Lacy brings this interlocutory appeal from an order denying his motion to abate, which asserted lack of personal jurisdiction over him. He argues that the court's assumption of jurisdiction, pursuant to the applicable provision of Florida's long-arm statute, Section 48.193(1)(g),
The record on appeal is sparse; the relevant information is limited to the appellee's complaint and the appellant's motion and supporting affidavit, showing that the appellee/plaintiff, Force V Corporation, a printing concern doing business in Ft. Walton Beach, Florida, filed a complaint for damages against Lacy, a sole proprietor doing business as Lacy Printing and Machine Company in Dayton, Ohio, against Coastal Graphics, Inc., and against Fred Eggers, an employee of Coastal Graphics,
The appellant's affidavit stated that his business was not incorporated; that he had no business connections in Florida whatsoever, except an unsolicited phone call by the appellee regarding the machinery in which information concerning specifications and shipping arrangements was sought.
As to Lacy's first point, that the facts alleged do not disclose a contractual breach, the plaintiff is of course required to plead sufficient jurisdictional facts showing that the conduct alleged falls within the applicable provisions of the long-arm statute. Electro Engineering Products Co., Inc. v. Lewis, 352 So.2d 862, 864 (Fla. 1977). Since, for purposes of a motion to dismiss, all well pleaded facts in a complaint are accepted as true, we consider that appellee has alleged facts which adequately reveal that the contract was to be performed in Florida and was there breached. The appellant's affidavit did not assert any facts which rebutted this contention.
The constitutional issue raised under the latter point is, however, much more complex than that asserted under the former. Appellant's contention that there were insufficient minimum contacts between the defendant and the forum state, and therefore that Florida could not constitutionally assert personal jurisdiction over him, rests upon his belief that a single, isolated act with the forum by a nonresident defendant can never meet the minimum contacts test required by International Shoe Co. v. Washington, 326 U.S. 310, 316, 66 S.Ct. 154, 158, 90 L.Ed. 95 (1945). Appellant relies upon certain supportive language found in Hyco Manufacturing Co. v. Rotex International Corp., 355 So.2d 471 (Fla. 3d DCA 1978); Elmex Corp. v. Atlantic Federal Savings & Loan Assoc., 325 So.2d 58 (Fla. 4th DCA 1976), and Lyster v. Round, 276 So.2d 186 (Fla. 1st DCA 1973).
Elmex and Lyster, however, are inapplicable to the case at bar because those two cases construed a different long-arm statute (Section 48.181) than the one now before us. The provisions of Section 48.181 apply to nonresident persons who "carry on a business or business venture in this state." Those words were interpreted by Elmex and Lyster as requiring a continuous, systematic activity with the forum by the out-of-state business enterprise. The statutory language of Section 48.193, however, is much broader in scope than that of Section 48.181. Service upon a nonresident defendant can be made under Section 48.193 for a number of reasons; the operating or conducting of a "business or business venture in this state" is only one of several activities delineated by that statute.
Lacy's reliance upon Hyco is, however, far more supportive of his position. The Third District's opinion in Hyco — unlike those in Elmex and Lyster — addressed the constitutionality of Section 48.193 as applied to the facts before it, and determined that a hoist manufactured by the defendant in Ohio, and later placed onto a trailer in Pennsylvania by a different corporation, which in turn sold the trailer to a company located in Florida, lacked a substantial connection with Florida, so that its Ohio manufacturer could not be subjected to the jurisdiction of the state of Florida. Hyco concluded with the broad statement that "an isolated act will not subject a foreign corporation or a nonresident to the jurisdiction of a Florida court ...", 355
Despite the contradictory state court opinions on the subject, the United States Supreme Court, in a series of decisions beginning with International Shoe Co. v. Washington, supra, and continuing through World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 100 S.Ct. 559, 62 L.Ed.2d 490 (1980), has never unqualifiedly held that a single, isolated transaction with the forum by an out-of-state defendant is so insubstantial that the forum would in all cases be precluded from asserting in personam jurisdiction. Indeed, in McGee v. International Life Insurance Co., 355 U.S. 220, 78 S.Ct. 199, 2 L.Ed.2d 223 (1957), the Court upheld against constitutional attack the application of California's long-arm statute over a Texas insurance company, despite facts showing only one contact by the insurer with California.
Recently the Florida Supreme Court in Ford Motor Co. v. Atwood Vacuum Machine Company, 392 So.2d 1305 (Fla. 1981), required an out-of-state component parts manufacturer to submit itself to the jurisdiction of the Florida courts. Although the Atwood decision was not concerned with a situation showing that the nonresident had established a single contact with Florida, the opinion cited with approval certain out-of-state cases that had involved facts disclosing only isolated transactions. For example, the Atwood court's acceptance of the rule stated in Gray v. American Radiator & Standard Sanitary Corp., 22 Ill.2d 432, 176 N.E.2d 761 (1961), to the effect "that a manufacturer engaged in interstate commerce, which expects its products to be used in other states, can reasonably expect to be held subject to the jurisdiction of those other states' courts... .", 392 So.2d at 1312, is significant because the record before the court in Gray revealed that the nonresident defendant had established only one contact with Illinois. There, a product manufactured by the defendant in Ohio was incorporated by another manufacturer in Pennsylvania into a hot water heater, which in the normal stream of commerce, was sold to an Illinois consumer, who, during its use, was injured by the heater's explosion. The Illinois Supreme Court's opinion emphasized the commercial nature of the transaction, observing that the manufacturer's shipping "of such products in the ordinary course of commerce is [a] sufficient contact with this State to
The Florida Supreme Court's opinion in Ford Motor Co. also observed that
392 So.2d at 1313 (e.s.).
Thus, it clearly appears from the above decisions that a single, isolated transaction by the nonresident defendant does not necessarily offend due process. An examination of relevant cases reveals that the substantiality of the nonresident's tactile encounter with the forum for due process purposes depends upon a number of variables.
Since it is difficult to formulate a general rule as to what circumstances should be considered in seeking a solution to the inquiry of whether the minimum contacts test has been met, it is often necessary to weigh the facts of each particular case to determine "whether the requisite `affiliating circumstances' are present." Kulko v. Superior Court, 436 U.S. 84, 92, 98 S.Ct. 1690, 1697, 56 L.Ed.2d 132 (1978).
Unquestionably the single most important factor to be considered is whether "the defendant's conduct and connection with the forum ... are such that he should reasonably anticipate being haled into court there... ." World-Wide Volkswagen Corp. v. Woodson, 444 U.S. at 297, 100 S.Ct. at 567, 62 L.Ed.2d at 501. It is essential that this circumstance be considered from the perspective of the defendant — not from that of the plaintiff. See Shaffer v. Heitner, 433 U.S. 186, 204, 97 S.Ct. 2569, 2580, 43 L.Ed.2d 683 (1977). The reasonable foreseeability factor is frequently applied to force a nonresident defendant to answer a suit within the forum if it "purposefully avails itself of the privilege of conducting activities within the forum... ." Hanson v. Denckla, 357 U.S. 235, 253, 78 S.Ct. 1228, 1240, 2 L.Ed.2d 1283 (1958). For example, the Florida Supreme Court's opinion in Ford Motor Co. v. Atwood Machine Co., supra, emphasized the willful character of an out-of-state component parts manufacturer's act in selling an allegedly defective part to Ford Motor Company, which in turn incorporated the part into one of its vehicles. The automobile was later sold to a Florida resident, who was allegedly injured by the part. The court held that Atwood's deliberate sale of the part to a nationwide manufacturer and distributor of motor vehicles, although not directly shipped by Atwood to Florida, made it reasonably foreseeable that the part would eventually be found within the state of Florida,
If, on the other hand, the activity or contact is deemed fortuitous, not deliberate, the courts often hold that the defendant's conduct is not such that it should reasonably
The Denckla analysis was given further refinement in World-Wide Volkswagen Corp. v. Woodson, supra, in which the Court declined to permit Oklahoma to assert jurisdiction over two New York corporations (a regional wholesale distributor of automobiles and a retailer) whose only contact with Oklahoma was the sale of an automobile in New York which later became involved in an accident in Oklahoma while the car was passing through Oklahoma on its way to Arizona. The Court viewed the character of that one isolated occurrence, the sale, and whatever inferences could be drawn from it, i.e., the adventitious circumstance that the accident occurred in Oklahoma, and concluded that the contact was far too attenuated to justify that state's exercise of in personam jurisdiction.
Our court has also refused to permit Florida courts from acquiring jurisdiction over nonresident defendants in instances where the nonresidents' contacts with this state were deemed merely fortuitous. See Dunn v. Upjohn Co., 350 So.2d 127 (Fla. 1st DCA 1977) (pharmacist whose business was located in the state of Georgia sold allegedly defective drugs in Georgia to a Florida resident); Jack Pickard Dodge, Inc. v. Yarbrough, 352 So.2d 130 (Fla. 1st DCA 1977) (a South Carolina automobile dealer serviced an automobile which ultimately found its way into the state of Florida and caused injury to persons within the state).
The allegations in the complaint before us — unlike those in World-Wide Volkswagen Corp. or Ford Motor Co. — ground the forum's jurisdiction on that provision of the statute relating to a breach of "contract in this state by failing to perform acts required by the contract to be performed in this state ...", Section 48.193(1)(g), and not upon the statute's provisions pertaining to products liability, as provided under Section 48.193(1)(f)2. Although undoubtedly the same analysis would apply to any action in which an issue arises as to whether it is reasonably foreseeable for the defendant to be required to defend the suit within the forum, there are additional facts — not relevant to allegations of jurisdiction predicated upon products liability — to be considered if the jurisdictional activity relates to an alleged contractual breach.
Cousteau held that the state of Texas could properly subject a French company to its jurisdiction, notwithstanding facts revealing
As to the second requirement of the dual test, the court considered it necessary to look to the relative conveniences and inconveniences of the parties, as well as to the basic equities involved in either prosecuting or defending the suit within the forum. Because the plaintiff was a Texas resident, and the contract was made in Texas, Texas had a legitimate and reasonable interest in providing a forum for the suit. Finally, in its consideration of all the factors, the court concluded that any hardship or inconvenience placed upon the defendant in having to defend the suit in Texas did not rise to the level of a denial of due process.
The amalgam of the relevant factors recited in the above decisions convinces us that the lower court was correct in denying Lacy's motion to quash process. Lacy did not rebut Force V's assertions in its complaint that the contract was to be performed in Florida. Appellee specifically alleged that under the terms of the contract, the printing press was to be of certain size specifications; that Force V's check was to be held in escrow until the press met with Force V's approval and satisfaction; that the press was in fact delivered to plaintiff's place of business in Okaloosa County, and that the contract was there breached due to Lacy's failure to provide equipment complying with the contractual specifications. The law generally recognizes that the place where the last act necessary for the completion of the contract is where the contract first creates a legal obligation. 1 Williston on Contracts, § 97 at 356 (3 ed. Jaeger (1957)).
Because the contract was required to be performed in Florida, it was not unreasonable from the defendant's perspective to foresee that an alleged breach of the contract might be litigated in Florida, or that enforcement of Lacy's rights under the contract might depend on the laws of Florida. Lacy's delivery of the printing press to Force V could hardly be deemed a fortuitous, nondeliberate act. He purposefully employed the normal channels of commerce as a conduit to market his product in another state. Consequently, his conduct in connection with the forum is such that he should reasonably anticipate being brought into Florida to defend any alleged breach of the contract. Finally, we consider that the legislature, through its enactment of Section 48.193, has expressed an important policy consideration that Florida residents, whose contracts are to be performed in this state, shall be protected here from any potential breach of their contracts by out-of-state persons.
ROBERT P. SMITH, Jr., C.J. and McCORD, J., concur.