Donna Earle. ARAMARK Corporation employs approximately 200 employees, all of whom are employed in Philadelphia, Pennsylvania."
Additionally, Aramark Corporation relies on Earle's 2002 and 2003 W-2's as evidence that Aramark Services was Earle's employer. On Earle's W-2's, the information under the heading for "Employer's Name" states "ARAMARK FOODSUP SVCS AGENT FOR ARAMARK SERVICES." Also, the employer identification number on the W-2's is 23-2573585, which, according to Mr. Oppenheim, is Aramark Services' employer identification number.
Responding to Aramark Corporation's evidence against her case for personal jurisdiction, Earle presents the following arguments to the Court: (1) despite the information included on Earle's W-2's, Aramark Corporation was the entity which paid her salary; (2) Aramark Corporation hired Earle and others in Texas to solicit business on its behalf; and (3) Aramark Corporation provided Earle with "indicia of employment," including "business cards, company letterhead, wages, benefits, a company vehicle, and a corporate credit card.
In support of her arguments, Earle relies on several pieces of evidence: (1) a pay statement dated May 22, 2003, which clearly lists the name and address of Aramark Corporation; (2) stationary for Donna A. Earle with an "Aramark Corporation" heading; (3) three business cards for Donna A. Earle listing the Aramark Corporation name, with Texas addresses; (4) a letter to Earle from Patricia M. Lamont, Human Resource Director of Aramark Corporation, dated April 28, 2003, dealing with a complaint filed by Earle; (5) a statement of an American Express corporate card, issued to Earle in the name of Aramark Corporation; and (6) several stubs from reimbursement checks made out to Earle from Aramark Corporation.
Aramark Corporation responds to Earle's evidence, in part, with the affidavit of Marge Layton, the Director of Insured Litigation of Aramark Food and Support Services Group, Inc. In response to the evidence of Aramark Corporation stationary and business cards bearing Earle's name, Ms. Layton's states that "employees of subsidiaries of Aramark Corporation "typically listed 'ARAMARK Corporation' on the business cards and letterhead as a trade name or a method of branding." However, the stationary and business cards, along with the existence of the check stubs, pay statement, and American Express corporate cards bearing the name of "Aramark Corporation," tend to support a prima facie case that Earle was indeed employed by Aramark Corporation.
While Aramark Corporation contends that Earle has failed to prove that Earle's relationship with Aramark Services should not be attributed to Aramark Corporation, Earle does not make that argument to the Court. Accordingly, the cases Aramark Corporation cites in support of its argument that Aramark Corporation's contacts with Texas are insufficient to support the exercise of personal jurisdiction are inapposite. See, e.g., Gerald v. Pacificare Health Systems, 1997 WL 160191 (N.D. Tex. April 1, 1997) (Fitzwater, J.). In Gerald, the Court held that the plaintiff did not establish a prima facie case of personal jurisdiction against one of the defendants when the evidence showed that she was employed by the wholly-owned subsidiary of that defendant. The court held that because the contacts of the subsidiary could not be imputed to the dismissed defendant, specific jurisdiction was improper, and the dismissed defendant did not have sufficient contacts to exercise general jurisdiction. See id. at *3-4. In this case, however, Earle attempts to show that Aramark Corporation itself is her employer, not that the actions of Aramark Services should be attributed to it.
The evidence Earle has submitted to the Court does establish a prima facie case that Aramark Corporation was her employer. Not only did she receive stationary and business cards in her name bearing the words "Aramark Corporation," but the evidence indicates that she also received pay from Aramark Corporation, both in the form of her salary and through reimbursements. Therefore, while Aramark Corporation has presented evidence that Earle was employed by Aramark Services, Earle has nevertheless put forth sufficient evidence to make a prima facie showing that Aramark Corporation was her employer. As the events giving rise to this lawsuit undoubtedly arise from Earle's relationship with her employer, a prima facie case of Earle's employment by Aramark Corporation suffices to establish a prima facie case of specific jurisdiction over Aramark Corporation.
Thus, Earle has met her burden of presenting evidence which establishes a prima facie case of personal jurisdiction. However, the Court reiterates that at some point, Earle will have to establish jurisdiction over Aramark Corporation by a preponderance of the evidence — a burden which is higher than that applicable to the current motion, which is merely a prima facie case. See Felch v. Transportes Lar-Mex SA De CV, 92 F.3d 320, 326 (5th Cir. 1996) (holding that the plaintiff's burden in responding to a defendant's motion to dismiss for lack of personal jurisdiction is raised from a prima facie showing to a preponderance of the evidence if the trial court holds an evidentiary hearing or the case proceeds to trial). Accordingly, while the Court DENIES Defendant's motion at this time, it explicitly refrains from ruling that Plaintiff has established personal jurisdiction by a preponderance of the evidence.
IV. Conclusion
Defendant's Motion to Dismiss for Lack of Personal Jurisdiction is hereby DENIED. In addition to the motion to dismiss, two motions relating to the motion to dismiss are currently pending before the Court. First, Plaintiff filed a motion to file a surreply. As the Court has denied defendant's motion without regards to a surreply, that motion is DENIED as moot. Additionally, Plaintiff's motion to strike the affidavit of Marge Layton is DENIED. Finally, Defendant has filed a motion to extend the mediation deadline. Defendant's motion is GRANTED. The parties are ORDERED to mediate this case by October 1, 2004.
SO ORDERED.