Jacobs v. Felix Bloch Erben Verlag Fur Buhne Film Und Funk KG

Because the case rested on diversity jurisdiction, the court applied New York personal-jurisdiction law. After jurisdictional discovery but without an evidentiary hearing, the plaintiffs had to make a prima facie showing through facts that, if credited, would establish jurisdiction. Although factual disputes were construed in the plaintiffs' favor, the court treated the completed discovery record as the plaintiffs' full jurisdictional proof.

CPLR § 301 permits general jurisdiction over a foreign corporation only where it conducts continuous, permanent, and substantial New York business. The standard is demanding because a defendant subject to general jurisdiction may be sued in New York even on claims unrelated to its in-state conduct.

Brenner's and Krauth's occasional New York trips to watch theater, negotiate for theatrical rights, attend auditions, hire talent, and purchase production supplies did not meet that standard. Those activities merely helped them obtain goods and services for their core European theater business; they did not establish a sustained New York business presence. Neither individual maintained a New York office, residence, bank account, telephone listing, or comparable indicium of permanence.

The plaintiffs could not convert the defendants' efforts to obtain rights to plays into a sufficient solicitation-plus theory. Seeking rights to produce shows was not the kind of solicitation contemplated by that doctrine, and, in any event, the defendants' contacts were sporadic and incidental rather than systematic and continuous.

The plaintiffs also failed to establish that Sundance or BB Promotion was a 'mere department' of the German defendants. The essential common-ownership element was absent as to Krauth and GREASE GmbH, and the evidence did not show financial dependence, disregard of corporate formalities, shared operational control, or a unified enterprise. The entities were separately incorporated and capitalized, maintained separate records and accounts, hired separately, and generally dealt with one another at arm's length.

Shared addresses, one shared management-level employee, and credit-card notations allocating mistaken charges among affiliated persons and companies did not demonstrate pervasive control or commingling. To the contrary, the notations and prompt reimbursements supported the conclusion that the companies kept their financial obligations separate.

Nor did the record support jurisdiction through agency. Sundance arranged New York auditions and retained a lawyer during separate Chicago negotiations, but it was reimbursed and paid for those services, made no artistic or hiring decisions, and lacked authority to bind GREASE GmbH. Similarly, consultant Roseanne Kirk performed discrete New York work on Harlem Gospel Singers, a show not performed in New York, and lacked authority to contract for Brenner Holding. These activities did not amount to doing all the business the foreign entities would conduct through their own officials in New York.

Specific jurisdiction under CPLR § 302(a)(1) required both a New York transaction of business and a direct relationship between that transaction and the claim asserted. The plaintiffs relied on New York auditions, purchases of costumes and other supplies, the hiring of New York-based theatrical personnel, and Brenner and Krauth's meeting and later correspondence with the plaintiffs' lawyer, Ronald Taft.

Those activities related generally to the German production of GREASE, but they were too remote from the alleged infringement. The claims concerned the use of an unauthorized translation, textual and musical alterations, English-language songs, and performances after the license allegedly ended. The plaintiffs offered no evidence that decisions about any of those matters were made in New York or by personnel hired there.

The Taft meeting did not supply the required nexus. Even accepting Taft's account that the meeting revealed unauthorized translations or English performances, the alleged breach did not arise from the meeting. At most, the meeting may have alerted the plaintiffs or defendants to circumstances relevant to the dispute; it was not an act essential to forming, performing, or breaching the agreement at issue.

Because neither general nor specific jurisdiction existed, the court dismissed all claims against Brenner Holding, GREASE GmbH, Brenner, and Krauth. It therefore did not reach those defendants' alternative forum non conveniens argument.

Felix Bloch's forum non conveniens request was not waived merely because it was raised after its responsive pleading. Unlike personal-jurisdiction and venue objections governed by Rule 12(h), forum non conveniens is not subject to the same rigid timing rule, though delay may weigh in the overall convenience analysis.

Germany was an adequate alternative forum because Felix Bloch was subject to German jurisdiction. The court therefore balanced the private and public interests identified in Gulf Oil Corp. v. Gilbert and Piper Aircraft Co. v. Reyno, while giving substantial deference to the plaintiffs' selected United States forum. The plaintiffs' residence outside New York did not lessen that deference, because for forum non conveniens purposes an American citizen's home forum is any United States court.

German witnesses, documents, and records would create translation, interpretation, and travel burdens in New York. But dismissal would largely shift those burdens to the American plaintiffs, who did not speak German and whose important witness, attorney Ronald Taft, and relevant documents were in New York. Felix Bloch also only speculated that its nonparty German witnesses would be unwilling to travel, weakening its reliance on the lack of compulsory process.

The inability to proceed against the GREASE defendants in New York favored a German forum because Germany could potentially permit a more complete, single-action resolution. Still, that consideration did not outweigh the plaintiffs' choice, Felix Bloch's New York execution of the licensing agreement, the agreement's New York-law clause, and Felix Bloch's two-and-a-half-year delay before seeking dismissal.

The public-interest factors were neutral. The court could accommodate the case, both Germany and New York had legitimate interests, and the governing-law question did not clearly favor either forum because the pleadings invoked German copyright law while the original agreement selected New York law.

Rule 15(a) generally directs courts to grant leave to amend freely when justice requires, but a court may deny leave where the amendment would be futile. Because the plaintiffs had already amended once, they required the court's permission to add Sundance.

The plaintiffs submitted no supporting papers explaining how Sundance could be liable for the allegedly infringing conduct. The existing record showed only that Sundance performed limited, compensated services such as organizing auditions and retaining counsel; it did not establish a connection between Sundance and the alleged unauthorized German production. Adding Sundance would therefore serve no useful purpose.