Robo-Team NA, Inc. v. Endeavor Robotics
Robo-Team NA, Inc. v. Endeavor Robotics
Opinion of the Court
Robo-Team NA, Inc., sells tactical ground robotics systems to United States government agencies including all branches of the military, the Department of Homeland Security, and the Federal Bureau of Investigation. Endeavor Robotics competes with Robo-Team for government contracts in this field. According to Robo-Team, Endeavor Robotics hired Sachem, a defense-focused lobbying firm, to spread a false rumor that the Chinese government controls Robo-Team and uses it to steal military technology from the United States. Robo-Team has sued Endeavor Robotics and Sachem for defamation, tortious interference with contractual and other business relationships, civil conspiracy, and unfair competition. Both Defendants moved to dismiss Robo-Team's claims under the Federal Rules of Civil Procedure. Both Defendants also argued that Robo-Team's lawsuit is a Strategic Lawsuit Against Public Participation, or SLAPP, and have moved to dismiss the case under the District of Columbia's Anti-SLAPP statute, which provides for the recovery of costs. Because this Court lacks personal jurisdiction over the Defendants, the motions to dismiss under the Federal Rules of Civil Procedure will be granted and the Anti-SLAPP motions will be dismissed.
I. BACKGROUND
Robo-Team is a subsidiary of an Israeli company and has its principal place of business in Gaithersburg, Maryland. Compl. ¶ 8. Endeavor has its principal place of business in Chelmsford, Massachusetts, but conducts business with the United States government in the District of Columbia. Id. at ¶¶ 9, 12. Sachem has its principal place of business in Boston, Massachusetts, but conducts lobbying activities in the District of Columbia. Id. at ¶¶ 10, 13.
Robo-Team alleges that it has been competing with Endeavor for government contracts since at least 2014, and that Endeavor has been spreading false information about Robo-Team during that time. Id. at ¶¶ 16-17. Robo-Team alleges that Endeavor's "campaign of defamatory statements" intensified after Robo-Team defeated Endeavor in a competition for a particularly significant contract with the Air Force in 2015 and then declined Endeavor's *22proposals to partner on future federal bids and other projects. Id. at ¶¶ 17-19.
In late 2016 and early 2017 the Army began the competitive process for awarding two of the biggest robotics contracts offered by the military in the last 15 years. Id. at ¶¶ 20-21. Each contract was worth hundreds of millions of dollars. Id. Robo-Team alleges that Endeavor hired Sachem to damage Robo-Team's reputation and prevent it from competing successfully for these contracts, for other business, and for future federal contracts, including one contract that is expected to have a value of approximately $1 billion. Id. at ¶ 24. Sachem prepared a memorandum that was distributed on Capitol Hill and that included in its discussion of "Foreign Threats" a description of Robo-Team's alleged connections with China and alleged violation of International Traffic in Arms Regulations. Id. at ¶ 23; see also id. Ex. 1.
The allegations in Sachem's memorandum were repeated in a letter from Congressman Seth Moulton to Frank Kendall, the Undersecretary of Defense for Acquisition, Technology, and Logistics, asking that "the Department of the Army ... carefully examine the evidence of Chinese influence when considering award of [the two major contracts mentioned above]." Id. at ¶¶ 27-29; see also id. Ex. 2. They also appear to be echoed in a letter to Undersecretary Kendall that was signed by six other Members of Congress and circulated with supporting materials about Robo-Team's connections with China. Id. at ¶¶ 31-33; see also id. Ex. 3. At least one Endeavor employee told one of Robo-Team's government contracting customers that the company had been purchased by the Chinese government. Id. at ¶ 25.
Robo-Team alleges that the rumors Endeavor and Sachem spread damaged Robo-Team's customer relationships and good will, delayed orders and contracts, and forced Robo-Team to spend countless hours on damage control with current and prospective clients. Id. at ¶¶ 37. More specifically, Robo-Team alleged in June 2017 that it was still in the process of responding to a series of complex Requests for Information issued by the Department of State and the Department of Defense in February 2017, that dozens of current and prospective clients had reported concerns about Endeavor's allegations about Robo-Team's connections with the Chinese government, and that it had also had to deal with an inquiry by the Wall Street Journal. Id. at ¶¶ 34-37.
Robo-Team sued Endeavor and Sachem for defamation, tortious interference with contractual and other business relationships, civil conspiracy, and unfair competition. Id. at 11-14. Before me now are four motions to dismiss, two by each Defendant. Each Defendant has moved under the Federal Rules of Civil Procedure to dismiss Robo-Team's claims for lack of jurisdiction and for failure to state a claim. Each Defendant has also moved to dismiss under the District of Columbia's Anti-SLAPP statute and has requested an award of costs, including attorney's fees, pursuant to that statute.
II. LEGAL STANDARD
To hear a claim against a defendant, a court must have personal jurisdiction over that defendant. Under the Due Process Clause, this means that the defendant must "have certain minimum contacts with ['the territory of the forum,' which is to say, the geographic area under the court's authority,] such that the maintenance of the suit does not offend traditional notions of fair play and substantial justice." Int'l Shoe Co. v. Washington ,
III. ANALYSIS
A. This Court Lacks General Jurisdiction Because the District of Columbia Is Not the Defendants' Place of Incorporation or Principal Place of Business
A district court may exercise general jurisdiction over all claims against a corporate defendant if the corporation's "affiliations with the State are so continuous and systematic as to render [it] essentially at home" in the territory subject to the court's authority. Daimler AG v. Bauman ,
B. This Court Lacks Specific Jurisdiction Because the Defendants' Activities in the District of Columbia Are Not Forum Contacts Under the Government Contacts Rule
A district court may exercise specific jurisdiction over a corporate defendant if jurisdiction is authorized by the long-arm statute of the state in which it is located and consistent with the due process requirements of the Constitution. FC Inv. Group LC v. IFX Markets, Ltd. ,
(1) transacting any business in the District of Columbia;
(2) contracting to supply services in the District of Columbia;
(3) causing tortious injury in the District of Columbia by an act or omission in the District of Columbia;
(4) causing tortious injury in the District of Columbia by an act or omission outside the District of Columbia if he regularly does or solicits business, engages in any other persistent course of conduct, or derives substantial revenue from goods used or consumed, or services rendered, in the District of Columbia; [or]
(5) having an interest in, using, or possessing real property in the District of Columbia ....
Robo-Team argues that I can exercise specific jurisdiction over the Defendants under any of the five sub-sections of the District of Columbia's long-arm statute quoted above. As an initial matter, it notes that any contacts made by Sachem as an agent of Endeavor are attributable to Endeavor under
But these contacts fall within the scope of the government contacts rule,
Robo-Team argues that the government contacts rule does not apply to Endeavor's contracting activities in the District of Columbia because the contracting officers with whom Endeavor had contact were "acting in their commercial capacity." Pl.'s Opp. to Endeavor's Mot. Dismiss, 17-18. According to Robo-Team, the government contacts rule is based solely on the First Amendment, and commercial interactions with the government do not implicate the First Amendment. See Rose v. Silver ,
These arguments are unpersuasive. It is by no means established that the government contacts rule is in fact limited to activities that implicate the First Amendment. Companhia Brasileira Carbureto De Calcio v. Applied Indus. Materials Corp. ,
Robo-Team also argues that the government contacts rule does not apply *26when a defendant "uses the government as an instrumentality of fraud, and thereby causes unwarranted government action against another." Pl.'s Opp. to Endeavor's Mot. Dismiss, 19 (quoting Applied Indus. Materials Corp. ,
C. Jurisdictional Discovery Is Not Necessary
A court may authorize jurisdictional discovery if the plaintiff demonstrates "a good faith belief that such discovery will enable it to show that the court has personal jurisdiction over the defendant." Caribbean Broad. Sys., Ltd. v. Cable & Wireless PLC ,
Robo-Team has not explained the basis for its belief that jurisdictional discovery would reveal that it has been defamed to private parties in the District of Columbia, nor does its Complaint purport to state a claim arising from defamatory statements made to private parties in the District of Columbia. Robo-Team has not alleged that *27it has a good faith belief that additional facts about the Defendants' conduct of business in the District of Columbia or about the control that Endeavor's parent company exerts over Endeavor would establish personal jurisdiction. Thus, Robo-Team has not demonstrated a more than speculative basis for believing that discovery would establish my jurisdiction over the claims stated in its Complaint.
IV. CONCLUSION
For the reasons explained above, the Defendants' motions to dismiss under the Federal Rules of Civil Procedure will be granted and the Defendants' motions to dismiss under the District of Columbia's Anti-SLAPP statute will be dismissed. A separate order will issue.
Courts may take judicial notice of public records of corporate filings maintained online by state Secretaries of State to determine a company's place of incorporation. See In re Lorazepam & Clorazepate Antitrust Litig. ,
Robo-Team's argument that I have general jurisdiction over the Defendants depends on two district court decisions that are not binding on me, that pre-date the Supreme Court's decision in Daimler , and that, in any event, are distinguishable. See Pl.'s Opp. to Endeavor's Mot. Dismiss, 12-14 (citing Marshall v. I-Flow, LLC ,
I note that Robo-Team's Complaint does not argue for jurisdiction based on any alleged defamatory conduct that took place outside the District of Columbia or based on the allegation that Sachem is registered to do business, leases a workspace, and has at least one employee in the District of Columbia. However, Robo-Team's belated introduction of these arguments in its briefing does not alter my determination.
To the extent Robo-Team alleges that defamatory statements were made to private parties beyond the scope of the government contacts rule, these allegations are conclusory and do not link the allegedly tortious conduct or any injury caused by it to the District of Columbia. See Compl. ¶¶ 5 (alleging generally that Defendants defamed Robo-Team to "private company executives in the robotics industry, including Robo-Team's current and prospective customers"), 25 (alleging that an Endeavor employee defamed Robo-Team to "a government contracting customer"), 35 (alleging that a Wall Street Journal reporter made an inquiry without alleging that Defendants made any statements to the reporter), 36-37 (alleging that Defendants defamed Robo-Team to "current and prospective customers," potentially including private customers).
Robo-Team argues that Alkanani is distinguishable because it involved "no allegation or evidence that the Contract was negotiated or executed in the District of Columbia." Pl.'s Opp. to Endeavor's Mot. Dismiss, 18 (quoting Alkanani ,
To the extent Robo-Team argues that the government contacts rule has an exception for defamatory statements made to contracting officers, it does not point to any authority recognizing such an exception. See Pl.'s Opp. to Endeavor's Mot. Dismiss, 17-18. Rather, it invites me to create an exception to the government contacts rule that apparently has yet to be recognized by the courts of the District of Columbia. This proposed exception would be based on the idea that the government contacts rule is based solely on the First Amendment-a premise that itself has yet to be established. See Applied Indus. Materials Corp. ,
In light of this conclusion, it is not necessary for me to determine whether I have diversity jurisdiction and it is not permissible for me to decide the parties' merits arguments. See Ruhrgas AG v. Marathon Oil Co. ,
Reference
- Full Case Name
- ROBO-TEAM NA, INC. v. ENDEAVOR ROBOTICS
- Cited By
- 5 cases
- Status
- Published