# FILED

November 7, 1997 Cecil W. Crowson Ap pellate Cou rt Clerk INTERNATIONAL SU PPLY CO., I NC., ) and LAURIE MEADOR, ) ) Plaintiffs/App ellants, ) ) Appeal No. ) 01-A-01-9705- CH-00235 VS. ) ) Sumner Chancery ) No. 96C-289 THE WARNER GROUP LTD., ) ) Defendant/Appellee. )

COURT OF APPE ALS OF TENNESSEE MIDDLE SECTION AT NASHVILLE
APPEALE D FRO M THE C HANC ERY C OURT O F SUM NER C OUNTY AT GALLATIN, TENNESSE E THE HONORABLE TOM E. GRAY , JUDGE

W ILLIAM H. LASSITER, JR. CHRISTOPHERM. MINTON 213 Fifth Avenue North Nashvil le, Tennessee 37219 Attorneys for Plaintiffs/Appell ants GLENN B. ROS E 1800 First Amer ican Center 315 Deaderick

Street Nashvil le, Tennessee 37238 Attorney for Defendant/Appellee

AFFIRMED AND REMAN DED

BEN H. CAN TRELL, JUDGE
CONCUR: TODD, P.J., M .S. BUSSART, J. 

## O P I N I O N- 2 - This appeal involves a question of personal juris diction o ver a nonresident corporation. The Ch ancery Co urt of Sumner County dismissed the compla int. We affirm

.

I.

The plaintiffs are Interna tional Supply Co., Inc. (“ International” ), a Tennessee corporation, and Laurie Mead or, its sec retaryand vice-president. Ms. Meador resides in Sumner County . The defendant is The War ner Group Ltd. ( “ Wa rner”), an Ohio corporation with its principal place of busin ess located in Twinsbu rg, Ohio. In 1996 International an d W arner were engaged in litigati on in the United States Distric

t Court for

the Northern Distric

t of Ohio, wher

e the jury

returned a $91,300 verdict for W arner.

On October 15, 1996 coun sel for Warner, located in Ak ron, wrote the followingletter to Int ernational’s counsel in C leveland: I have been adv ised by my client as well asseveral of Warner’s customers that Laur ie Meador has contacted or spoke with them an d has lied that ISC won the law suit specificallyin an effort to damage Warner’s relations hips w ith its customers. This conduct coup led with Ms

. Meador’s conduc

t referenced i n my

letter to you of April 1, 1996 as well as

your ow n remarks to M r. Spurgen of Peer Bearing creates a pattern of defamation and har assment designed to i njure Warner Group. Be advised that this conduct will not [sic] tol erated. Unless you giv

e us wri tten assurances by close of busin ess Friday October 16, 1996 that your client will retract her

statements in writi ng and wi ll cease cal ling or discussingwith W arner’s customers this litigation, suit will be filed against

your client and Ms. Meador personally by close of business Monday O ctober 21, 1996 for slander and related claims. Your prompt r

esponse is re quired.

On O ctober 18, 1996 Internation al and Ms. Meador filed this action in th e Chancery Court of Sumner County for a declarato ry judgment that what Ms.- 3 -

Meador said did not v iolate a ny law and that she was free to make a ny such statements in the future. Warner moved to dismiss u nder Tenn. R. Ci v. P. 12.02(2) forlack of personal jurisdic tion. The motion was accompanied b y a n affidavit of W arner’s vice-president containing the following factua l allegations:

4. DefendantWarner Group, Ltd. has noplace of business or employees in Tennessee. WarnerGroup, Ltd. owns no real or tangi ble property locate d in Tennessee. Defendant W arner Gro up L td. has not plac ed any ads in Tennessee and directs no advertisi n g specifically

to Tennessee. 5. Warner Group, Ltd. has only two customers loc a ted in Tennessee, one of which is located in East Tennessee and one in Memphis. Warner Group, Ltd. has no contract for

continuing purchases with any customer in Tennessee. Sales to these customers constitu te a small percen tage of the total annual s ales of Warner Group, Ltd. 6. I have been informed by my Ohi o attorney thatInternational Supply Company has appealed the jury’s verdict

in the liti gation w ith Warner Group pending in the United States Distric t Court for

the Northern District of Ohio. There are no counter

vailingaffidavits in the record.

II.

In Tennessee the courts have been g iven the pow er to exercise i n personam jurisdic

tion over non-residents to the extent

allowed by the Const itution of this state or of the U nited States. Tenn. Code Ann. § 20-2-214(a)(6). In International Shoe Co. v. Washington , 326 U.S. 310, 66 S.Ct. 154, 90 L.Ed . 95 (1945), the U nited States Supreme Court declared that in order for a state to exerc ise in personam jurisdict ion over a non- resident due pr oces s requ ires t hat t he no n-re side nt ha ve enough contact w ith the stateso that maintain ing the sui t does notoffend “traditional notions of fair play and substantia l justice.” 326 U.S. at 316. In Tennessee the cour ts have consistentl y applied t his “minimum contacts” test

. Davis-Kidd Booksellers v. Day-Im pex , 832 S.W .2d 572 (Tenn. App . 1992).1 Unless the cont acts wi th t his st ate wer e so substan ti al and conti nu ous thatthe st ate had gen eral ju risdictio n ov er the defe nda nt. See part II I of thi s opini on. - 4 - The minimum contacts test require s that each case be examined to determine what contac

ts the non-res ident had with thi s state. And, w hen jurisdic tion is based on minimum cont acts, the cause of action must ari se out of the contact with this state reli ed on as the basis for jurisdi ction. J. I. Case Corp. v. Williams , 832 S.W.2d 530 (Tenn. 1992). See also Te nn. Code Ann. § 20-2-223 (b)(1997 Supp.). For example, a forei gn corporat ion may buy or sell substantial quantities of goods in this state, giv ing the stat e jurisdic tion over controver

sies relate d to the goods, but the state would not h ave jurisdic tion over the corporati on for personal i njuries infli cted on
a Tennessee residen t in Ohio. 1 In Burger King Corp. v. Rudzewicz , 471 U.S. 462, 105 S .Ct. 2174, 85 L.Ed.2d 528 (1985) , the United St ates Supreme Cour t said that personal juris dict ion c an be esta blish ed by s howing that t he defendan t has, “purposely directed his activ ities toward citiz ens of the forum state and l itigation results from injuries ar ising out of or relatingto those activ ities.” 47 1 U.S. at 472-73

.

In this case thedefendants had some isol ated, purposeful cont acts wit h Tennessee, butthe cause ofaction alleg ed by the plai ntiffs has nothing to do with those contacts. This

controver

sy arose out of a letter w ritten by the defendant’s counsel in Ohio to International’s counse l in Ohio. Althoug h the letter thre atened legal action against a Tennes see corporation and an indivi dual resident of Tennessee the letter does not amount to that purposeful contact w ith Tennessee that i s the basis of personal jur isdiction.

III.

The appell ants al so allege t hat they were not allowed a chance to discover facts that might

have led togeneral j urisdicti on over thedefendant. General jurisdict ion (jurisdi ction over a foreign corporation for causes of action which arise in- 5 -

another state) may be asser

ted where t he foreign cor poration’s ac tiviti es in this state
are substantial a nd con tinu ous. Perkins v. Benguet Mining C o. , 342 U.S. 437, 72 S.Ct. 413, 96 L.Ed. 485 ( 195 2 ); Walker v. Nati onwide Ins. Co. , 813 S.W.2d 135 (Tenn. App. 1990 ).

The plaintiff, however, did not allege any facts that wo uld lead togeneral jurisdict ion and did not controvert the def endant’s aff idavit averring that its c o ntacts with Tennessee were isolated and sporad ic.

We are convi nced that thelower court wasjustified in holding that this state lacked per

sonal juris diction over the defendant.

The judgment of the tr ial court i s affirmed and the cause is remanded to the Chancery

Court of Sumner C ounty for any further proceedi ngs necessar y. Tax the costs on appeal to the appellant.

_____________________________ BEN H. CAN TRELL, JUDGE

CONCUR:

_______________________________ HENRY F . TODD, PRESID ING JUDGE MIDDLE SECTION

_______________________________ WALT ER W. BUSSART, JUDGE