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IN THE UNITED STATES DISTRICT COURT 

FOR THE NORTHERN DISTRICT OF INDIANA 

FORT WAYNE DIVISION 

HALDRUP USA CORP., 

 Plaintiff, 

 vs. 

KINCAID EQUIPMENT 

MANUFACTURING, INC., and 

EMPRISE BANK, 

 Defendants. 

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NO. 1:15–CV-00136 

 

OPINION AND ORDER

This matter is before the Court on the Defendant Kincaid 

Equipment Manufacturing, Inc.’s Motion to Dismiss Plaintiff’s 

Amended Complaint or in the Alternative for Venue Transfer, filed 

on July 22, 2015 (DE #18). For the reasons set forth below, the 

Court TRANSFERS this case to the United States District Court for 

the District of Kansas, pursuant to 28 U.S.C. § 1406(a), and DENIES 

AS MOOT Kincaid’s motion to dismiss (DE #18). The Clerk is hereby 

ORDERED to transfer this matter to the United States District Court 

for the District of Kansas. 
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BACKGROUND 

 Plaintiff Haldrup USA Corp. (“Haldrup”) filed its Complaint 

on April 30, 2015, in Indiana state court. (DE #4.) After the 

case was removed to federal court, Haldrup amended the Complaint 

on July 17, 2015. (DE #16.) The Amended Complaint asserts three 

breach of contract claims (Counts I-III) and a claim seeking a 

preliminary and permanent injunction (Count IV) against Defendant 

Kincaid Equipment Manufacturing, Inc. (“Kincaid”). In response to 

the Amended Complaint, Kincaid moves to dismiss based on lack of 

personal jurisdiction pursuant to Federal Rule of Civil Procedure 

12(b)(2) and improper venue. In the alternative, Kincaid moves to 

transfer the case to the United States District Court for the 

District of Kansas pursuant to 28 U.S.C. § 1404(a) or 28 U.S.C. § 

1406(a). (DE #18.) After the parties conducted discovery on the 

issue of specific personal jurisdiction, Haldrup filed its 

response to Kincaid’s motion on February 26, 2016. (DE #37.) 

Kincaid filed its reply on March 4, 2016. (DE #38.) 

DISCUSSION 

Facts1

 Haldrup is an Indiana corporation with its principal place of 

business in Wells County, Indiana. (DE #16 at ¶1.) Haldrup is 

                                                            

1

 If a defendant moves to dismiss a complaint pursuant to Rule 

12(b)(2), the plaintiff bears the burden of demonstrating the 
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the successor in interest and assignee of certain rights of Haldrup 

GmbH, formerly known as Inotec Engineering GmbH (“Inotec”), a 

German business with its principal place of operation in Ilshofen, 

Germany. (DE #16 at ¶5, ¶14; #19-1 at ¶2.) Inotec is a 

manufacturer and seller of agricultural implements used in the 

area of field research. (DE #16 at ¶5.) Kincaid is a Kansas 

corporation with its principal place of business in Haven, Kansas. 

(Id. at ¶2.) 

In 2012, Inotec sought to partner with a company based in the 

United States to introduce, import, and distribute Inotec’s 

products into the United States market. (DE #16 at ¶6.) Inotec 

and Kincaid discussed a strategic plan to introduce Inotec’s 

products to the United States, and in early May 2012, 

representatives of Kincaid traveled to Ilshofen, Germany, to 

negotiate terms of an agreement with Inotec. (Id. at ¶7; DE #19-

1 at ¶6.) On May 3, 2012, Inotec and Kincaid entered into a 

Memorandum of Understanding (“MOU”) whereby Kincaid agreed to 

introduce Inotec’s products to “the North American market,” and 

                                                            

existence of jurisdiction. Purdue Research Found. v. Sanofi–

Synthelabo, S.A., 338 F.3d 773, 782 (7th Cir. 2003). When the 

court rules on such a motion based solely on written materials 

provided by the parties, the plaintiff “need only make out a prima 

facie case of personal jurisdiction. . . . In evaluating whether 

the prima facie standard has been satisfied, the plaintiff is 

entitled to the resolution in its favor of all disputes concerning 

relevant facts presented in the record.” Id. (internal quotations 

and citations omitted). Therefore, any disputed facts have been 

resolved in Haldrup’s favor.
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develop sales of these products. (DE #16-1 at 1.) According to 

the MOU, Inotec’s products were to be sold under the name Haldrup 

A/S (“Haldrup implements”). (Id.) The MOU also provided that 

Kincaid would buy certain “demo machines” and “act as importer of 

said machines.” (Id.) 

Pursuant to the MOU, Inotec sold a C85 plot combine to Kincaid 

on May 16, 2012 (“C85 combine”). (DE #16 at ¶9.) The order 

confirmation for the C85 combine states that the combine was 

manufactured in Germany, and delivered to Haven, Kansas. (DE #16-

2.) Inotec delivered the C85 combine to Kincaid in Haven, Kansas, 

and Kincaid sent the full payment for the C85 combine to Inotec in 

Germany. (DE #19-1 at ¶8-¶9.) Kincaid modified the C85 combine, 

and used it as a demo machine for customers. (DE #16 at ¶10.) 

Kincaid’s modifications and failure to properly maintain and care 

for the C85 combine allegedly impacted the combine’s 

functionality. (Id. at ¶11.) 

Pursuant to the MOU, Inotec also sold to Kincaid a CTS-95 

twin plot combine on July 18, 2012, and a CTS-95 twin plot combine 

on February 6, 2013 (“CTS-95 combines”). (Id. at ¶9.) The CTS95 combines were manufactured in Germany and delivered to Kincaid 

in Haven, Kansas. (DE #16-3; DE #16-4; DE #19-1 at 11, 14.) 

Kincaid allegedly modified the CTS-95 combines, but failed to pay 

the purchase price for them. (DE #16 at ¶12.) Under the terms of 

the order confirmations for the CTS-95 combines, Inotec retained 
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ownership interest in the CTS-95 combines until Kincaid paid the 

full purchase price. (Id. at ¶15; see, e.g., DE #16-3 at 6.) The 

CTS-95 combines are currently located in Kansas. (DE #19-1 at ¶¶ 

12, 15.) 

Prior to 2013, Kincaid had sold equipment to a company called 

Tech Services, Inc. (“Tech Services”), which has offices in 

Bluffton, Indiana. (DE #37-3 at ¶3, ¶4.) In December 2012, Mike 

Mossberg (“Mossberg”), President of Tech Services, saw a Haldrup 

C85 combine at Kincaid’s trade show booth in Chicago, Illinois. 

(Id. at ¶1; DE #37-2 at 3.) Tech Services was interested in 

purchasing a plow/harvester in 2013. (DE #37-3 at ¶5.) While it 

is unclear who contacted whom after the Chicago trade show, in May 

2013, Kincaid brought the C85 combine to Indiana to perform a 

demonstration for Tech Services. (Id. at ¶7.) Mossberg attests 

that the C85 combine did not appear to be “field ready”, and that 

it appeared to have received no service and only minimal 

maintenance before the demonstration. (Id. at ¶8, ¶12.) Tech 

Services attempted to operate the C85 combine in two fields in 

Indiana and two fields in Illinois, but the combine worked in only 

one of the four fields. (Id. at ¶9-¶11.) Kincaid brought the C85 

combine to Bluffton, Indiana, for inspection and to determine the 

cause of its problems. (Id. at ¶16.) The C85 combine remained in 

Bluffton for more than one month. (Id. at ¶17.) 
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In December 2013, Andrew Blubaugh of Kincaid met with Mossberg 

at the Chicago trade show and invited him to travel to Europe to 

visit the Haldrup facility with Kincaid representatives. (Id. at 

¶19-¶22.) Mossberg attests that after his visit to the Haldrup 

facility, he lacked confidence in Kincaid as a distributor of 

Haldrup’s products because Kincaid’s representatives did not 

appear to understand or have the ability to repair Haldrup 

implements. (Id. at ¶23-¶24.) 

Between 2013 and 2015, Kincaid sold four Haldrup implements 

to three entities in Indiana: (1) a 7-Row Distributor to ABG Ag 

Services (“ABG”) in Sheridan, Indiana; (2) a Thresher & Cleaner to 

Dow AgroSciences (“Dow”) in West Lafayette, Indiana; and (3) two 

implements (a 6-Row Planter and a 4-Row Drill) to Purdue 

University/Elizabeth Rausch Purdue Agronomy Farm (“Purdue”) in 

West Lafayette, Indiana. (DE #37-1 at 2-3.) Kincaid modified the 

Haldrup implements it sold to Purdue. (Id. at 3.) 

On or about March 4, 2015, Inotec sent a demand letter to 

Kincaid regarding the matters asserted in the Amended Complaint, 

but did not mention its intent to assign its claims. (DE #19-1 at 

¶16-¶17.) Kincaid retained legal counsel in Kansas to respond to 

Inotec’s letter, and on April 3, 2015, Kincaid’s counsel sent a 

letter to Inotec in Ilshofen, Germany. (Id. at ¶17, ¶18; DE #13-

1.) In that letter, Kincaid refused a settlement offer proposed 

by Inotec, asserting that Inotec had breached the MOU, and that 
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there were “pervasive problems” with Haldrup implements, including 

the implements that Kincaid had sold to Purdue and other customers. 

(DE #13-1 at 1.) 

On April 17, 2015, Inotec assigned to Haldrup its rights 

arising from its relationship with Kincaid, including the MOU and 

the CTS-95 combines. (DE #38-1.) Two weeks later, on April 30, 

2015, Haldrup filed suit against Kincaid in Indiana state court. 

(DE #4.)2 Kincaid learned of Inotec’s assignment of claims to 

Haldrup when it was served with that complaint. (DE #19-1 at ¶20.) 

Kincaid had no dealings with Haldrup; all of Kincaid’s dealings 

regarding the MOU and combine orders were with Inotec. (Id. at 

¶5.) None of the dealings between Kincaid and Inotec occurred in 

Indiana. (Id.) 

The Amended Complaint alleges that Kincaid failed to pay the 

amount due on the CTS-95 combines and failed to abide by the terms 

of the MOU. (DE #16, Counts I-III.) Haldrup also alleges that 

Kincaid’s alterations and modifications to Haldrup implements were 

not authorized, that they have resulted in problems for the 

ultimate purchasers of those implements, and that they have damaged 

Haldrup’s reputation among purchasers of such implements in the 

United States market. (Id. at ¶16-¶18.) 

                                                            

2 Haldrup initially sued Emprise Bank, a Kansas-based bank who acted 

as lender to Kincaid in its purchase of the combines from Inotec. 

(DE #4; DE #14.) The parties stipulated to dismiss Emprise Bank 

from this litigation. (DE #17.)
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Personal Jurisdiction 

Kincaid moves for dismissal of the Amended Complaint based on 

a lack of personal jurisdiction under Federal Rule of Civil 

Procedure 12(b)(2). As the plaintiff, Haldrup bears the burden of 

establishing that personal jurisdiction exists, but because the 

issue is raised in a motion to dismiss, Haldrup need only make a 

prima facie showing of jurisdictional facts. Felland v. Clifton, 

682 F.3d 665, 672 (7th Cir. 2012). “A district court sitting in 

diversity has personal jurisdiction over a nonresident defendant 

only if a court of the state in which it sits would have 

jurisdiction.” Purdue Research Found. v. Sanofi–Synthelabo, S.A.,

338 F.3d 773, 779 (7th Cir. 2003). The inquiry into whether an 

Indiana court would have jurisdiction over the defendant has two 

steps. Id. First, the court must decide whether the Indiana longarm statute subjects the defendant to in personam jurisdiction. 

Id. If so, then the court must determine whether the exercise of 

jurisdiction comports with federal due process requirements. Id. 

Indiana’s long-arm statute, Trial Rule 4.4(A), provides in part 

that an Indiana court “may exercise jurisdiction on any basis not 

inconsistent with the Constitutions of this state or the United 

States.” Ind. Tr. R. 4.4(A). Trial Rule 4.4(A) “reduce[s] 

analysis of personal jurisdiction to the issue of whether the 

exercise of personal jurisdiction is consistent with the Federal 
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Due Process Clause.” LinkAmerica Corp. v. Cox, 857 N.E.2d 961, 

967 (Ind. 2006). “Thus, the statutory question merges with the 

constitutional one – if [Indiana] constitutionally may exercise 

personal jurisdiction over a defendant, its long-arm statute will 

enable it to do so.” Northern Grain Marketing, LLC v. Greving, 

743 F.3d 487, 492 (7th Cir. 2014). 

For personal jurisdiction to be consistent with due process, 

a defendant must have established “certain minimum contacts with 

[the forum] such that the maintenance of the suit does not offend 

traditional notions of fair play and substantial justice.” 

Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 

414, 104 S. Ct. 1868, 80 L. Ed. 2d 404 (1984) (internal quotations 

and citation omitted). A court has general personal jurisdiction 

over a defendant in any action, even if that action “does not arise 

out of or relate to the [defendant’s] activities in the forum 

State,” where the defendant has sufficient continuous and 

systematic general contacts with the forum state. Id. at 414–16. 

Haldrup does not argue or allege that the Court has general 

jurisdiction over Kincaid. As such, Haldrup has “waived any 

general jurisdiction argument.” RAR, Inc. v. Turner Diesel, Ltd.,

107 F.3d 1272, 1277 (7th Cir. 1997). 

Haldrup argues that the Court has personal jurisdiction under 

the doctrine of specific jurisdiction. A court has specific 

jurisdiction over a nonresident defendant when “a controversy is 
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related to or ‘arises out of’ a defendant’s contacts with the 

forum.” Helicopteros, 466 U.S. at 414 (citation omitted); see 

Greving, 743 F.3d at 492 (“To support an exercise of specific 

personal jurisdiction, the defendant’s contacts with the forum 

state must directly relate to the challenged conduct or 

transaction.”) (citation and internal quotation marks omitted). 

This inquiry “focuses on the relationship among the defendant, the 

forum, and the litigation.” Walden v. Fiore, 134 S. Ct. 1115, 

1121, 188 L. Ed. 2d 12 (2014) (citation and internal quotation 

marks omitted). Specific jurisdiction is appropriate where (1) 

the defendant “purposefully availed himself of the privilege of 

conducting business in the forum state or purposefully directed 

his activities at the state;” (2) “the alleged injury [arose] from 

the defendant’s forum-related activities;” and (3) the exercise of 

jurisdiction comports with “traditional notions of fair play and 

substantial justice.” Felland, 682 F.3d at 673 (citations 

omitted). 

The “purposeful-availment requirement ensures that a 

defendant’s amenability to jurisdiction is not based on ‘random, 

fortuitous, or attenuated contacts,’ but on contacts that 

demonstrate a real relationship with the state with respect to the 

transaction at issue.” Greving, 743 F.3d at 492–93 (quoting Burger 

King Corp. v. Rudzewicz, 471 U.S. 462, 474, 105 S. Ct. 2174, 85 L. 

Ed. 2d 528 (1985)). The constitutionally-required minimum 
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contacts are not shown merely by aggregating all of a defendant’s 

contact with the forum state because “individuals and corporations 

must be able to conduct interstate business confident that 

transactions in one context will not come back to haunt them 

unexpectedly in another.” RAR, Inc., 107 F.3d at 1278. “[T]he 

action must directly arise out of the specific contacts between 

the defendant and the forum state.” Id. at 1278 (citation omitted; 

emphasis in original); see GCIU-Employer Ret. Fund v. Goldfarb 

Corp., 565 F.3d 1018, 1024 (7th Cir. 2009) (“the proper focus of 

the analysis is on defendant’s conduct and whether plaintiff’s 

claim arises out of that conduct”). Moreover, “the relationship 

must arise out of contacts that the ‘defendant himself’ creates 

with the forum State.” Walden, 134 S. Ct. at 1122 (quoting Burger 

King, 471 U.S. at 475) (internal quotation marks omitted, emphasis 

in original). “The mere fact that [defendant’s] conduct affected 

plaintiffs with connections to the forum State does not suffice to 

authorize jurisdiction.” Advanced Tactical Ordnance Systems, LLC 

v. Real Action Paintball, Inc., 751 F.3d 796, 801 (7th Cir. 2014) 

(citation and internal quotation marks omitted). 

“[T]he nature of the purposeful-direction/purposefulavailment inquiry depends in large part on the type of claim at 

issue.” Felland, 682 F.3d at 674. Here, Haldrup’s Amended 

Complaint asserts three breach of contract claims. Counts I and 

II assert that Kincaid breached purchase order confirmations when 
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it failed to pay for the CTS-95 combines. Count III asserts that 

Kincaid “breached the terms of the [MOU].” (DE #16 at ¶35.) “In 

a breach of contract case, it is only the dealings between the 

parties in regard to the disputed contract that are relevant to 

minimum contracts analysis.” Felland, 682 F.3d at 674 (citation 

and quotation marks omitted; emphasis in original). Courts 

consider the parties’ “‘prior negotiations and contemplated future 

consequences, along with the terms of the contract and the parties’ 

actual course of dealing’ in determining whether there were 

sufficient minimum contacts.” Citadel Grp. Ltd. v. Washington 

Reg’l Med. Ctr., 536 F.3d 757, 761 (7th Cir. 2008) (quoting Burger 

King, 741 U.S. at 479). Courts have considered who initiated the 

transaction, where the contract was entered into, where the 

contract was to be performed, and where the contract was 

negotiated. Id. at 762. 

Here, Kincaid had no dealings at all with Haldrup regarding 

the MOU or the order confirmations for the CTS-95 combines; rather, 

Haldrup’s claims are based on Inotec’s assignment of its rights to 

Haldrup. Therefore, the Court will consider Kincaid’s 

relationship with Inotec regarding these agreements. See Setra of 

N. Am., Inc. v. Schar, No. 1:03CV00711, 2004 WL 1554195, *7 

(M.D.N.C. July 7, 2004) (“Defendants’ reasonable expectations 

about where they might be expected to defend an action will 

normally be determined by their relationship with the assignor.”). 
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Kincaid, a Kansas citizen, entered into the MOU and the combine 

orders with Inotec, a German business located in Germany. Kincaid 

and Inotec negotiated the terms of the MOU during a meeting in 

Germany. Kincaid’s obligations under the MOU were to be performed 

in the “North American market,” and, as such, were not limited to 

any specific state. Kincaid ordered the C85 combine and CTS-95 

combines from Inotec in Germany. Inotec manufactured the combines 

in Germany and sent them to Kincaid in Kansas. Kincaid sent its 

payment for the C85 combine to Inotec in Germany. The CTS-95 

combines are currently located in Kansas. None of Kincaid’s 

contacts with Inotec involve the State of Indiana. Because the 

disputed agreements have no connections to Indiana, the Court 

concludes that it does not have specific jurisdiction over Kincaid 

for Haldrup’s breach of contract claims. See U.S. Bank Nat. Ass’n 

v. Bank of America, N.A., No. 1:14–cv–01492, 2015 WL 5971126, at 

*10 (S.D. Ind. Oct. 14, 2015). 

Haldrup argues that Kincaid purposefully availed itself of 

the privilege of conducting business in Indiana when it sold 

Haldrup implements to Dow, ABG, and Purdue in Indiana. Haldrup 

also contends that Kincaid’s sales to Purdue are related to this 

litigation because Kincaid allegedly refused to pay Inotec for the 

CTS-95 combines in part due to problems with the Haldrup implements 

that Kincaid sold to Purdue. Haldrup cites two opinions from the 

Southern District of Indiana to support its position. In O’Neal 
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v. Bumbo International Trust, 16 F. Supp. 3d 952 (S.D. Ind. 2014), 

the plaintiffs sued an infant seat manufacturer to recover damages 

arising from injuries their daughter sustained after falling out 

of the seat. The court found personal jurisdiction over the 

manufacturer under the “stream of commerce theory.” Id. at 958. 

Under this theory, a defendant may be subject to specific 

jurisdiction if it “delivers products into a stream of commerce, 

originating outside the forum state, with the awareness or 

expectation that some of the products will be purchased in the 

forum state.” Id. (citation omitted). There, the manufacturer’s 

distribution network had several locations in Indiana, and thus, 

the manufacturer knew that its products would eventually be sold 

by retailers in Indiana. Id. at 959. The court explained that 

where a defendant utilizes a distribution network for its product 

sales “with the expectation that they will be purchased by 

consumers in [Indiana], it has purposefully availed itself of the 

privilege of conducting business in Indiana.” Id.

In Best Chairs Inc. v. Factory Direct Wholesale, LLC, 121 F. 

Supp. 3d 828 (S.D. Ind. 2015), plaintiff Best Chairs, Inc. filed 

suit alleging that the defendant had infringed upon its trademarks. 

The defendant operated an internet retail store for the promotion 

and sale of its allegedly infringing “BestChair” products on 

interactive websites like Amazon.com and eBay.com. Id. at 837. 

In determining the existence of personal jurisdiction, the court 
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relied upon the purposeful-direction requirements for tort claims. 

Id. at 836 (requiring intentional and allegedly tortious conduct 

aimed that the forum state with the defendant’s knowledge that the 

plaintiff would be injured in that state) (citing Tamburo v. 

Dworkin, 601 F.3d 693 (7th Cir. 2010)). The court found personal 

jurisdiction existed over the defendant because the defendant held 

itself out on the internet as open to do business in every state, 

and sold its products to Indiana residents. Id. at 837. The Court 

finds O’Neal and Best Chairs are distinguishable because Haldrup 

does not allege that Kincaid utilized a distribution network for 

its sales in Indiana, or that Kincaid is an internet-based retailer 

holding itself out as doing business in Indiana. 

The Court considers Kincaid’s sales in Indiana to be similar 

to those addressed in Advanced Tactical Ordnance Systems, LLC v. 

Real Action Paintball, Inc., 751 F.3d 796 (7th Cir. 2014). In 

that case, the plaintiff maintained that the court had personal 

jurisdiction over the defendant due to the defendant’s multiple 

sales to Indiana residents. The Seventh Circuit found that “[t]he 

only sales that would be relevant are those that were related to 

[the defendant’s] allegedly unlawful activity” because “[s]pecific 

jurisdiction must rest on the litigation-specific conduct of the 

defendant in the proposed forum state.” Id. at 801. Because the 

plaintiff had not provided evidence of sales related to the 
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defendant’s alleged wrongful activity, the defendant’s sales to 

Indiana residents did not support specific jurisdiction. See id. 

Haldrup does not allege that Kincaid’s sales to ABG and Dow 

are related in any way to Haldrup’s breach of contract claims. 

Therefore, those sales do not support personal jurisdiction. 

Kincaid’s sale of Haldrup implements to Purdue is a more 

complicated issue. Haldrup proffers evidence that (1) Kincaid 

modified the two Haldrup implements that it sold to Purdue, (2) 

Purdue complained to Kincaid about problems with those implements, 

and (3) Kincaid refused to pay Inotec for the CTS-95 combines, at 

least in part, because of Purdue’s problems with those implements. 

The Amended Complaint alleges breach of contract claims based on 

Kincaid’s alleged failure to pay for the CTS-95 combines.3 Thus, 

the problems with the Haldrup implements that Kincaid sold to 

Purdue appear relevant to the dispute between Kincaid and Inotec 

over the CTS-95 combines. However, they are insufficient to 

support personal jurisdiction. 

While Kincaid relied upon the problems with the Haldrup 

implements sold to Purdue in response to Inotec’s demand letter, 

                                                            

3 Kincaid urges the Court to disregard “communications about the 

Purdue implement defects,” contending that “[t]here is no legal 

basis for considering unalleged matters that are outside the scope 

of the pleadings in this lawsuit.” (DE #38 at 10.) But the 

Seventh Circuit has held that “dealings between the parties in 

regard to the disputed contract” are relevant to the minimum 

contacts analysis, without limiting the Court to considering only 

dealings alleged in the complaint. Felland, 682 F.3d at 674.
‐17‐ 

these sales were too “random, fortuitous, or attenuated” to 

demonstrate “a real relationship” with the state of Indiana with 

respect to Kincaid’s orders for the CTS-95 combines. Greving, 743 

F.3d at 493. Kincaid’s sales to Purdue initiated from an “annual 

field day” that Kincaid hosted in Kelley, Iowa, in June 2012, at 

which Kincaid showed a Purdue representative a Haldrup planter. 

(DE #38-2 at 3.) Kincaid sold the Haldrup implements to Purdue in 

Indiana in early 2013, two years before Inotec assigned its rights 

to Haldrup. (Id.) Moreover, Kincaid’s sales of the Haldrup 

implements to Purdue were completely separate from its orders to 

purchase the CTS-95 combines from Inotec in Germany. Kincaid could 

not have reasonably anticipated being haled into court in Indiana 

if Inotec claimed that Kincaid had failed to pay for the CTS-95 

combines. Cf. Citadel Grp., 536 F.3d at 764 (finding specific 

personal jurisdiction where defendant “should have reasonably 

anticipated being haled into court in Illinois if [plaintiff] ever 

claimed that [defendant] had failed to pay for obligations 

incurred” under the parties’ agreement). To hold otherwise would 

allow an interstate business transaction conducted “in one context 

. . . to haunt [a defendant] unexpectedly in another.” RAR, Inc.,

107 F.3d at 1278. 

Haldrup also relies on Kincaid’s demonstration of the 

modified C85 combine to Tech Services in Indiana to support 

personal jurisdiction. It is undisputed that Mossberg of Tech 
‐18‐ 

Services saw the C85 combine at Kincaid’s trade show booth in 

Illinois in December 2012, and that Tech Services was interested 

in purchasing a plow/harvester in 2013. The record is unclear as 

to whether Tech Services or Kincaid initiated communications after 

the trade show. Regardless, Kincaid brought the C85 combine to 

Indiana to demonstrate it to Tech Services in 2013. When Tech 

Services attempted to operate the C85 combine in fields in Indiana 

and Illinois, it experienced problems with the combine. The 

combine was returned to Bluffton, Indiana, to determine the cause 

of the problems, and Kincaid left it there for more than a month. 

Haldrup attempts to link Kincaid’s demonstration to Tech Services 

to Count IV, which seeks “a preliminary and permanent injunction 

precluding Kincaid from demoing, marketing, and/or selling any 

agricultural implements manufactured by Inotec and/or Haldrup 

which Kincaid has modified or altered without the express approval 

of Inotec and Haldrup, including but not limited to [the C85 

combine and the CTS-95 combines].” (DE #16 at ¶9, ¶46.) 

Kincaid argues that Haldrup cannot bootstrap its request for 

injunctive relief into an alternate basis for personal 

jurisdiction. The Court agrees. The “purposefuldirection/purposeful-availment inquiry” depends on the type of 

claim at issue. Felland, 682 F.3d at 674. Count IV does not 

assert a claim for relief, but rather, is solely a request for a 

remedy. See Onyango v. Downtown Entm’t, LLC, 525 Fed. Appx. 458, 
‐19‐ 

460 (7th Cir. 2013) (“An injunction is a type of remedy, as 

distinct from an underlying claim for relief.”) (internal 

citations omitted). While the Amended Complaint alleges that 

Kincaid purchased the C85 combine pursuant to the MOU, modified 

the C85 combine, and “used it as a demo machine for customers,” 

(DE #16 at ¶9-¶10), it does not allege that Kincaid breached any 

agreement with Inotec by modifying the C85 combine or using it as 

a demo machine. For the sake of argument, the Court assumes that 

Haldrup’s claim that Kincaid breached the MOU (Count III) forms 

the basis of its request for injunctive relief in Count IV. 

As explained above, the factors considered in the purposefuldirection/purposeful-availment inquiry do not support personal 

jurisdiction over any of Haldrup’s breach of contract claims, 

including Count III. See Citadel Grp., 536 F.3d at 761-62. 

Kincaid and Inotec negotiated the terms of the MOU in Germany. 

The parties’ actual course of dealing regarding the MOU was between 

Kincaid in Kansas and Inotec in Germany. The record does not 

indicate that Kincaid and Inotec contemplated future consequences 

in Indiana; rather, the MOU provided that Kincaid would introduce 

Haldrup products to “the North American market.” The MOU’s only 

connection to Indiana is based on Inotec’s assignment of its rights 

to Haldrup in Indiana, which is not sufficient. See Purdue 

Research Found., 338 F.3d at 780 (“[I]t must be the activity of 
‐20‐ 

the defendant that makes it amenable to jurisdiction, not the 

unilateral activity of the plaintiff or some other entity.”). 

Kincaid likens Haldrup’s reliance on its request for 

injunctive relief to an argument rejected in Advanced Technical. 

There, the district court had found personal jurisdiction based on 

the fact that the defendant knew that the plaintiff was an Indiana 

company and “could foresee that its [conduct] would harm [the 

plaintiff] in Indiana.” 751 F. 3d at 802. The Seventh Circuit 

rejected this argument, and reversed the district court’s finding 

of personal jurisdiction. Id. at 802-04. Haldrup’s request for 

injunctive relief arguably seeks to prevent foreseeable harm to 

Haldrup in Indiana. Kincaid insists that personal jurisdiction is 

even less appropriate here than in Advanced Technical because 

Kincaid’s demonstration to Tech Services occurred in 2013, two 

years before Inotec had assigned its interests to Haldrup. The 

Court agrees that Kincaid could not have foreseen that its 

demonstration of the C85 combine to Tech Services would harm 

Haldrup in Indiana. 

Haldrup has failed to establish a prima facie case that the 

exercise of personal jurisdiction by this Court over Kincaid would 

be appropriate in this case. Even resolving all factual disputes 

in favor of Haldrup, the record demonstrates that Kincaid could 

not have reasonably anticipated being haled into court in Indiana 

if Inotec claimed that Kincaid had breached their agreements. For 
‐21‐ 

the reasons set forth above, the Court determines that it lacks 

personal jurisdiction over Kincaid. 

Transfer of Venue 

As an alternative to dismissal for lack of personal 

jurisdiction, Kincaid moves for venue transfer to the United States 

District Court for the District of Kansas under 28 U.S.C. section 

1406(a). Section 1406(a) provides that a district court may 

transfer “a case laying venue in the wrong division or district” 

to a district in which it could have been brought “if it be in the 

interest of justice.” 28 U.S.C. § 1406(a). A district court has 

the power to transfer a case to an appropriate venue pursuant to 

Section 1406(a), even if the court has no personal jurisdiction 

over the defendant. Hapaniewski v. City of Chicago Heights, 883 

F.2d 576, 579 (7th Cir. 1989). “In considering the ‘interest of 

justice’ to transfer a case, a district court may consider such 

things as the efficient administration of the court system and a 

forum closer to the action.” Philpot v. Oak Ridge Boys Theater, 

No. 1:14-cv-01357, 2016 WL 2997570, at *2 (S.D. Ind. May 24, 2016) 

(citation omitted); see Garcia v. LQ Properties, Inc., No. 2:15-

CV-440, 2016 WL 3384644, at *4 (N.D. Ind. June 20, 2016) 

(transferring case pursuant to 28 U.S.C. § 1406(a) where 

plaintiffs’ claims would likely be time-barred if the case is 
‐22‐ 

dismissed and because “no purpose is served by forcing [plaintiffs] 

to file a new complaint and incur a new filing fee”). 

Because the Court has determined that it lacks personal 

jurisdiction over Kincaid, venue is not proper in this district.4 

The Court concludes that the appropriate course of action is not 

to dismiss this case for lack of personal jurisdiction, but rather, 

to transfer it to a court in which it could properly have been 

brought. The Court considers this case to be more appropriately 

filed in the District of Kansas, as it is the domestic location 

with the strongest connection to Haldrup’s breach of contract 

claims. Kincaid, its counsel, and the CTS-95 combines are all 

located in Kansas. Haldrup does not argue that venue and 

jurisdiction would be improper in Kansas; it merely argues that 

Kansas is not more convenient than Indiana. Accordingly, this 

case is ORDERED TRANSFERRED to the United States District Court 

for the District of Kansas. 

                                                            

4 Venue is proper in “a judicial district where any defendant 

resides, if all defendants reside in the same State in which the 

district is located.” 28 U.S.C. § 1391(b)(1). A corporate 

defendant resides “in any judicial district in which such defendant 

is subject to the court’s personal jurisdiction with respect to 

the civil action in question.” 28 U.S.C. §1391(c)(2). Because 

the Court has determined that it lacks personal jurisdiction over 

Kincaid, Kincaid does not “reside” in Indiana, and thus, venue is 

not proper in this district. 
‐23‐ 

CONCLUSION 

For the reasons set forth above, the Court TRANSFERS this 

case to the United States District Court for the District of 

Kansas, pursuant to 28 U.S.C. § 1406(a), and DENIES AS MOOT

Kincaid’s motion to dismiss (DE #18). The Clerk is hereby ORDERED

to transfer this matter to the United States District Court for 

the District of Kansas. 

DATED: September 1, 2016 /s/ RUDY LOZANO, Judge 

 United States District Court