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Amdocs, Inc. v. Bar

United States District Court, E.D. Missouri, Eastern Division

December 1, 2016

AMDOCS, INC. a corporation, Plaintiff,
v.
MICHAL BAR, Defendant.

          OPINION, MEMORANDUM AND ORDER

          HENRY EDWARD AUTREY, UNITED STATES DISTRICT JUDGE

         This matter is before the Court on Defendant Michal Bar's Motion to Dismiss Plaintiff Amdocs, Inc.'s Complaint for Lack of Personal Jurisdiction. Having reviewed and considered the pleadings, affidavits, declarations, briefs, and the record as a whole, the Court grants Defendant's Motion for the reasons set forth below.

         BACKGROUND[1]

         Plaintiff Amdocs, Inc. (“Plaintiff” or “Amdocs”) is a corporation headquartered in Saint Louis County, Missouri, and conducts business on a nationwide basis. (Affidavit of Tricia Reisinger (“Reisinger Aff.”), ¶ 3). Amdocs employs over four hundred employees in Saint Louis County and maintains a substantial presence there. (Id.). Amdocs is a computer software and services company that sells and provides communications, wireless, pre-paid wireless media, and entertainment service providers with large scale billing and customer management services and systems, including comprehensive business support software systems and operational support software. (Reisinger Aff., ¶ 7).

         Defendant Michal Bar (“Defendant” or “Bar”) is an Israeli national who worked as an executive-level employee for Amdocs. (Affidavit of Michal Bar (“Bar Aff.”), ¶ 5; Petition, ¶ 33). At Amdocs, Bar worked extensively with Amdocs' high-value Comcast account. (Petition, ¶ 33). In October 2015, Defendant attended Amdocs Annual Leadership Forum, during which substantial strategic plans and objectives for Amdocs were discussed. (Petition, ¶ 44). Bar learned about Amdocs' confidential information and trade secrets at this Forum. (Id.).

         As an employee for Amdocs, Defendant Bar had tenuous contacts with the State of Missouri. Bar worked with Amdocs employees in Missouri who coordinated her relocation and onboarding process when she first began working for Amdocs. (Reisinger Aff., ¶ 14 and Exhibit 3 thereto). Bar corresponded directly with Laura Menner, an Amdocs employee located in Missouri, for assistance during the visa and immigration process, in addition to direct deposit and other information regarding the relocation and benefits for Bar's husband and children. (Reisinger Aff., ¶ 15 and Exhibit 4 thereto). Defendant Bar used Amdocs' human resources function located in Missouri to sponsor her for a green card. (Reisinger Aff., ¶ 18). In addition to the relocation, immigration, and onboarding process, Bar communicated with Amdocs in Missouri in the normal course of her business. (Reisinger Aff., ¶ 20). Bar corresponded with Missouri employees to maintain visa status for an Amdocs employee working in the same office as her (Id.); she also worked with a Missouri employee with regard to a position she held while working for Amdocs (Reisinger Aff., ¶ 21 and Exhibit 11 thereto).

         As a condition of her employment, Bar accepted an Employment Agreement in which she agreed to protect Amdocs' confidential information and refrain from competing with Amdocs for one year after her employment ended. (Petition, ¶ 29). The Employment Agreement contained a valid Missouri choice of law clause (Exhibit 1 to Plaintiff's Petition, ¶ 12), but it did not select Missouri as the forum for disputes. Defendant signed and dated the Employment Agreement on July 1, 2011 (Exhibit 1 to Petition and Reisinger Aff.), then forwarded it to Amdocs in Missouri where it was finally accepted and signed by a Missouri employee on July 25, 2011 (Reisinger Aff., ¶¶ 12-13).

         Before executing the Employment Agreement, Bar first signed a Summary of Relocation Terms (“Relocation Agreement”) with Amdocs which set forth the terms of Bar's proposed relocation to work for Amdocs in the United States. (Reisinger Aff., ¶ 8). The Relocation Agreement required that Bar execute the Employment Agreement explained above. (Id. and Exhibit 9 thereto). Particularly important for this dispute, the Relocation Agreement mandated that the Employment Agreement would be finally accepted and signed by Amdocs in Missouri to become effective. (Id.). Thus, by the terms of the Relocation Agreement, Defendant Bar executed the Employment Agreement when it was finally received, signed, and accepted by Amdocs in Saint Louis County, Missouri. (Reisinger Aff., ¶ 12).

         In October 2015, Defendant attended the Amdocs Annual Leadership Forum, during which she learned about Amdocs' substantial strategic plans, future objectives, and other confidential information and trade secrets. (Petition, ¶ 44). After returning from the Forum, Bar voluntarily resigned from her employment with Amdocs and did not inform Amdocs that she had accepted employment with a direct competitor, Ericsson, Inc. (“Ericsson”). (Petition, ¶ 45; Bar Aff., ¶ 28). Whether Bar's employment with Ericsson violates the Amdocs Employment Agreement is the subject of the present dispute between Plaintiff Amdocs and Defendant Michal Bar.

         ANALYSIS

         The parties contest whether this Court may properly exercise jurisdiction over the Defendant. As the non-moving party, Amdocs “need only make a prima facie showing of jurisdiction.” Dakota Indus., Inc. v. Dakota Sportswear, Inc., 946 F.2d 1384, 1387 (8th Cir. 1991). “[T]he evidentiary showing required at the prima facie stage is minimal.” K-V Pharm. Co. v. J. Uriach & CIA, S.A., 648 F.3d 588, 592 (8th Cir. 2011) (quoting Johnson v. Arden, 614 F.3d 785, 794 (8th Cir. 2010)). The Court must view the evidence in the light most favorable to the non-moving party and resolve all factual conflicts in its favor. Digi-Tel Holdings, Inc. v. Proteq Telecomm. (PTE), Ltd., 89 F.3d 519, 522 (8th Cir. 1996).

         In a diversity case, personal jurisdiction exists “to the extent permitted by the long-arm statute of the forum state and by the Due Process Clause.” K-V Pharm. Co., 648 F.3d at 592 (quoting Dever v. Hentzen Coatings, Inc., 380 F.3d 1070, 1072 (8th Cir. 2004)). Thus, this Court must conduct a two-step analysis to determine whether it may properly exercise jurisdiction over Defendant Bar. First, jurisdiction under the Missouri long-arm statute is considered; second, jurisdiction must be proper under the Due Process Clause of the Constitution. Jurisdiction must be proper at both stages of the analysis.

         1. The Missouri ...


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