## I L L I N O I S 

## O F F I C I A L 

## RE P O R T S Appellate Court

Inn ovative G

arage Door Co. v. High Ran king Dom ains, LLC , 2012 IL App (2d) 120117

Appellate Court Caption I NNOVA TI VE GARAGE DOOR COMPANY, Plaintiff-Appellant, v. HI GH RANKI

NG DOMA I

NS, L L C, Defe ndant-Appe llee.

District & N o. Second District Docke t No. 2-12-0117

Filed Dec ember 3, 2012

Held (Note : Thi s syl lab us

con s t it ute s no par t of the opi nio n of the cour t but has bee n pre

par ed b y the Repo rt er of D e c i s i o n s f

o r t h e

c o n v e n i e n c e o

f t h e

rea der

. ) A Colorado Interne t business that contra cted to sell leads for g ara g e-door service s to providers of such service s, incl uding plaintiff, an I llinois business eng ag ed in installing and repa iring g ara g e doors, was subject to persona l jurisdiction in the brea ch of contra ct action plaintiff filed when defe ndant t erminate d its contra ct t o supply leads to pl aintiff and sta rted sel l i n g l eads to another company , since defe ndant had sufficie nt minimum co n t acts with I llinois and requiring defe ndant to litigate the
matter in I llinois would not offe nd tradit i o n al notions of fairne ss and substantial justi ce.

Dec ision Under Review Appea l from the Circuit Court of Du Pag e County
, No. 11-L -225; the Hon. Kenne th L . Popejoy , J udg e, pre siding.

J udg ment Reverse d and re manded.Counsel on

Appea l Michae l A

. Cotteleer, of Young & Cotteleer, of Wheaton, for appellant.

Timothy A. Armstrong and Kenne th M. Mastny
, both of Be rg lund, Armstrong& Ma stny , P.C., of Oak B rook, for appellee

.

Panel J USTI CE HUDSON deliver ed the judgment of the c ourt, with opinion.
J ustices Z enoff

and B urke c oncurr ed in the judg ment and opinion.

OP INION

¶ 1 In this brea ch

- o f

- c o ntrac t case , plaintiff, Innovative Gar ag e Door Company (Innovative),
appea ls the trial court’s o rd er d ismiss ing its complaint ag ainst defe ndant, Hig h Ranking Domains, L L C (HRD), for lack of persona l jurisdiction. At issue is whether HRD’s activities

are sufficie nt to es t ab l i s h jurisdiction over it. We conclude that they are

. Acc ording ly
, we

reve rse a nd rema nd for f urther pr ocee dings.

¶ 2 I . BA CKGROUND ¶ 3 Innovative is an I llinois corpor ation that repa irs and installs gar age doors. HRD is an Ariz o n a limit ed liability company with its principal place of business in Colorado. HRD

owns at least three websites, including g ara g edoors ofame rica .com, desig ned to solicit inquiries from people seeking handy man, plumbing, or g ara g e-door service s. HRD then sells these lea ds to companies throug hout the United States. ¶ 4 When the website g ara g edoorsof amer i ca

. co m is viewed, a form allows users to seek 1 service s in specific states and cities. I llinois is listed in various locations as a supported state. Separate text links allow users to seek service s in specific states, including I llinois

. A person using the website can use pull-down menus to c hoose a specific city in I llinois and selec t a desired service in order to seek an estima t e. T h e we b site then identifies a company that

serve s the are a, provides a local telephone number to call for a fre e estimate, and lists coupon codes. HRD does not have office s in I llinois
, and its employ ees do not re gu l ar l y trave l to I llinois or phy sically

conduct business in this state.

I nfo rmati on abo ut the con te nt of HRD’s webs it es was not inc lud ed in t h e ple adi ngs. 1 However, the domain loc at ion s wer e inc lud ed. We det er m ine th at it is app rop ri at e t o t ake j udi ci al
not ic e of the m at er ia l tha t app ear s on th o se si te s. See Publ ic ati ons Int ern ati onal

, Ltd

. v. Burk e/ Tri olo , In c. , 121 F. Supp. 2 d 11 78, 1182 n.2 (N.D. Ill. 2 000) . Regard le ss, whi le th e c ont ent of the webs it es bol st er s our dec is ion in th i s c a s e , w e woul d re ach the same det er m ina ti on in thi s

ma t te r had we not ta ken j udi ci al not ic e, as the ple adi ngs suf fi ci ent ly det ai l tha t HRD use s

comm er ci al webs it es to obt ai n l ead s f rom I ll ino is re si den ts

.
-2-¶ 5 In 2007, the president of Innovative saw an adve r ti s e me nt place d by HRD in I nternational Door and Opene r Mag azine that invited g a r a g e-door installers acr oss the country to enter into

a contra ct to obtain installation and repa ir leads. Innovative beca me one of HRD’s customers b y d o w n l o a d i n g a w r i t t e n s e r v i c e a g r e e m e n t f r o m H R D ’ s w e b s i t e a t highr anking domain s

. co m , wh ich it submitt ed to HRD by mail or fax. HRD acc epted the
contra ct in Arizona. The highr ankingd o m ains .com website states that HRD is an Interne t lead- g ener ation company that specia liz es in se arc h-eng ine marke ting. All indications from the website a

re tha t HRD does most, if not all, of its busi ness online. ¶ 6 Under the ag ree ment, HRD sold approximately 150 leads per year to Innovative for $15

eac h. The leads wer e compiled by HRD, conce rned g ara g e-door service s in I llinois
, and wer e for citi es i n I llinois that Innovative chose from an online selec tion. HRD transmitted the leads from Arizona to Innovative in I llinois
, and Innovative paid for t h e leads using its I llinois cre dit-car d acc ount. How the leads wer e transmitte d i s u n known. The contra ct allowed for transmittal by telephone or e-ma il, and the copy in the rec ord does not indicate how leads wer e actua lly transmitted. Billing took place from Arizona and charg es wer e made based on a cre dit-car d auth o ri z at i on form that was sent to HRD in Arizona when the
ag ree ment was sent. ¶ 7 In November 2010, HRD terminated the ag ree ment in or der to se ll the le ads to another

co m pany

. Innovative then filed a complaint seeking damag es for brea ch of cont ra ct , contending that a clause in the contra ct require d HRD to continue service s indefinitely
, with Innovative being the only party who could ca

ncel the c ontrac t. HRD moved to dismiss the complaint, contendingthat the trial cour t lacked pe rsonal jurisdiction over it. ¶ 8 The trial court deter mined that, beca

use there wer e no HRD office s in I llinois
, no trave l
to I llinois
, and no mai nte n a nce of business activities in I llinois
, it lacke d persona l jurisdiction

over HRD. The court found HRD’s Interne t activity akin to an adver tisement and conclude d that HRD was mere ly a conduit for connec ting consumers with service providers. The court

s tated that HRD’s activities wer e not sufficie nt to subject it to jurisdiction in ev er y s t at e wher e it bro u ght toge ther two in-state parties. Thus, the court dismiss ed the complaint. Innovative now a

ppeals.

¶ 9 I I . ANALYSI S ¶ 10 Innovative contends that the t rial court err ed in dismiss ing the case , arguin g that HRD

was subject to the lawsuit in I llinois beca use it collecte d information from I llinois residents via i ts Interne t business and sol d that information t o Innovative in I llinois

. HR D co n t en ds that subjecting it to suit in I llinois would violate due proce ss (HRD mentions the I llinois long- arm statute (735 I L CS 5/2-209 (West 2010)) in its b ri ef ; h oweve r, the parties’
arguments larg ely

focus on f

eder al due pr ocess pr inciples). ¶ 11 “ ‘The plaintiff has the burd en o f p ro v i n g a prima facie case for jurisdiction when seekingjurisdiction over a nonresident defenda nt.’ ” W iggen v. W

iggen , 2011 I LApp (2d) 100982, ¶ 20 (quoting Bolger v. Nautica International, Inc.
, 369 I ll. App. 3d 947, 9 49 (2007))

. “When the trial court decide s the issue of persona l jurisdicti o n based solely on documentar

y evidenc e, our revie w is de novo .” Id. “ ‘In revie wing aff idavits and pleading s,

-3-we resolve conflict s b et wee n the documents in the plaintiff’s favor for purposes of

deter mining whether a prima facie case for jurisdiction has b ee n shown.’ ” Id. (quoting Bolger
, 369 I ll. App. 3d at 950). “ ‘A plaintiff’s prima facie case for jurisdiction can be

overc ome by a defe ndant’s uncontra dicted evidenc e that defe ats jurisdiction.’ ” Id. (quoting Bolger , 369 I ll. App. 3d at 950). ¶ 12 Section 2-209(c ) of the Code of Civil Procedur e (the long- arm statute) allows an I llinois
court to exercise persona l jurisdiction on any basis permitted by the I llinois Constit ution and the Constit ution of the United States. 735 I L CS 5/2-209(c) (West 2010). “ ‘Thus, the longarm statute has been held to be coextensive with the due proce ss require ments of the I llinois and United States Constit utions.’ ” W iggen , 2011 I L App (2d) 100982, ¶ 21 (quoting Bolger
, 369 I ll. App. 3d at 950). Acc ording ly
, the iss u e i s addre ssed acc ording to due-pr ocess require ments. Id. ¶ 13 “Unde r state due proce ss g uara n t ee s , i t m u st be fair, just, and rea sonable to require a nonresident to defe nd an action in I llinois
, considering the quality and nature o f the defe ndant’s acts that occur in I llinois or that aff ect interests located in I llinois .” Id. ¶ 22. The fede ral du e p ro cess analy sis considers whether “ ‘(1) the nonresident defe ndant had “minimum contac ts” with the forum state such t h at t h er e was “fa ir war ning” that the nonresident defe ndant may be haled into court there ; (2) the action arose out of or related to the defe ndant’s contac ts with the forum state; and (3) it is rea sonable to require the defe ndant
to litigate in the forum state.’ ” Bolger
, 369 I ll. App. 3d at 950 (quoting Keller v. Hende rson , 359 I ll. App. 3d 605, 613 (2005)) ; see also Burger King Corp. v. Rudzewicz
, 471 U.S. 462, 2 471-77 (1985). Moreove r, persona l jurisdiction is not a contest betwee n two states, with the winner being able to asser t jurisdiction. Viktron Ltd. Partnership v. Program Data Inc.
, 326 I ll. App. 3d 111, 118- 19 (2001). Thus, conduct by a party that might allow a

nother state to exercise jurisdiction is not rele vant to assessing whether I llinois may asser t it as well. Id. at 119. ¶ 14 At issue in this appea l is whether HRD had sufficie nt minimum contac ts with I llinois so that I llinois courts can asser t persona l jurisdiction over it. “The minimum contac ts require d for the exercise of persona l jurisdiction differ depending on whether g ener al jurisdiction or specific jurisdiction is being soug ht.” W iggen , 2011 I L App (2d) 100982, ¶ 24 (citing Bolger
, 369 I ll. App. 3d at 951). The prese nt case arises out of HRD’s relationship with Innovative; hence
, we limit our inquiry to the question of specific jurisdiction and express no opinion on the subject of g ener al jurisdiction. “ ‘A court has specific jurisdiction over a defe ndant if the suit arises out of or relates to the defe ndant’s contac ts with the forum state.’ ” W iggen , 2011 I L App (2d) 100982, ¶ 29 (quoting Bolger
, 369 I ll. App. 3d at 952). “F or specific j urisdiction, the suit must arise direc tly out of the contac ts betwee n the defe ndant and th e

I n Kel le r , 359 I ll

. App. 3d at 620, w e n o t e d t h a t “i n al m ost al l cas es, when fe der al due 2
pro ces s con cer ns re gardi ng per son al j uri sdi ct ion ar e sat is fi ed, so ar e I ll ino is due pro ces s con cer ns.” T hus
, as the re was no con te nti on tha t t h e ana lyses diver ged, we hel d tha t “be cau se fe der al due
pro ces s con cer ns have bee n sat is fi ed in thi s cas e, so have I ll ino is due pro ces s con cer ns.” Id. Simila rl y, nei the r par ty in thi s cas e ass er ts tha t the ana lyses diver ge. T hus
, we add r e s s o n l y t he fe der al due pr oce ss st and ar d.

-4-forum.” Id.

¶ 15 A. Minimum C ontacts ¶ 16 “ ‘I n order for personal jurisdi ction to compor t wi t h fede ral due proce ss require ments, the d ef en dant must have cer

tain minimum contac ts with the forum state such that maintaining the suit there does not offe nd traditional notions of fair p lay and substantial justice.’ ” W

iggen , 2011 I L App (2d) 100982, ¶ 24 (quoting Bolger
, 369 I ll. App. 3d at 951). “At a minimum
, the court must find an act by which the defe ndant purposef ully avails him

or herse lf of the privileg e of conducting activities within the forum state, thus invoking the benef its and protec tions of its laws.” Id. ¶ 29. “The focus i s o n the defe ndant’s activities within the forum State, not on those of the plaintiff.” (Interna l quotation marks omitted.) Id. “The purposef

ul-ava ilment requireme nt exi sts so that an out-of- state def endant will not be forc ed to litigate in a distant or inconvenient forum solely as a result of random, fortuitous,

or attenuate d contac ts or the unilatera l act of a consumer or some other third person.” Id. ¶ 24. This connec tion does not require phy sical contac ts with the forum state. Rather, “[s] o long as a commerc ial actor ’s eff orts are ‘purpose fully direc ted’ toward residents of another State,” that state may exercise persona l ju risdiction over a nonresident defe ndant. Burger King
, 471 U.S. at 4 7 6 (q u oting Keeton v. Hustler Magazine, Inc.
, 465 U.S. 770, 774-75 (1984)) . Once a plaintiff ha s established a de fenda nt’s minimum contac ts w ith I llinois
, we must then consider those contac ts in li g ht of ce rtain other f actor s to determine whe ther the exercise of persona l jurisdiction comports with “ ‘fa ir play and subs t anti al justice.’ ” Id. (quoting In t ernational Shoe Co. v. State of W ashington, Office of Unemploy ment Compensation & Placem ent , 326 U.S. 310, 320 (1945)).

¶ 17 B. Implications of the Interne t ¶ 18 An additional considera tion is rele vant to our anal y s is, namely
, HRD’s website. “ The ty pe of Interne t activity sufficie nt to establish perso n al jurisdiction is a developing are a of jurisprudenc e ***.” Larochelle v. Allamian
, 361 I l l

. App. 3d 217, 225 (2005). Two major lines of jurisprudenc e g rapple with the phenomenon that is the Interne t. An ear ly attempt to deal with this subject occur red in Zippo Manufac turing Co. v. Zippo Dot Com, Inc.
, 952 F. Supp. 1119 (W.D. Pa. 1997). There, the fede ral dist rict court from the Western Dis trict of Pennsylvania cra fted a “sliding scale ” test based upon the relative interac tivity and the

commerc i al nature of a website. Zippo
, 952 F. Supp. at 1123-24. A second line of case s

conce rns the degree to which a fore ign party has “targ eted” the forum state. S ee, e.g. , ALS Scan, Inc. v. Digital Servic e Consultant s, Inc.
, 293 F. 3 d 7 0 7
, 714 (4th Cir. 2002) (“This standard for rec onciling contac ts throug h elec tronic media with standar d due proce ss principles is not dissimi lar to that applied b y t h e S upreme Court in Calder v. Jones
, [465 U.S. 783 (1984)]. In Calder
, the Court held that a California court could co nstitut ionally exercise persona l jurisdicti o n o v er a Florida citizen whose only materia l contac t with California was to write a libelous story in Florida
, direc ted at a California citi z en , for a publication circ ulated in California, knowing that the ‘injury would be fe l t by [t he Cali fo rn i an ] in the S tate in which she lives and works.’ Id. at 789-90. Analog ously
, under

-5-the s tandar d we adopt and apply today
, specific jurisdiction in the I nterne t context may be

based only on an out-o f- state person’ s Interne t activity direc ted at Mary land and causing injury that g ives rise to a pot enti al claim cog nizable in Mary land.”)

. These case s g ive us additional tools to apply when confr onted with a jurisdic t i o nal question involving the Interne t. ¶ 19 We e mphasize, how ever , that they are just tools that may be useful in analy zing cer tain fa ct p at t erns. Neither line of cases shoul d be reg arde d as providing a dispositi ve test to be applied in case s involving jurisdicti o n and the Interne t. Indeed, doing so would be inconsiste n t wi t h t h e S upreme Court’s reje ction in Burger K ing , 471 U.S. at 478 (quoting International Shoe Co.
, 326 U.S. at 316), of “the notion that persona l jurisdiction might turn

on ‘mec hanica l’ tests.” Ess entially
, t h e analy ses contained in these cases are releva nt only to the extent that they

shed lig ht upon a jurisdictional issue. ¶ 20 Notably
, though the Zippo test has been widely applied by fede ral trial courts, including those in the Seventh Circuit (see
, e.g. , Berthold Types Ltd. v. European Mikrograf Corp.
, 102 F. Supp. 2d 928, 932-33 (N.D. I ll. 2000)), the Seventh Circuit expressly declined to fashion

a specia l jurisdictional test for Interne t case s ( Illinois v. Hemi Group LLC
, 622 F.3d 754, 758-59 (7th Cir. 2010) (citing Tamburo v. Dworkin
, 601 F.3d 693, 703 n.7 (7th Cir. 2010)))

. That cour t expl ained:

“ Zippo ’s sliding scale was alway s just short-hand for de termining whether a def endant had established sufficie nt minimum contac ts with a forum to justify exercising persona l j u ri s d i ct i on over him in the forum state. But we think that the traditional due proce s s inquiry descr ibed ea

rlier is not so difficult to a pply to case s involving Interne t contacts that courts nee d some sort of ea sier-to-a pply cate g orica l test.” Id. at 759.
We ag ree that a specific test for Interne t case s is unwar rante d. Instead, we view the Zippo test as a guiding f

actor . Henc e, thoug h we have previously approve d of the Zippo test, we now clar ify that it is not to be treated as the ultimate te st for dete rmining jurisdiction in I nterne t

case s. Instead, the ultimate analy sis is what it has alway s been–whether the quality and nature

o f t he defe ndant’s contac ts with the forum are such that it is fair and rea sonable to assert persona l jur isdiction. In light of the Supreme Court’s demand that jurisdiction be analy zed in a “ ‘high l y realistic’ ” manner , courts must be cautious in applying any seeming ly
cate g orica l tests to q u es t i o ns of j urisdiction, whether Interne t-related or not. Burger K ing , 471 U.S. at 478 (quoting International Shoe Co. , 326 U.S. at 316). ¶ 21 Having place d these tests in a proper context, we now turn to their substance. Under the Zippo analy sis, at the top of the scale
, “jurisdiction attache s to a nonresident defe ndant wher e it transac ts business in fore ign jurisdictions via an i n tera ctive website wher e contra cts are completed online and the defe ndant derive s profit direc tly from web- rela ted activ i ty .” L a r o ch ell e , 361 I ll. App. 3d at 225 (citing Bombliss v. Cornelsen
, 355 I ll. App. 3d 11 0 7
, 1114 (2005))

. Gene rally
, the mere maintenanc e of an interac tive website is not enoug h. Rather, at the t op end of the s cale
, jurisdiction is proper ove r “businesse s which conduc t a signific ant portion of their business though ong oing Interne t r elationships; f or example, by
enter ing ‘into contra cts with residents of a fore ign jurisdiction that involve the knowing and
repe ated transmission of computer files over the Interne t.’ ” Millennium Enterprises, Inc. v.

-6-Millennium Music, LP
, 33 F. Supp. 2d 907, 920 (D. Or. 1999) (quoting Zippo
, 952 F. Supp.

at 1124). Conversely
, at t h e b o ttom of the scale
, “jurisdiction does not attach wher e the nonresident maintains a pass i v e we bsite that mere ly provides information about the defe ndant’s products or service s.” Larochelle
, 361 I ll. App. 3 d at 225. “In betwee n lies a third ty pe of website that is interac tive in that it allows customers in fore ign jurisdictions to communicate reg arding the defendant’s products and ser vices; such a

website may

or may not be sufficient to asser

t persona l jurisdicti on, depending on the l evel of interac tivity and the commerc ial nature of the information exchang ed.” Id. “Ultimately
, whether a state may exercise persona l jurisdiction is deter mined by ‘ex amining the level of interac tivity and

commerc ial nature of the exchang e of information that occur s on the Web site.’ ” Berthold
, 1 0 2 F. Supp. 2d at 932 (quoting Zippo
, 952 F. Supp. at 1124). The quality and n at u re o f

commerc ial activity that an entity conducts ove r the I nterne t is a key consideration. See id

. We note, howeve r, that case s wher e the maintenanc e of a website is asser ted as the sole basis for persona l jurisdiction are probably rar e and more often, additional co n s iderations independe nt of the Interne t (such as a contra ct and the parties’ obligations under it) will bear
upon the issue as well. E.g.
, Toys “R” Us, Inc. v. Step Two, S.A.
, 318 F.3d 446, 453 (3d Cir. 2003) (“In deciding whether to exercise jurisdiction over a cause of action arising from a defe ndant’s operation of a web site, a court may consider the defe ndant’s related non-Interne t activities as par

t of the ‘pur

poseful ava ilment’ calc ulus.”). ¶ 22 Her e, we are not prese nted wit h a si tuat i on wher e jurisdi ction is entirely depende nt on the exis tence of a website. In deciding that I llinois may asser t jurisdiction over HRD, we are g uided by considerations beyond the interac tivity of the website. Gene rally
, reg ardle ss of the interac tivity of the website,” something more” than just the prese nce of a website is require d. See Millennium Enterprises, Inc.
, 33 F. Supp. 2d at 919 (citing Cybersell, Inc. v. Cybersell, Inc.
, 130 F.3d 414, 418 (9th Cir. 1997)). Thus, we have held that the sale of a product over

an Interne t auction site to a buy er in I llinois
, when the seller has no control o v er who purcha ses the item, doe s not subje ct the seller to jurisdiction in I llinois without f urther ties
to the state. MacNeil v. Trambert
, 401 I ll. App. 3d 1077, 1082-83 (2010). We also ag ree that the quality and nature of commerc ial activity that an entity conducts over the Interne t is a key consideration. See Berthold
, 102 F. Supp. 2d at 932. But, while a highly interac tive website might indicate the quality of comm er ci al contac ts with the forum, it is the contac ts themselves that would allow us to exercise jurisdiction ra t her than the mere fac t that the website is intera ctive. ¶ 23 Moreove r, when as s es s i n g Interne t-based contac ts, it is also important to consider the
extent to which an entity outside the forum direc ted its activities at the forum state. In Burger King
, 471 U.S. at 472, the Supreme Court held that s p ecific persona l jurisdiction exis ts wher e a defe ndant has “purpose fully direc ted” his or her activities at the forum state and the cla i med injuries arise out of those activities. The Seventh Circuit, discussing Calder
, 465 U.S. 783, explained that conduct is purposef ully direc ted at a state wher e (1) the conduct at issue is intentional; (2) it is expressly aimed at the forum state; and (3) the defe ndant is awa re t h at i t s eff

ects will be felt in the forum state. Tamburo
, 601 F.3d at 702-03. We n o t e t h at Calder has g ener ally been applied only in tort case s. See, e.g. , Rev ell v. Lidov
, 317 F.3d 467 (5th Cir. 2002). Howeve r, draw ing distinctions betwee n tort and co n t ra ct case s for the

-7-purpose of as s es sing persona l jurisdiction is of questionable utilit y

. Planning Group of

Scottsdale, L.L.C

. v. Lake Mathews Mineral Properties, Ltd.
, 246 P.3d 343, 349 (Ariz. 2011) ( en banc ) (“Mor eover , we do not believe that if purposef ul direc tion is es t ab l ished with
respe ct to a tort claim, a contra ct cla i m ar i s i n g out of prec isely the same set of fac ts is somehow pl ace d beyond the consti tutional purview of Arizona courts. The issue, afte r all, is whether the ag g reg ate of the defe n d an t s ’ contac ts with this state makes it fair and

rea sonable to hale them into court here with respe ct to claims arising out of those contac ts.”);

see also Sasha Meschkow, Unifying Personal Jurisdiction In The Ninth Circuit
, 43 Ariz. St. L .J

. 1345, 1361 (2011) (“[T]here is nothing in the Calder opinion to sug g est the eff ects analy sis could not be applied in non-tort cases where the actions are int entional, ex pressly aimed towards the forum, an d ca use harm to the plaintiff in the forum.”)

. In fac t, the Supreme Court itself has relied on Calder in a contra ct ca se. Burger King
, 471 U.S. a t 469 n.11, 476. Thus, to the ex tent that the Ca l der framework is helpful i n analy zing any g iven

case , we will apply

it.

¶ 24 C. Specific Persona l J urisdiction ¶ 25 Having set forth the applicable law, we will now turn to the question of whether specific
persona l jurisdiction exis ts with respe ct to HRD. We conclude that it does. Initially
, we note that we ar e n o t called upon to consider whether HRD’s website alone provides a basis for I l l i nois to exercise jurisdiction in this matter. Quite simply
, this is not a case in which a defe ndant’s only tie to the forum state is its website. The most signific ant contac t HRD has with this state is the nature of its business relationship with Innovative. HRD enter ed into a contra ct that established a long- term–indee d, as alleg ed, open-e nded–re lations hip with an I llinois business. Pursuant to that relationship, HRD arr ang ed business transac tions betwee n the I llinois business and what wer e primarily I llinois consumers (we rec og nize that some of the contac ts may have been to residents of other states–for example, nonresidents who own proper ty in I llinois –howeve r, g iven the location-orie nted nature of HRD’s website, the vast majority of contac ts wer e surely with residents of I llinois ). In Burger King
, 471 U.S. at 478- 79, the Supreme Court e x plained:
“T he Court long ag o reje cted the notion that persona l jurisdiction might turn o n ‘mec hanica l’ tests, [cit at i o n ], or on ‘conc eptualistic

. . . theories of the place of
contra cting or of perf

ormanc e,’ [citation]

. Instead, we have emphasized the need for a ‘hig hly rea listi c’ approa ch that rec og nizes that a ‘con t ra ct ’ is ‘ordinar ily but an intermediate step serving to tie up prior business neg otiations with future conseque nces whi ch themselves are the real object of the bus iness transac tion.’ [C itation.] I t is these fac tors–prior neg otiations and contemplated future conseque nces, along with the terms of the contra ct and the parti es’ actua l course of dealing –that must be evaluated in deter mining whether the defe ndant purposefully establis h ed minimum contac ts within the forum.”
Her e, the substance of the agree ment clea rly establishes a signific ant relationship betwee n HRD and I llinois

. HRD’s contac ts with I llinois ar e in no way “ra ndom, fortuitous, or attenuate d” ( W

iggen , 2011 I L App (2d) 100982, ¶ 24); rathe r, they arise from substantial

-8-obligations in this state to which HRD voluntarily subjected itself by enter ing into a contra ct

with an I llinois resident. ¶ 26 I n o rd er to provide g ara g e-door customer contac ts to Innovative, HRD maintain ed a website. Whil e the website is commerc ial, it is only minimally interac tive. I t mere ly allows

a u s er t o s el ect a state and city
, to which the website responds by identifying a local
contra ctor. Cf. Larochelle
, 361 I ll. App. 3d at 225 (holdi n g t h at a we bsite whose only interac tive feature was to allo w u s er s to retrie ve stock quotes was “bar ely more than passive”)

. Howeve r, the website was unquestionably direc ted (in rele vant part) at I llinois

. In Hemi Group
, 622 F.3d at 758, the Seventh Circuit obse rved that a website that specific ally identified a state–indicating a willingnes s t o do business with the state’s residents–would provide an indication that the operator of the website was purposef ully availing itself of the protec tion of the state’s laws. In this case , HRD did expressly identify I llinois on its website and also listed a number

of cities within this state. H RD bills itself as an Interne t company that specia liz es in sear ch marke ting, and its website specific ally invites I llinois residents to fill out forms seeking information. Wit hout the Int er n et , and without users in I llinois

acc essing HRD’s website from I llin o i s , perf ormanc e of the contra ct would be impossibl e under HRD’s business model. Henc e, HRD’s website was expressly direc ted toward I llinois residents. Ag ain, there is nothing “ra ndom, fortuitous, or attenuate d” ( W iggen , 2011 I L App (2d) 100982, ¶ 24) about this contac t, in that it ref lects HRD’s delibera

te decision to include I llinois on its website. Thus, though the websit e is not particula rly interac tive, that it is

commerc ial and direc ted toward I llinois milit ate in favor of finding persona l jurisdic ti o n o v e r HRD for the purpose of

this action. ¶ 27 W e need not decide whether HRD’s website would, in itself, be a sufficie n t b as i s t o

asser t persona l jurisdiction in this case. Instead, we consider the website in ag g reg ate with the contra ctual relationship into which HRD enter ed. The substantial and ong oing nature of this relationship is also noteworthy –HRD provided Innovative with approximately 150 leads
per y ear for about 31⁄2 y ear s. We hold that HRD’s maintenanc e of a comm erc ial website direc ted at this state, which is related to the subject matter of this litigation, in addition to its
enter ing into a c ontrac t to provide an I llinois business with leads to predominantly I llinois customers, is a suff

icient basis for spe cific pe rsonal jurisdiction in this case. ¶ 28 HR D co u n t ers that Innovative can m eet none of t he following factors, which it asserts

are pertinent here : (1) who initiated the transac tion; (2) wher e the contra ct was formed; and (3) wher e perf

ormanc e was to take place

. See Bolger
, 369 I ll. App. 3d at 952. We note that the first two fa ctors see m inconsistent with the Supre me Court’s admonishment that it ha d “long ago re

j ec t ed the notion that persona l jurisdiction might turn on ‘mec hanica l’ tests, [citation]
, or on ‘conc eptualistic .

. . theories of the place of contra cting or of perf ormanc e, [citation] .’ ” Burger K

ing , 471 U.S. at 478-79. This apparent c onflict betwee n I llinois and Supreme Court prec edent is entirely expli cable . These fac tors are taken from Viktron
, 326 I ll. App. 3d at 117, and Ideal Insurance Agenc y, Inc. v. Shipyard Marine, Inc.
, 213 I ll. App. 3d 675, 680 (1991), both of which appl y them in analy zing jurisdiction under the I llinois long- arm statute (735 I L CS 5/2-209 (West 2010)). They are there fore not applicable to a due
proce ss analy sis. See Madison Miracl e Productions, LLC v. MGM Dis tributi on Co.
, 2012 I L App (1st) 112334, ¶¶ 59-62. Fur thermore
, we note that these fac tors have been applied to

-9-subsections 2 -2 0 9 (a)(1) and 2-209(a )(7) of the long- arm statute (735 I L CS 5/2-209(a) (1),

(a) (7) (West 2010)). Subsection 2-209(c ) allows an I llinois court to exercise jurisdiction on any basis permitted by the fede ral constitution. 735 I L CS 5/2-209(c) (West 2010). Thus, so long as fede ral due proce ss require ments are met, there is no need to consider whether the application of the f

ac t o rs up o n which HRD relies would allow an asser tion of j urisdiction under a n additional portion of the long -ar m statute. ¶ 29 The thi rd factor–whe re the parties c ontemplated that perf ormanc e would take place–is consistent with fede ral due proce ss principles. See Burger King
, 471 U.S. at 479 (“I t is these fac tors–prior neg otiations and contemplated future conseque nces, along with the te r ms o f the
contra ct and the parties’ actua l course of dealing –that must be evaluated in deter mining whether the defe ndant purposef ully established minimum contac ts within th e f o r u m.” ). HRD claims “it is easy to establish that [ i t ] d i d not perf orm any part of the contra ct in I llinois ,” beca use it “wa s never in I llinois
, and at most mere ly transmitted information from Arizona
to Innovative via elec tronic m eans.” (Emphasis i n orig inal.) I nitially
, we note that it is not the place wher e perf

ormanc e occur

red that is rele vant; it is the place wher e perf ormanc e was contemplated. Viktron
, 326 I ll. App. 3d at 119. Fur thermore
, HRD’s relianc e on the fac t that it ne ver enter ed I llinois is c ompletely misplaced, for the Supreme Court ha s held that “[s] o long as a commerc ial actor ’s eff orts are ‘purpose fully direc ted’ toward residents of another State, [i t has] consistently reje cted the notion that an absenc e of phy sical contac ts can defe at persona l jurisdiction there .” Burger King
, 471 U.S. at 476. Moreove r, HRD mischara cter izes the nature of its business; it was not operating an online telephone book. I llinois consumers seeking a g ara g e-door

contra ctor we re not simply g iven a list of all contra ctors in the ar ea. HRD paire d consumers with contract o rs based on g eog raphy
, and it (alleg edly ) had a contra ctual commitment to provide those contac ts to a particular contra ctor–in this case , Innovative–within a g eog raphic al are a. Put differ ently
, it was not simply disbursing information to consumers; it was directing them to a par ticular I llinois company , based on the company ’s willingness to pay a ref err al fee to HRD, there by fac ilitating business
transac tions within this s t ate that might not have otherwise occur red. Given such circ umstances, we disag ree with HRD that it was simply sending information into the state. ¶ 30 Sound g uidance for the resolution of this appea l can be found in Hemi Group
, wher e the Seventh Circuit, without applying the Zippo test, found that jurisdiction could be asse rt ed

over a defe ndant who m ad e s al es to I llinois throug h a commercial and interac tive website that had features indicating the defe ndant’s desire to avail itself of doing business in I llinois

. That website allowed customers to cre ate acc ounts and ca l culate shipping based on their location. The website also specific ally excl u d ed Ne w York from its shipping locations beca use of ong oing litigation there

. The court observe d that, “[a]lt houg h listi ng all forty -nine states by name would have made a strong er c ase f or jurisdiction,” by excluding New York the defe ndant had expressly elec ted to do bus i n es s wi t h residents of the forty -nine other
states. Hemi Group
, 622 F.3d at 758. I t also showed that the defe ndant knew that conducting business with a particula

r state could s ubject it to jurisdiction there

. Ultimately
, the court conclude d that the exercise of jurisdiction was appropr iate, finding that, by cre ating sever al

commerc ial, interac tive websites throug h which customers could purcha se cig are ttes, afte r which the defe ndant phy sically shipped the products to I llinois
, the defe ndant held itself out

-10-as open to doing business with I llinois and rea ched out to residents of I llinois as opposed to

the residents unilatera lly rea ching back. Id. As in Hemi Group
, HRD operated a commerc ial website that contained indications of a desire to do business with I llinois residents. Whil e the defe ndant in Hemi Group shipped products into the state, HRD transmitted information into I llinois that serve d to fac ilitate business transac tions between I llinois residents and I llinois businesses (more prec isely
, as we are considering specific jurisdiction, betwee n residents of this state and Innovative, an I llinois com p an y that is involved in this litigation). We

rec og nize that the website in Hemi Group was more interac tive; however, we find this insufficient to distinguish that case , particula rly in light of the fac t that H RD enter ed into a long- term ag ree ment with a resident of this sta t e whi le the defe ndant in Hemi Group was eng ag ed in individual sales of g oods. ¶ 31 We also find instructive the rea soning in GT E N ew Media Servic es Inc. v. Ame ritech Corp.
, 21 F. S up p

. 2d 27, 38-39 (D.D.C. 1998), rev’d
, GTE New Media Servic es Inc. v. BellSouth Corp.
, 199 F.3d 1343 (D.C. Cir. 2000). There
, the fore ign defe ndants operated an Interne t y ellow-pa g es direc tory service that actively soug ht the exchang e of information with

users. On the website, users could provide information and then be direc ted to the service they wer e seeking

. Th e t rial court deter mined that the defe ndants derive d profit from adver tisements on the website when users in the forum state viewed the site. In finding that
persona l jurisdiction was proper , the c o u r t s p e c if ic ally noted that “the non-re sident defe ndant

co ntrols the means by which it seeks to economica lly benef it from the forum.” Id

. at 3 9

. Thus, the court found that the quality and nature of the contac ts, which secur ed a signific ant

commerc ial benefi t fr o m forum users throug h interac tion with the website, resulted in sufficie nt contac ts to support the exercise of persona l jurisdiction. Id. ; see also Bombliss
, 355 I ll. App. 3d at 1114-15 (maintena nce of interac tive commerc ial website with interac tive chat rooms, combined with initiation of contrac t neg otiations by defe ndant, suffic ient to confe r jurisdiction); CompuServe

, Inc. v. Patterson
, 89 F.3d 12 5 7
, 1 2 6 5 (6th Cir. 1996) (jurisdiction established, partly in light of ong oing I nterne t-based relationship); Edvisors Network

, Inc.

v. Ed u ca tional Advisors, Inc.
, 755 F. Supp. 2d 272, 283 (D. Mass. 2010) (finding specifi c jurisdiction in part beca

use the defe ndant had marke ted its service s to residents of the state throug h the use of a

n interac tive website in an e ffor t to provide servic es to reside nts of the forum). GTE was reve rsed on appea l, in part beca use the appellate court took issue with the
t ri al court’s finding s of fac t conce rning profit derive d from adver tising. GTE New Me d i a Servic es Inc. v. BellSouth Corp.
, 199 F.3d at 1349. We note that we too might not have found jurisdiction proper in GTE
, g iven that the profit derive d appea red to com e fr om users viewing adver

tising rather than more int era ctive conta ct. Howe ver, w e find persua sive the trial court’s remar

ks conce rning the commercial natu re of t he website and the defe ndant’s ability to control the means by which it profited from the forum. The same can be said here of HRD–it makes $15 ever y time an I llinois re s i d en t uses its website to locate an I llinois
contra ctor to per form ser

vices in I llinois

. ¶ 32 In sum, we find that specific persona l jurisdiction over HRD is proper

. HRD enter ed into

an open-e nd ed contra ct to provide leads from I llinois customers to an I llinois company

. Moreove r, the quality and nature of HRD’s contac ts with this state throug h its website also support an asser

tion of jurisdiction. Unlike a case wher e a company opera tes an informative

-11-website or where a seller puts an item up for sale on the Interne t and does not know whe re it wi ll be purcha sed, HRD’s website cate rs to residents of specific localities in order to exchang e commerc ial information. HRD can derive profit only when a consumer in one of those localities uses its service s and HRD then provides the information to a business in the

same location. Thus, its ability to do business is specific ally location-orie nted. I llinois is one such location. Although HRD has no phy sical contac ts with I llinois and the contra ct was not for me d h e re, the fac ts that HRD runs an interac tive, commerc ial website desig ned to g ener ate leads from I llinois residents and that the website is specific ally tied to a long- s t anding
contra ct with an I llinois resident constitutes conduct purposef ully direc ted toward this state. Thus, the quality and nature of those contac ts are sufficie nt to overc ome the lack of phy sical
contac ts with the state and are the minimum contac ts nece ssary to allow courts in I llinois to

asser t personal jurisdiction over HRD.

¶ 33 D. Fa ir Play and Substantial J ustice ¶ 34 Having deter

mined that HRD es t ab l i s h ed s ufficie nt minimum contac ts in I llinois , we must next decide if requiring it to litigate in I llinois would offe nd traditional notions of “ ‘fa ir play and substantial justice.’ ” Burger Kin g , 4 7 1 U.S. at 476 (quoting International Shoe
, 326 U.S. at 320). “A court may evaluate the burden on the defe ndant to litigate in the forum, the forum’s intere s t i n adjudicating the dispute, the plaintiff’s interest in convenie nt and eff ective relief, and t he int erstate judicial sy stem’s interest in t h e most eff icient resolution of a c ontroversy .” Aasonn, LLC v. De laney , 2011 I LApp (2d) 101125, ¶ 25. “A de fenda

nt who purposef

ully direc ted his activities at a forum must prese nt a compelling case to defe at jurisdiction.” Id. ¶ 35 Her e, althoug h HRD argue s t h at i t d i d n o t h av e sufficie nt minimum contac ts with I llinois
, it does not argue that jurisdiction is defe ated based on traditional notions of fair play and substantial justice. I llinois has an interest in providing a means of redr ess for its injured resident. See id. ¶ 26. Fur ther, having soug ht the benef it of a nationwide business model, it is fair that HRD also expect the leg al exposure that comes with it. See Hemi Group
, 622 F.3d
at 760. Gi v en t hat HRD has not provided information to defe at jurisdiction on this basis, there is no rea son to conclude that requiring it to litigate in I llinois would offe nd traditional notions of fair play

and substantial justice.

¶ 36 I I I . CONCL USI ON ¶ 37 Be cause of its high level of location-orie nted Interne t activity that involved the exchang e of commerc ial information and the ong oing contractual commitment it made to arr ang e business transac tions betwee n entities in this state, HRD established a substantial connec tion with I llinois

. Thus, there wer e sufficie nt minimum contac ts with I llinois for the exercise of
persona l jurisdicti o n

. Do i n g so offe nds no notions of fairne ss or substantial justice. Acc ording ly
, the judgme nt of the circ uit court of Du Pag e County is reve rsed and this cause is remande d for f

urther pr ocee dings.

¶ 38 Reverse d and re manded.

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