Calloway v. AT&T Corp.

UNITED STATES DISTRICT COURT

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

DIANE CALLOWAY, et al., )

)

Plaintiffs, ) No. 18 C 06975

)

v. )

) Judge Edmond E. Chang

AT&T CORP., et al., )

)

Defendants. )

MEMORANDUM OPINION AND ORDER

Telephone-call center employees brought this collective action against five

AT&T entities, alleging that the employees were deprived of overtime wages in

violation of the Fair Labor Standards Act (FLSA), 29 U.S.C. § 216(b). R. 1, Collective

Action Compl.1 The Defendants responded with a motion to dismiss, arguing (among

other things) that this Court lacked personal jurisdiction over the various AT&T

companies. R. 24, Defs.’ Mot. Dismiss. The employees contend that they cannot

respond to the Defendants’ motion without at least some limited discovery on

personal jurisdiction. So the Plaintiffs have filed a motion to stay briefing and to take

limited jurisdictional discovery. R. 28, Pls.’ Mot. Stay.

I. Background

For right now, the Court accepts as true the complaint’s allegations relevant

to personal jurisdiction and draws all reasonable inferences in the employees’ favor.

1This Court has subject matter jurisdiction over the federal claims in this case under

28 U.S.C. § 1331. Citations to the record are noted as “R.” followed by the docket number and

the page or paragraph number.

Central States, Se. & Sw. Area Pension Fund v. Phencorp Reinsurance Co., Inc., 440

F.3d 870, 878 (7th Cir. 2006).

The Plaintiffs have worked at telephone-call centers in several Midwest states,

including Illinois, Michigan, and Ohio, since at least October 2015.2 Collective Action

Compl. ¶ 136. During the proposed collective-action period, these call centers were

operated by four AT&T entities: AT&T Corp., AT&T, Inc., AT&T Teleholdings, Inc.,

and AT&T Services, Inc.3 Not surprisingly for call-center employees, the Plaintiffs’

main job duty was talking on the phone with customers about their AT&T services.

Id. ¶ 141. The employees were usually scheduled to work at least 40 hours per week,

and they had to take a daily 30-minute unpaid lunch break. Id. ¶ 142.

The employees’ typical work day looks like this: they arrive before their

scheduled shift and review any promotional or operational materials related to

current customer offers, bonus structures, and system requirements. Collective

Action Compl. ¶ 143. Then, the Plaintiffs log onto various computer programs that

they need to use throughout the day, including two known as IEX and CTI. Id. ¶ 144.

IEX generates the Plaintiffs’ work shifts, and CTI logs the time that call-center

2The period of this proposed collective action is three years before October 17, 2018

(the date the complaint was filed) to the present. Collective Action Compl. ¶ 140.

3The Defendants do not dispute that the call centers were operated by these entities

during the proposed collective-action period. But the Defendants contend that one of the

named defendants, AT&T Operations, Inc., ceased to exist as a separate corporate entity well

before the start of the period. In support of this, the Defendants have presented the

Declaration of Thomas Koch, an Assistant Vice President of Accounting at AT&T Services,

Inc., as well as the Certificate of Merger for AT&T Operations. According to those documents,

AT&T Operations, Inc. merged into AT&T Services on December 31, 2011—around four years

before the start of the class period. See R. 25-1, Koch Decl. ¶ 6; id., Exh. A, AT&T Operations

Certificate of Merger. The Plaintiffs do not dispute this evidence. So from here on out, when

the Court refers to the “Defendants,” that designation excludes AT&T Operations, Inc.

because they were not in existence during the relevant period.

employees are on customer calls. Id. ¶¶ 124, 151. These tasks can take several

minutes to do. Id. ¶ 144. And Plaintiffs must complete them all before they clock in

at the start of their scheduled shift, at which point they are expected to be ready and

available to take customer calls. Id. ¶ 145.

When it is time for their lunch break, call-center workers are required to log

out of every computer program and system, and then log back in when they return.

Collective Action Compl. ¶ 148. At the end of their shift, the Plaintiffs must make

sure to log out within one minute of their scheduled shift, unless they are in the

middle of a customer call, as is often the case. Id. ¶¶ 149, 155. When logged out,

whether it be during their lunch break or after the end of their shift, the employees

often times continue to perform work related duties, including discussing work

matters with managers and supervisors, reviewing call notes, and performing follow

up work from prior call sessions. Id. ¶¶ 157-58.

Despite all that extra work, however, call-center representatives’ payroll

reflects only their scheduled shift hours, not the actual hours worked. Collective

Action Compl. ¶¶ 163-69. This happens for two reasons. First, to be compensated for

any time worked in addition to their scheduled shift hours, the Plaintiffs must send

a request for overtime to a management group called the “Force Team.” Id. ¶¶ 159-

162. Without this request, workers are not compensated for their overtime. Id. But

supervisors often instruct employees to not submit overtime requests that are eight

minutes or less. Id. ¶ 170. Second, when it comes time to process payroll, the IEX

system does not automatically adjust a call-center representative’s IEX schedule to

reflect the actual time logged into CTI. Id. ¶ 153. The way payroll processing works

is that the IEX schedules are converted into payroll data using software called (using

yet another acronym) TVI. Id. ¶ 28-29. And TVI uses a “rounding” function in the

conversion process that rounds down the hours worked. Id. ¶ 30. In the end, the

Plaintiffs miss out on getting paid for most of the overtime hours they work pre-shift,

during their lunch break, and post-shift. Id. ¶ 175.

On the whole, the Plaintiffs work less than eight minutes in overtime on a

given day. Collective Action Compl. ¶ 166. But those eight minutes can add up. One

of the plaintiffs, Doretta Wagner, for example, estimates that she worked about two

or more hours of overtime per week. Id. ¶ 174. So the Plaintiffs brought this collective

action, alleging that these pay practices violate the FLSA. The Defendants moved to

dismiss the Complaint, arguing (among other things) that the Court lacks personal

jurisdiction over all five defendants. Defs.’ Mot. Dismiss. The employees then filed

motion to stay, arguing that they are unable to respond to the jurisdictional

arguments without some discovery. Pls.’ Mot. Stay.

II. Legal Standard

A complaint need not allege personal jurisdiction, but once a defendant moves

to dismiss on that ground, the plaintiff bears the burden of establishing that

jurisdiction is proper. Purdue Research Found. v. Sanofi-Synthelabo, S.A., 338 F.3d

773, 782 (7th Cir. 2003). Sometimes discovery limited to the personal-jurisdiction

dispute is warranted: “it is within the discretion of the district court to allow a

plaintiff to conduct limited discovery in order to establish that jurisdiction exists.”

Sanderson v. Spectrum Labs, Inc., 248 F.3d 1159, 2000 WL 1909678, at *3 (7th Cir.

2000). At the same time, however, the “plaintiff must establish a colorable or prima

facie showing of personal jurisdiction before discovery should be permitted.” Central

States, 230 F.3d at 946. In other words, a plaintiff seeking jurisdictional discovery

must advance “proof to a reasonable probability” of the facts necessary to establish

federal jurisdiction. Anthony v. Sec. Pac. Fin. Servs., Inc., 75 F.3d 311, 316 (7th Cir.

1996); see also Indag GmbH & Co. v. IMA S.P.A, 150 F. Supp. 3d 946, 971 (N.D. Ill.

2015).

Generally, courts grant jurisdictional discovery if the plaintiff can show that

the factual record is at least ambiguous or unclear on the jurisdiction issue. See e.g.,

Wells v. Hospital Group of Illinois, Inc., No. 02 C 6111, 2003 WL 21704416, at *3

(N.D.Ill. July 23, 2003); Ticketreserve, Inc. v. viagogo, Inc., 656 F. Supp. 2d 775, 782–

83 (N.D. Ill. 2009). The standard is not particularly onerous, but a plaintiff’s request

will be denied if it is based only upon unsupported assertions of personal jurisdiction.

See Central States, 230 F.3d at 946 (citing Andersen v. Sportmart, Inc., 179 F.R.D.

236, 242 (N.D.Ind.1998)).

III. Analysis

There are two types of personal jurisdiction: general and specific. uBID, Inc. v.

GoDaddy Grp., Inc., 623 F.3d 421, 425 (7th Cir. 2010). The Plaintiffs do not explicitly

say on which type of jurisdiction applies here, whereas the defense argues that

neither does. The Court addresses each type in turn.

A. General Jurisdiction

A court may exercise general jurisdiction over a defendant only when its

connections with the state are so “continuous and systematic” as to render it

“essentially at home” in the forum state. Goodyear Dunlop Tires Operations, S.A. v.

Brown, 564 U.S. 915, 919 (2011) (quoting International Shoe Co. v. Washington, 326

U.S. 310, 317, (1945)). The Supreme Court recently has emphasized that general

jurisdiction “should not lightly be found,” because that would mean that the

defendant can be sued for any case in the particular forum, no matter the specific

case’s lack of connection to the state. Kipp v. Ski Enter. Corp. of Wis., Inc., 783 F.3d

695, 698 (7th Cir. 2015) (citing Goodyear, 564 U.S. at 919). So far, the Supreme Court

has deemed a corporation at home only in the state (or states) of its incorporation and

principal place of business. Kipp, 783 F.3d at 698 (citing Daimler AG v. Bauman, 571

U.S. 117, 137 (2014)). Outside of those states, general jurisdiction applies “only when

the continuous corporate operations within a state are so substantial and of such a

nature as to justify suit on causes of action arising from dealings entirely distinct

from those activities.” Kipp, 783 F.3d at 698 (quoting Daimler, 571 U.S. at 138)

(cleaned up).4 Outside the typical home state, that level of activity is rare indeed.

How rare? In Daimler, the Supreme Court gave this example: a world war forces a

foreign company to temporarily relocate its principal place of business to Ohio due to

enemy activity abroad. Daimler, 571 U.S. at 129.

4This opinion uses (cleaned up) to indicate that internal quotation marks, alterations,

and citations have been omitted from quotations. See Jack Metzler, Cleaning Up Quotations,

18 Journal of Appellate Practice and Process 143 (2017).

In light of that standard, it is obvious in this case that general jurisdiction does

not apply to the Defendants here in Illinois. They are neither incorporated in Illinois

nor have their principal place of business here.5 And the extent of Defendants’

operations in Illinois rise nowhere near the level needed to tag them as being at home

in Illinois. No discovery is need on this type of personal jurisdiction

B. Specific Jurisdiction

In contrast to general jurisdiction, specific jurisdiction “depends on an

affiliation between the forum and the underlying controversy.” Goodyear, 564 U.S. at

919 (cleaned up). Specific jurisdiction applies when a defendant has directed its

activities at the forum state, and the cause of action relates to those activities. Burger

King Corp. v. Rudzewicz, 471 U.S. 462, 472 (1985). The Seventh Circuit has held that

“the contacts supporting specific jurisdiction can take many different forms.” uBID,

623 F.3d at 426. What is essential is that the defendant’s contacts be purposefully

directed at the forum state. Id. (citing Burger King, 471 U.S. at 475). The requisite

connection to the forum must arise from the defendant’s conduct so that the

defendant would anticipate being hauled into court there; personal jurisdiction

cannot be based solely on the defendant’s relationship to the plaintiff or the plaintiff’s

5According to Defendants, AT&T Corp. is incorporated in New York and has its

principal place of business in Bedminster, New Jersey. Koch Decl. ¶ 4. AT&T Inc. is

incorporated in Delaware and has its principal place of business in Dallas, Texas. Id. ¶ 2.

AT&T Teleholdings, Inc. is incorporated in Delaware and has its principal place of business

in Dallas, Texas. Id. ¶ 8. AT&T Services, Inc. is incorporated in Delaware and has its

principal place of business in Dallas, Texas. Id. ¶ 7. AT&T Operations, Inc. merged into

AT&T Services, Inc. as of December 31, 2011. Id. ¶ 6. The Plaintiffs do not dispute any of this

evidence.

unilateral activities. Walden v. Fiore, 571 U.S. 277, 284-85 (2014); Felland v. Clifton,

682 F.3d 665, 673 (7th Cir. 2012).

To make a prima facie showing of personal jurisdiction, a plaintiff must

adequately allege three key elements: “(1) the defendant must have 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 must have

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

jurisdiction must comport with traditional notions of fair play and substantial

justice.” Felland, 682 F.3d at 673 (citing Burger King, 471 U.S. at 472; Int’l Shoe, 326

U.S. at 316)) (cleaned up); see also Tamburo v. Dworkin, 601 F.3d 693, 702 (7th Cir.

2010); John Crane, Inc. v. Shein Law Ctr., Ltd., 891 F.3d 692, 695-696 (7th Cir. 2018).

The heart of the dispute here is the second element.6 Defendants argue that

the Plaintiffs have not made a prima facie showing of specific jurisdiction because the

complaint’s allegations are unrelated to the alleged FLSA violation7: none of the

Defendants employ or pay any of the Plaintiffs (or any of the other workers who have

opted in) in Illinois. Defs.’ Resp. Br. at 5-8. But the Plaintiffs contend that that is

exactly why they need limited jurisdictional discovery—to determine whether the

6At this time, the defense has not disputed that the Plaintiffs have made a showing

on the first and third requirements.

7At least with regard to some of the allegations, the Defendants are right. Engaging

in retail, marketing, and advertising activities, or engaging in other general business

activities, have no relation to the Defendants’ alleged FLSA claim—those activities have

nothing to do with the employment of call-center representatives much less the alleged

failure to pay overtime wages. Nor does the filing of a separate FLSA lawsuit in this District

(the LaMarr litigation) by other employees form the basis of specific jurisdiction.

Defendants’ are employers of the Plaintiffs under the FLSA, and whether the

Defendants’ conduct relates to the alleged FLSA violation. Pls.’ Reply Br. at 5-8.

The FLSA defines “employer” to include “any person acting directly or

indirectly in the interest of an employer in relation to an employee.” 29 U.S.C.

§ 203(d). It is well-settled that an employee can have more than one “employer” who

is responsible for compliance with the FLSA. Falk v. Brennan, 414 U.S. 190, 195

(1973). In evaluating whether a company is an “employer” under the FLSA, courts

avoid overly “formalistic labels or common law concepts of agency.” Goldberg v.

Whitaker House Co-op., Inc., 366 U.S. 28, 33 (1961); see also Hollins v. Regency Corp.,

867 F.3d 830, 834 (7th Cir. 2017) (quoting Nationwide Mutual Ins. Co. v. Darden, 503

U.S. 318, 326 (1992)) (“The Supreme Court has added that we must construe the

terms ‘employee’ and ‘employer’ expansively”) (cleaned up). The Seventh Circuit has

observed that someone may be treated as an FLSA employer where the “defendant

had supervisory authority over the complaining employee and was responsible in

whole or in part for the alleged violation.” Riordan v. Kempiners, 831 F.2d 690, 694

(7th Cir. 1987).

Courts often use the “economic reality” test to determine whether a defendant

is an employer under the FLSA. Hollins, 867 F.3d. at 835; see also Pietrzycki v.

Heights Tower Serv., Inc., 290 F. Supp. 3d 822, 850 (N.D. Ill. 2017) (citing Perez v.

Super Maid, LLC, 55 F.Supp.3d 1065, 1075 (N.D. Ill. 2014)). This assessment looks

at the totality of the circumstances of the parties’ relationship, not formalistic labels.

Pietrzycki, 290 F. Supp. 3d at 850 (quoting Deschepper v. Midwest Wine & Spirits,

Inc., 84 F.Supp.3d 767, 778 (N.D. Ill. 2015) (outlining several factors of the economic

realities test); see also Nehmelman v. Penn Nat. Gaming, Inc., 790 F.Supp.2d 787,

795 (N.D. Ill. 2011)) (same). And the focus of the inquiry is whether the targeted party

had control over the alleged FLSA violation, not whether the party controlled every

aspect of the employee’s workplace performance. Jang v. Woo Lae Oak, Inc. Chicago,

No. 12-CV-00782, 2013 WL 6577027, at *2 (N.D. Ill. Dec. 12, 2013); see also Shockley

v. Stericycle, Inc., No. 13-CV-01711, 2013 WL 5325632, at *4 (N.D. Ill. Sept. 19, 2013);

Villareal v. El Chile, Inc., 776 F. Supp. 2d 778, 785 (N.D. Ill. 2011) (citing Donovan v.

Grim Hotel Co., 747 F.2d 966, 972 (5th Cir. 1984); Dole v. Simpson, 784 F.Supp. 538,

545 (S.D. Ind.1991)).

Here, at the very least, the Plaintiffs have raised a sufficient question on

whether the Defendants controlled overtime wage payments. According to the

Plaintiffs, the Defendants implemented a “Corporate Code of Conduct” that

controlled and mandated call-center operations and working conditions, including

those conditions related to work hours and wages. For example, the Plaintiffs allege

that, under the Corporate Code of Conduct, the Defendants have the power to

determine the rate and method of payment for call-center representatives, and

established disciplinary procedures and job-termination criteria for all call-center

representatives. Collective Action Compl. ¶¶ 19 (AT&T Corp.), 40 (AT&T Inc.), 70

(AT&T Teleholdings), 93 (AT&T Services). The Plaintiffs also allege that the

companies implemented a nationwide training program for call-center managers,

representatives, and Force Team members, and the program covered the day-to-day

execution of their job duties and responsibilities—which plausibly could include

training on clocking in and out, as well as on reporting and requesting overtime

hours. Id. ¶¶ 35 (AT&T Corp.), 57 (AT&T Inc.), 86 (AT&T Teleholdings), 109 (AT&T

Services). The Defendants also allegedly created, maintain, and control the databases

that contains call-center representatives’ employment information, including their

time stamps within the CTI system, and the payroll-processing programs that round

down the number of hours worked. Id. ¶¶ 22-30 (AT&T Corp.), 44-52 (AT&T Inc.), 73-

81 (AT&T Teleholdings), 96-104 (AT&T Services).

What’s more, AT&T Teleholdings, AT&T Services, and AT&T Corp. are all

signatories to a Collective Bargaining Agreement (CBA) between the companies and

call-center representatives in several states, including Illinois. R. 28-5, Collective

Bargaining Agreement. Although the details are not known, the CBA’s Table of

Contents says that, not surprisingly, the CBA addresses wages. See Collective

Bargaining Agreement at 4. According to the Plaintiffs, under this agreement, those

three Defendants have the power to determine the rate and method of payment for

call-center employees. Collective Action Compl. ¶¶ 20 (AT&T Corp.), 71 (AT&T

Teleholdings), 94 (AT&T Services).

To attack the Plaintiffs’ showing, the Defendants generally contend that they

do not employ8 nor pay any of the Plaintiffs in Illinois. Defs.’ Resp. Br. at 6. (citing R.

8In their discovery motion, the Plaintiffs predicted that the Defendants would assert

that an AT&T subsidiary, Illinois Bell Telephone Company, which is also a signatory to the

CBA, is the only employer of all the Plaintiffs in Illinois. Pls.’s Mot. Stay ¶ 11. But Defendants

do not advance this contention, and simply assert that they are not the pertinent employers.

In any event, as discussed earlier, under the FLSA an employee can have more than one

25-1, Koch Decl; R. 25-2, Koons Decl.).9 As a preliminary matter, though, whether

the Defendants “employ” the Plaintiffs under the FLSA is a question of law. Karr v.

Strong Detective Agency, Inc., 787 F.2d 1205, 1206 (7th Cir.1985). So it is not enough

for the Defendants to just ipse dixit say that they do not “employ” the Plaintiffs in

Illinois. And even if the Defendants do not directly hire, fire, pay, supervise, direct,

set the compensation for, or otherwise have direct dealings with the Plaintiffs, see

Koons Decl. ¶ 3, still it is possible for the Defendants to wield control over overtime

wage payments. Beyond their general conclusory assertions, the Defendants do not

meaningfully engage with any of the Plaintiffs’ specific allegations. So the Plaintiffs

are entitled to limited discovery on the issue of specific jurisdiction.

Although some discovery is warranted, it is worth noting that jurisdictional

discovery does not open-up wide-ranging discovery. See Central States, 230 F.3d at

947. The employees are only entitled to conduct limited jurisdictional discovery on

the Defendants’ level of control over the alleged unpaid wages. So the currently

crafted interrogatory requests of the Plaintiffs are too broad and have nothing to do

employer. See Moldenhauer v.Tazewell–Pekin Consol. Commc’ns Ctr., 536 F.3d 640, 644 (7th

Cir. 2008).

Relatedly, the Plaintiffs allege that Illinois Bell Telephone Company is part of at least

two agreements with the Defendants in this matter: (1) the CBA agreement (to which Illinois

Bell is a signatory); and (2) an ownership agreement. Pls.’ Mot. Stay ¶ 12. The Plaintiffs

argue that these agreements are enough to warrant personal jurisdiction, id., but the bare

entry into agreements by itself is not enough to dispositively show specific jurisdiction

without examining how the agreements relate to the alleged FLSA violation.

9It is worth noting that Koch’s declaration generally presents bare legal conclusions

without any factual support. See Koch Decl. (asserting that neither AT&T Inc., Corp., or

Teleholdings are “involved in the day-to-day activities of any entities [that employ Plaintiffs]

and does not exert control over the day-to-day activities, including employment-related

activities of any of those entities”).

with this issue. See R. 34-2, Exh. B, Discovery Requests at 5-7. Most of the Plaintiffs’

document requests (as distinct from the interrogatories), however, are in fact relevant

to specific jurisdiction. See id. at 2-5. Indeed, the Defendants have already agreed to

produce records in response to most of those requests. Id. Naturally, not every

Defendant is a custodian of the records sought pursuant to each request, so they need

not all go digging for documents that do not pertain to them. Instead, each individual

Defendant must only respond to those requests that specifically pertain to them, or

for which they are the custodians.

On those principles, the Court grants in part and denies in part the Plaintiffs’

document requests as follows:

Plaintiffs’ Requests Defendants’ Response Decision

AT&T Corporate Code of Defendants would be The custodial Defendants

Conduct and the policies willing to agree shall produce the named

and guidelines that voluntarily to produce the documents as they have

support that Code, named documents. agreed to do.

including without

limitation the “Employee

Conduct Guidelines,”

“AT&T Midwest/CWA

District 4

Attendance Guidelines,”

“eLink AT&T Midwest

Time Reporting Manual,”

“Reporting Time Worked

Policy” effective Feb.

2010, Revised April 17,

2014 and Supervisor

Field Manuals for the last

three years.

CBA for the Midwest Defendants would be Those Defendants that

region (including willing to agree are signatories to the

information relating to voluntarily to produce the CBA (AT&T

the most recent Teleholdings, AT&T

bargaining cycle, like, for current CBA for the Services, and AT&T

instance, who conducted Midwest region. Corp.) shall produce the

those negotiations from current CBA for the

what Midwest region as they

department at the have agreed to do.

corporate defendants’

business units and their

authority to do so).

All documents in which Defendants do not believe With the exception of

any of the Defendants that documents reflecting “employee wage

have directed control over ownership and typical reporting,” this request is

Illinois Bell Telephone corporate governance of a irrelevant to the

Company, including non- party are relevant to identified specific-

without limitation, the current issues of jurisdiction issues. The

corporate resolutions, personal jurisdiction and custodial Defendants

board of directors therefore will not agree shall produce, however,

meeting voluntarily to produce any documents relevant

minutes, corporate parent these documents. to their control over

directives, financial Illinois Bell Telephone

reporting, employee wage Company as it relates to

reporting, advertising wage-payment practices.

and promotions, service

guidelines.

TVI process Overview Defendants would be The custodial Defendants

and TVI Midwest willing to agree shall produce the named

Business Rules, TVI voluntarily to produce documents as they have

Rules for Importing from these documents. agreed to do.

IEX

elink payroll software Defendants would be The custodial Defendants

operating manual willing to agree shall produce the named

voluntarily to produce documents as they have

these documents. agreed to do.

AT&T Management Defendants do not believe The Court agrees with

Compensation Plan that documents Defendants—these

addressing management documents are irrelevant

compensation are to the specific-jurisdiction

relevant to the current issues identified.

issues of personal

jurisdiction and therefore

will not agree voluntarily

to produce this document.

Rule 30(b)(6) Dep Large portions of these The Court agrees, at least

transcripts and exhibits deposition transcripts partially, with

of Jason Bunch, Jodie and exhibits have no Defendants—not all of

Garcia and Kathy connection with the the requested transcripts

Messman from LaMarr v. pending question of are relevant to the

AT&T Corp., et al personal jurisdiction in specific-jurisdiction

this case. Accordingly, issues identified. But

Defendants requested without the transcripts,

that Plaintiffs identify there is no way for the

those portions of the Plaintiffs to identify

testimony and specific which portions are

exhibits from this relevant ahead of

previous litigation production. So the

that they seek to rely on custodial Defendants

in connection with the must identify in good

current question of faith and produce those

personal jurisdiction, and portions relevant to the

Defendants indicated specific-jurisdiction

they would likely be issues identified.

willing to agree to an

accommodation to make Though the Court does

some or all such material not anticipate it being

available in this case necessary, if the Plaintiffs

subject to adequate still need more

protections for those information to answer

portions subject to Defendants’ personal

protective order in the jurisdiction arguments

previous case. Plaintiffs after reviewing the

declined to narrow their relevant portions of the

request. Relatedly, we Rule 30(b)(6) deposition

discussed Defendants’ transcripts, then the

view that relying on Plaintiffs shall identify

corporate representative narrowly tailored Rule

testimony from a previous 30(b)(6) topics. Until

case while then, live corporate

simultaneously representative testimony

seeking similar corporate is not required.

representative testimony

in the current case was

unnecessarily duplicative

but that Defendants

might be willing to

agree to a broad

resolution regarding

the requested prior

depositions and exhibits if

Plaintiffs’ would agree to

forego additional

suggested corporate

representative

deposition(s) on

jurisdiction here.

Conversely, Defendants

do not believe Plaintiffs

have a need for previous

corporate representative

testimony on issues

related to personal

jurisdiction if they

will insisting on taking

new jurisdiction-focused

Rule 30(b)(6)

depositions in this case.

Plaintiffs likewise

declined these

suggestions.

IV. Conclusion

For the reasons discussed above, the Court grants the Plaintiffs’ motion for

discovery in part and denies it in part. The document production that is required as

discussed above is due by October 28, 2019. The Plaintiffs also may serve, at any time,

more targeted interrogatories. The status hearing of October 25, 2019 is reset to

November 1, 2019, at 9:45 a.m., to discuss the remainder of the discovery schedule.

The motion [24] to dismiss is denied without prejudice, subject to renewal after the

discovery is concluded.

ENTERED:

s/Edmond E. Chang

Honorable Edmond E. Chang

United States District Judge

DATE: September 26, 2019