Opinion

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF FLORIDA

ORLANDO DIVISION

THE FILTA GROUP, INC.,

Plaintiff,

v. Case No: 6:25-cv-914-PGB-NWH

LXU, LTD., KENNETH

MELICK, KITCHEN KARE

INNOVATIONS, LLC and

SHANE FARRER,

Defendants.

/

OMNIBUS ORDER

This cause comes before the Court on the following:

1. Defendants LXU, Ltd., Kenneth Melick, Kitchen Kare Innovations,

LLC, and Shane Farrer’s (collectively, the “Defendants”) Motion to

Dismiss for Lack of Personal Jurisdiction, and in the Alternative,

Transfer Venue (Doc. 72 (the “Motion to Dismiss”)) and Plaintiff

The Filta Group, Inc.’s (“Plaintiff”) response in opposition (Doc. 74

(the “Response”)); and

2. Plaintiff’s Motion for Summary Judgment (Doc. 172), Defendants’

Response in Opposition (Doc. 183), and Plaintiff’s Reply (Doc. 184).

The parties also filed a joint stipulation of agreed material facts. (Doc.

171).

Upon consideration, the Motion to Dismiss is due to be denied, the Motion

to Transfer Venue is due to be denied, and the Motion for Summary Judgment is

due to be denied without prejudice.

I. BACKGROUND1

Franchisor Plaintiff brings this action for injunctive relief and damages

against Ken Melick (“Melick”) (a former franchisee) and his company LXU, LTD

(“LXU”)2, and Shane Farrer (“Farrer”) (a co-conspirator) and his company

Kitchen Kare Innovations, LLC (“KKI”).

On January 9, 2014, Defendants Melick and LXU executed a franchise

agreement with Plaintiff. (See generally Doc. 1-1 (the “Agreement”)). Plaintiff is

incorporated under the laws of the State of Delaware, and its principal place of

business is in Orlando, Florida. (Id. at p. 5). Defendants Melick and Farrer are

domiciled in the State of Ohio, and LXU and KKI are both Ohio corporations.

(Doc. 1, ¶¶ 7, 10). The Agreement contains a forum selection clause, which

provides that “[Mr. Melick and LXU] must file any suit against [Plaintiff], and

[Plaintiff] may file any suit against [Mr. Melick and LXU], in the federal or state

court where [Plaintiff’s] principal office is located at the time the suit is filed. The

parties waive all questions of personal jurisdiction and venue for the purpose of

carrying out this provision.” (Doc. 1-1, p. 40). Moreover, the Agreement contained

1 The Court will not rehash the detailed factual record, which is available in the Court’s Order

granting Plaintiff’s Motion for Preliminary Injunction. (See Doc. 116). The Court fully adopts

and incorporates those factual findings as if fully set forth herein. (Id.).

2 Collectively, the Court will refer to Defendants Melick and LXU as the “Franchisees”.

a choice-of-law provision, which provides that “[t]his Agreement is governed in

all respects in accordance with the law of the State of Florida, without regard to

the application of Florida conflict of law rules.” (Id.). Finally, to protect its

proprietary information, franchisees were required to obtain signed

confidentiality and/or non-compete agreements from their employees. (Id. at p.

27).

Defendant Farrer formed KKI on October 1, 2024. (Doc. 116, p. 3). Before

founding KKI, Defendant Farrer was employed by LXU, where he began as a

technician and eventually rose to the position of Chief Operating Officer. (Id.).

Defendants Farrer and Melick maintain offices at the same physical address. (Id.).

Defendant Farrer attended conventions while employed by LXU and gained

knowledge of fryer management during his eight-year tenure. (Id.). Defendant

Farrer also learned which customers LXU serviced under Plaintiff’s franchise and

the amounts charged for those services. (Id.). Defendant Melick never asked

Defendant Farrer to sign a confidentiality agreement. (Id. at p. 4).

Ultimately, the Defendants conspired together to circumvent the

Agreement and utilize Plaintiff’s customer lists, equipment, and business in the

states of Ohio, Indiana, and Kentucky. (Id. at pp. 4–8). In response to these

actions, Plaintiff initiated this lawsuit.

On June 30, 2025, Plaintiff filed a Renewed Motion for Preliminary

Injunction. (Doc. 29). On October 16, 2025, Defendants filed a motion to dismiss

for lack of personal jurisdiction, and in the alternative, to change venue. (Doc. 72).

On December 17 and 18, 2025, this Court held a two-day-long evidentiary hearing

on Plaintiff’s Renewed Motion for Preliminary Injunction. (Docs. 130, 131). At that

hearing, the Court made various factual determinations as to the merits of this

case based upon Defendants Melick and Farrer’s testimony under oath. (See Docs.

116, 130, 131). Importantly, the Defendants testified as to factual issues relevant

for the issue of personal jurisdiction. (See Doc. 116). Thereafter, the Court granted

the Renewed Motion for Preliminary Injunction. (Id.). Importantly, this Court

determined that a conspiracy existed between the Defendants to infringe on

Plaintiff’s trademarks and to violate restrictive covenants entered into by

Defendants Melick and LXU in their Agreement with Plaintiff. (Id.).

On April 4, 2026, Plaintiff filed its Motion for Summary Judgment

alongside the Stipulation of Agreed Material Facts. (Docs. 171, 172). Defendants

responded in opposition, and Plaintiff later replied. (Docs. 183, 184).

These matters are now ripe for review.

II. STANDARD OF REVIEW

A. Personal Jurisdiction

District courts in the Eleventh Circuit apply a two-prong test to determine

whether personal jurisdiction exists over a defendant. Mutual Serv. Ins. v. Frit

Indus., Inc., 358 F.3d 1312, 1319 (11th Cir. 2004); Cable/Home Commc’n Corp. v.

Network Prods., Inc., 902 F.2d 829, 855 (11th Cir. 1990). Ordinarily, the court

must first determine whether the plaintiff has alleged sufficient facts to subject

the defendant to the forum state’s long-arm statute. See Future Tech. Today, Inc.

v. OSF Healthcare Sys., 218 F.3d 1247, 1248 (11th Cir. 2000). If jurisdiction is

established under the forum state’s long-arm statute, the court must then decide

whether the exercise of jurisdiction comports with the Due Process Clause of the

Fourteenth Amendment to the United States Constitution. Id.

When a defendant moves to dismiss for lack of personal jurisdiction under

Rule 12(b)(2), the plaintiff must allege facts sufficient to establish that the court

has personal jurisdiction over the defendant and to rebut a defendant’s assertion

that jurisdiction over him is improper. Smith v. Trans-Siberian Orchestra, 689 F.

Supp. 2d 1310, 1313 (M.D. Fla. 2010) (citing Future Tech. Today, Inc., 218 F.3d at

1249). Ordinarily, in the face of conflicting evidence at the motion to dismiss

stage, “reasonable inferences are drawn in the plaintiff’s favor.” See 3Lions Publ’g,

Inc. v. Interactive Media Corp., 389 F. Supp. 3d 1031, 1036 (M.D. Fla. 2019).

However, the court may also “wait to impose a preponderance . . . standard until

trial” and simply “review[] the motion to dismiss under a prima facie standard.”

AcryliCon USA, LLC v. Silikal GmbH, 985 F.3d 1350, 1364 (11th Cir. 2021). Under

the prima facie standard, “[t]he plaintiff meets its burden if it presents enough

evidence to withstand a motion for judgment as a matter of law.” Id.3 “Where the

plaintiff’s complaint and supporting evidence conflict with the defendant’s

affidavits, the court must construe all reasonable inferences in favor of the

plaintiff.” Meier ex rel. Meier v. Sun Int’l Hotels, Ltd., 288 F.3d 1264, 1269 (11th

3 Judgment as a matter of law “largely ‘mirrors’ the summary-judgment standard.” Dupree v.

Younger, 143 S. Ct. 1382, 1387 (2023).

Cir. 2002). By going this route, the court is “implicitly, if not explicitly, ordering

‘that hearing and determination [of the motion to dismiss] be deferred until the

trial.’” AcryliCon, 985 F.3d at 1365 (first quoting Boit v. Gar-Tec Prod., Inc., 967

F.2d 671, 676 (1st Cir. 1992); and then quoting FED. R. CIV. P. 12(d)).

B. Venue

A motion to transfer venue within the federal court system is governed by

28 U.S.C. § 1404(a). See Atl. Marine Const. Co. v. U.S. Dist. Ct. for W. Dist. of Tx.,

571 U.S. 49, 57–58 (2013). Under § 1404(a), a district court may transfer a civil

action “[f]or the convenience of the parties and witnesses, [and] in the interest of

justice . . . to any district or division where it might have been brought or to any

district or division to which all parties have consented.” 28 U.S.C. § 1404(a).

When applying this statute, courts undertake a two-step analysis. Nat’l Tr.

Ins. Co. v. Pa. Nat’l Mut. Cas. Ins. Co., 223 F. Supp. 3d 1236, 1241 (M.D. Fla. 2016)

(citations omitted). First, the court must determine “whether the case could have

been filed in the proposed district.” Id. Second, the court must assess “whether

the transfer would be for the convenience of the parties and witnesses and in the

interest of justice.” Id. (quoting Eye Care Int’l, Inc. v. Underhill, 119 F. Supp. 2d

1313, 1318 (M.D. Fla. 2000)). In analyzing the second prong, courts in the

Eleventh Circuit traditionally consider the following factors:

1) the convenience of the witnesses; 2) the location of

relevant documents and the ease of access to sources of

proof; 3) the convenience of the parties; 4) the locus of

operative facts; 5) the availability of process to compel

unwilling witnesses; 6) the relative means of the parties; 7) a

forum’s familiarity with the governing law; 8) the weight

accorded a plaintiff’s choice of forum; and 9) trial efficiency

and the interests of justice, based on the totality of the

circumstances.

Manuel v. Convergys Corp., 430 F.3d 1132, 1135 n.1 (11th Cir. 2005) (citation

omitted).

A court will not disturb a plaintiff’s choice of venue unless the movant can

demonstrate that the choice is outweighed by other considerations. Stewart Org.,

Inc. v. Ricoh Corp., 487 U.S. 22, 29 (1988). Therefore, the movant carries the

burden of establishing that the case should be transferred to the suggested venue

in the interest of convenience and justice. See In re Ricoh Corp., 870 F.2d 570,

573 (11th Cir. 1989). Ultimately, the decision to transfer a matter is within the

sound discretion of the district court. Roofing & Sheet Metal Servs., Inc. v. La

Quinta Motor Inns, Inc., 689 F.2d 982, 985 (11th Cir. 1982).

C. Summary Judgment

To prevail on a motion for summary judgment under Federal Rule of Civil

Procedure 56, the movant must show “that there is no genuine dispute as to any

material fact and the movant is entitled to judgment as a matter of law.” FED. R.

CIV. P. 56(a). “An issue of fact is ‘material’ if, under the applicable substantive law,

it might affect the outcome of the case. An issue of fact is ‘genuine’ if the record

taken as a whole could lead a rational trier of fact to find for the nonmoving party.”

Harrison v. Culliver, 746 F.3d 1288, 1298 (11th Cir. 2014) (quoting Hickson Corp.

v. N. Crossarm Co., 357 F.3d 1256, 1259–60 (11th Cir. 2004) (citations omitted)).

The Court must “view the evidence and all factual inferences therefrom in

the light most favorable to the [nonmoving] party, and resolve all reasonable

doubts about the facts in favor of the non-movant.” Davila v. Gladden, 777 F.3d

1198, 1203 (11th Cir. 2015) (quoting Carter v. City of Melbourne, 731 F.3d 1161,

1166 (11th Cir. 2013) (per curiam)). “A mere ‘scintilla’ of evidence supporting the

opposing party’s position will not suffice; there must be enough of a showing that

the jury could reasonably find for that party.” Brooks v. Cnty. Comm’n of

Jefferson Cnty., 446 F.3d 1160, 1162 (11th Cir. 2006) (quoting Walker v. Darby,

911 F.2d 1573, 1577 (11th Cir. 1990)).

Importantly, there is “no express or implied requirement in Rule 56 that the

moving party support its motion with affidavits or other similar materials

negating the opponent’s claim.” Celotex Corp. v. Catrett, 477 U.S. 317, 323 (1986)

(emphasis omitted). “[W]here the nonmoving party will bear the burden of proof

at trial on a dispositive issue, a summary judgment motion may properly be made

in reliance solely on the pleadings, depositions, answers to interrogatories, and

admissions on file.” Id. (internal quotations omitted). “Such a motion, whether or

not accompanied by affidavits, will be made and supported as provided in this

rule, and Rule 56(e) therefore requires the nonmoving party to go beyond the

pleadings and by her own affidavits, or by the depositions, answers to

interrogatories, and admissions on file, designate specific facts showing that there

is a genuine issue for trial.” Id. (internal quotations omitted).

III. DISCUSSION

Before the Court are Motions to Dismiss, to Transfer Venue, and for

Summary Judgment. The Court will address each in turn.

A. Motion to Dismiss for Lack of Personal Jurisdiction

1. Burden of Proof

“[I]f ‘a defendant challenges personal jurisdiction in a Rule 12(b)(2) motion

to dismiss,’ Federal Rule of Civil Procedure 12(i) affords the district court

‘discretion on how to proceed.’” N. Am. Sugar Indus., Inc. v. Xinjiang Goldwind

Sci. & Tech. Co., 124 F.4th 1322, 1333 (11th Cir. 2025) (quoting AcryliCon, 985

F.3d at 1364). “The district court has two options: (1) hold an evidentiary hearing

before trial to make factual findings about personal jurisdiction or (2) decide the

motion to dismiss ‘under a prima facie standard’ without an evidentiary hearing.”

Id. (first citing AcryliCon, 985 F.3d at 1364–65; and then citing FED. R. CIV. P.

12(i)). If the court “holds an evidentiary hearing, then it should impose the

preponderance-of-the-evidence standard right away and find the relevant

jurisdictional facts during the pretrial phase.” Id. (quotations omitted).

In this case, because the Court held a two-day-long evidentiary hearing,

where the Defendants testified under oath as to facts relevant for the issue of

personal jurisdiction, the preponderance of the evidence standard is appropriate.

As discussed at the evidentiary hearing,4 the merits of this case are deeply

4 See supra Section I.

connected to the jurisdictional issues themselves. Eaton v. Dorchester Dev., Inc.,

692 F.2d 727, 733 (11th Cir. 1982) (“Where the jurisdictional issues are

intertwined with the substantive merits, the jurisdictional issues should be

referred to the merits, for it is impossible to decide one without the other.”).

Therefore, following an extensive multi-day evidentiary hearing, the Court will

not apply the prima facie standard and blind itself to the plethora of evidence

accumulated in this case.

2. Florida Long-Arm Statute

Florida’s long-arm statute permits Florida state courts, as well as federal

district courts, to exercise two categories of personal jurisdiction over nonresident

defendants: general and specific. Stubbs v. Wyndham Nassau Resort & Crystal

Palace Casino, 447 F.3d 1357, 1360 (11th Cir. 2006); FLA. STAT. § 48.193. General

jurisdiction exists where a defendant engages in “substantial and not isolated

activity” within the state. FLA. STAT. § 48.193(2). Specific jurisdiction, on the other

hand, “is founded on a party’s activities in the forum that are related to the cause

of action alleged in the complaint.” Stubbs, 447 F.3d at 1360, n.3. “Since the extent

of the long-arm statute is governed by Florida law, federal courts are required to

construe it as would the Florida Supreme Court.”5 Sculptchair, Inc. v. Century

Arts, Ltd., 94 F.3d 623, 627 (11th Cir. 1996).

i. The Franchisees (Melick & LXU)

Defendants first argue that neither Melick, an Ohio resident, nor LXU, an

Ohio corporation, is subject to general jurisdiction in Florida. (Doc. 72, pp. 7–10).

The Court agrees.

While the Franchisees concede that they have some business-related

contacts with Florida, Defendants assert that these contacts are not “so

continuous and systematic as to render them essentially at home in” Florida. (Id.);

Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011)

(quotations omitted). Plaintiff responds that the Franchisees regularly travel to

Florida, exchanged thousands of calls and emails with Plaintiff there, and

purchased equipment from Plaintiff in the state. (Doc. 74, pp. 10–11). Plaintiff

relies on two cases to argue that these contacts establish general jurisdiction. First,

Plaintiff cites Burger King Corp. v. Rudzewicz for the proposition that “general

jurisdiction [confers] where [a] non-resident enter[s an] agreement with [a]

franchisor involving continuing contacts with Florida.” (Id. at p. 11 (citing and

5 Florida’s general jurisdiction provision, however, is coextensive with the limits of due

process under the United States Constitution. See Carmouche v. Tamborlee Mgmt., Inc., 789

F.3d 1201, 1204 (11th Cir. 2015) (explaining that the reach of FLA. STAT. § 48.193(2) “extends

to the limits on personal jurisdiction imposed by the Due Process Clause of the Fourteenth

Amendment.” (quotation omitted)). Because the statute reaches no further than the

Constitution permits, the two inquiries collapse into one. Importantly, the delta between the

constitutional ceiling provided by the United States Constitution and whatever, if any,

additional reach Florida’s statutory provision purports to claim above it is immaterial. That

excess general jurisdiction cannot be exercised by any federal court.

then I would put the case cite for Rudzewicz here)). However, Plaintiff misreads

Rudzewicz, which held that Florida could constitutionally exercise specific

jurisdiction over a Michigan-domiciled franchisee. 471 U.S. 462, 487 (1985)

(holding that “District Court's exercise of jurisdiction pursuant to FLA. STAT. §

48.193(1)(g)[6] did not offend due process”). Thus, Rudzewicz is not instructive for

general jurisdiction analysis. Next, Plaintiff cites HSC Organics LLC v. Bymaster

for the proposition that “general jurisdiction [tracks] where . . . [out-of-state]

defendant regularly communicated by phone and e-mail with plaintiff in Florida,

defendant purchased and received products from Florida, and defendant attended

company events in Florida.” (Doc. 74, p. 11 (citing No. 8:21-CV-1852-WFJ-CPT,

2022 WL 3598295, at *6 (M.D. Fla. Aug. 23, 2022)). However, the undersigned

respectfully disagrees with the framing of the general jurisdiction question in

Bymaster. General jurisdiction does not turn on tallying a defendant’s contacts

with the forum state and asking whether they cross some indeterminate threshold.

Rather, the general jurisdiction inquiry is narrow and categorical: whether the

defendant’s affiliations with the forum state are so continuous and systemic as to

essentially render the defendant at home there. “[A] foreign corporation cannot

be subject to general jurisdiction in a forum unless the corporation's activities in

the forum closely approximate the activities that ordinarily characterize a

6 At the time of the Rudzewicz decision, the operative version of FLA. STAT. § 48.193(1)(g)

provided specific jurisdiction over those who “[b]reached a contract in [Florida] by failing to

perform acts required by the contract to be performed in [Florida].” The Supreme Court

specifically contrasted its discussion of specific jurisdiction with the concept of general

jurisdiction. 471 U.S. at 473 n.15.

corporation’s place of incorporation or principal place of business.” Carmouche

v. Tamborlee Mgmt., Inc., 789 F.3d 1201, 1205 (11th Cir. 2015). “For an

individual, the paradigm forum for the exercise of general jurisdiction is the

individual’s domicile[.]” Daimler AG v. Bauman, 571 U.S. 117, 137 (2014) (quoting

Goodyear , 564 U.S. at 924 ). 7

Here, LXU is incorporated under the laws of the State of Ohio and has its

principal place of business in Canal Winchester, Ohio. (Doc. 1, ¶ 7). LXU is not a

Florida corporation and thus is not subject to general jurisdiction in Florida. Next,

while Mr. Melick has substantial business ties to the state of Florida, such business

connections do not establish general jurisdiction. Mr. Melick is a domiciliary of

the State of Ohio, and neither Plaintiff’s allegations nor the testimony elucidated

at the evidentiary hearing undermine that assertion. While Mr. Melick himself

testified to his many other connections to Florida, there has been no indication

that his contacts are so pervasive as to make Florida his home. Accordingly, the

Court cannot exercise general jurisdiction over the Franchisees.

Next, Plaintiff argues that specific personal jurisdiction tracks to the

Franchisees through FLA. STAT. § 48.193(1)(a)(2), which confers specific

jurisdiction over a defendant who commits “a tortious act within” Florida.

Plaintiff asserts that this provision “applies to defendants committing tortious

7 It is possible to assert general personal jurisdiction against a nonresident incorporated entity

in “exceptional cases.” Daimler, 571 U.S. at 139 n.19. Plaintiff does not argue that this case

presents those exceptional circumstances. Moreover, whether the “exceptional

circumstances” principle has any applicability to nonresident individual defendants remains

essentially untested, and unargued in this case.

acts outside the state that cause injury in Florida.” (Doc. 74, p. 12 (quoting Estate

of Scutieri v. Chambers, 386 F. App’x 951, 955 (11th Cir. 2010))8. The tortious

acts, as Plaintiff claims, are the alleged violations of the “Lanham Act, and other

infringement-based claims in counts I-IV . . . [.]” (Id.). In response, Defendant

argues that “the plaintiff must demonstrate that the nonresident defendant

committed a substantial aspect of the alleged tort in Florida . . . [and] the alleged

tort must cause injury in the state of Florida.” (Doc. 72, p. 13 (quoting Miami

Breakers Soccer Club, Inc. v. Women’s United Soccer Ass’n, 140 F. Supp. 2d 1325,

1329 (S.D. Fla. 2001)).

Indeed, “the Florida long-arm statute permits jurisdiction over [a]

nonresident defendant who commits a tort outside of the state that causes injury

inside the state.” Licciardello v. Lovelady, 544 F.3d 1280, 1283 (11th Cir. 2008).

If that injury is trademark infringement, “the Florida long-arm statute is satisfied

if the alleged trademark infringement . . . caused injury in Florida.” Id. And here,

Defendant Melick, acting on behalf of LXU, admitted to infringing upon Plaintiff’s

trademarks, which caused injury to Plaintiff in Florida.9 District courts have

8 “Unpublished opinions are not controlling authority and are persuasive only insofar as their

legal analysis warrants.” Bonilla v. Baker Concrete Const., Inc., 487 F.3d 1340, 1345 (11th

Cir. 2007).

9 Q: “When you entered your franchise agreement with [Plaintiff], you understood that your

ability to use the trademarks would be limited, right?” A: “Correct.” Q: “You could only use

them during the time you were a [Plaintiff] franchisee, correct?” A: “Right” Q: “Your right to

use those trademarks would terminate immediately upon the termination of your franchise

agreement, right?” A: “That’s correct.” Q: “So you're still using [Plaintiff’s] trademarks after

you terminated the franchise agreement, right, sir?” A: “Right.” (Doc. 131, 160:18–24, 161:3–

6, 162:17–19).

widely held that injury due to trademark infringement occurs in the state where

the trademark owner resides. Mach. Mounting Sols., Inc. v. Am. VULKAN Corp.,

No. 8:25-CV-2672-WFJ-TGW, 2026 WL 693208, at *6 (M.D. Fla. Mar. 12, 2026);

Xymogen, Inc. v. Digitalev, LLC, No. 6:17-CV-869-ORL-31-KRS, 2018 WL

659723, at *2 (M.D. Fla. Feb. 1, 2018); Mighty Men of God, Inc. v. World Outreach

Church of Murfreesboro Tennessee, Inc., 102 F. Supp. 3d 1264, 1271 (M.D. Fla.

2015). In any event, because the Franchisees used the marks on “a generally

available website” accessible in Florida, a substantial part of the tortious act

occurred in Florida. (Doc. 72, p. 14); see Lovelady, 544 F.3d at 1283. Accordingly,

specific personal jurisdiction over the Franchisees tracks from FLA. STAT. §

48.193(1)(a)(2).

Similarly, jurisdiction tracks from FLA. STAT. § 48.193(1)(a)(7), which

extends jurisdiction over claims involving the “[b]reaching [of] a contract in this

state by failing to perform acts required by the contract to be performed in this

state.” Here, because the Franchisees breached the Agreement with Plaintiff, who

is in Florida, jurisdiction is proper. (Doc. 166, p. 10 n.6); Stateline Power Corp. v.

Kremer, 404 F. Supp. 2d 1373, 1378 (S.D. Fla. 2005) (exercise of personal

jurisdiction proper over nonresident defendant whose breach was suffered in

Florida); Vacation Ventures, Inc. v. Holiday Promotions, Inc., 687 So. 2d 286,

289 (Fla. 5th DCA 1997).

ii. The Non-Franchisees (Farrer & KKI)

Plaintiff next argues that general jurisdiction tracks for Defendant Farrer.

(Doc. 74, p. 10 n.11). Citing Simple Signman Sys., Inc. v. Hershkop, Plaintiff

asserts that “[this] court may assert general jurisdiction over [Farrer] based on

[Farrer’s] activities as an employee on behalf of a corporation.” (Id. (quoting No.

3:15-CV-00178-J-20-MCR, 2015 WL 12830470, at *9 (M.D. Fla. July 10, 2015))).

The crux of this argument is that, because Defendant Farrer was an employee of

the Franchisees, he would be subject to general jurisdiction in Florida. (Id.).

However, because the Court has already determined that the Franchisees are not

subject to general jurisdiction in Florida, this argument does not track. Defendant

Farrer is a domiciliary of Ohio, and there has been no evidence presented to

suggest his connections to Florida are so extensive as to make Florida his home.

Even so, while not subject to general jurisdiction in Florida, the Non-

Franchisees are subject to specific personal jurisdiction under Florida’s Long-Arm

Statute. This Court, along with many others, has long held that if “any member of

a conspiracy committed tortious acts in Florida in furtherance of the conspiracy,

then all of the conspirators are subject to personal jurisdiction in Florida.”

Adventist Health Sys. Sunbelt Healthcare Corp. v. Weiss, No. 6:20-CV-877-ORL-

40-DCI, 2021 WL 1238321, at *8 (M.D. Fla. Feb. 22, 2021); Elandia Int’l, Inc. v.

Ah Koy, 690 F. Supp. 2d 1317, 1330 (S.D. Fla. 2010) (“If an individual successfully

alleges that any member of a conspiracy committed tortious acts in Florida in

furtherance of the conspiracy, then all of the conspirators are subject to personal

jurisdiction in Florida”). Here, the Court has already determined that the Non-

Franchisees participated in a conspiracy to defraud Plaintiff of its customers,

equipment, trademark, and reputation. (Doc. 116, pp. 4–8). The Non-Franchisees

assisted the Franchisees’ effort to undermine the agreement with Plaintiff. (Id. at

p. 7). In fact, in a colloquy with defense counsel, the Court asked “would you agree

if I conclude that these gentlemen worked together jurisdiction tracks? Right?”

Defense counsel answered “[a]rguably, yes, Your Honor.” (Doc. 131, 35:14–17).

Accordingly, because the Court already found that the Non-Franchisees conspired

with the Franchisees to violate Plaintiff’s trademarks, breach the contract with

Plaintiff and unfairly compete, the Non-Franchisees are subject to personal

jurisdiction in Florida pursuant to §§ 48.193(1)(a)(2); 48.193(1)(a)(7).

3. Due Process

To comport with the Due Process Clause of the Fourteenth Amendment, the

Court must ensure that the claims at bar arise out of or relate to the Defendants’

“minimum contacts” with Florida “such that the maintenance of the suit does not

offend traditional notions of fair play and substantial justice.” Waite v. All

Acquisition Corp., 901 F.3d 1307, 1312 (11th Cir. 2018) (quoting Int’l Shoe Co. v.

State of Wash., Off. of Unemployment Comp. & Placement, 326 U.S. 310, 316

(1945)); see also U.S. CONST. amend. XIV, § 1. Because personal jurisdiction over

each Defendant rests upon the exercise of specific jurisdiction, the Court must

apply a three-part test for minimum contacts which examines: (1) whether the

nonresident defendant purposefully availed himself of the privilege of conducting

activities within the forum state, thus invoking the benefit of the forum state’s

laws (the “Purposeful Availment Prong”); (2) whether the plaintiff’s claims

arise out of or relate to at least one of the defendant’s contacts with the forum (the

“Relatedness Prong”); and (3) whether the exercise of personal jurisdiction

comports with traditional notions of fair play and substantial justice (the “Fair

Play Prong”). Louis Vuitton Malletier, S.A. v. Mosseri, 736 F.3d 1339, 1355 (11th

Cir. 2013) (citations and internal quotations omitted).

i. Purposeful Availment Prong

To exercise specific personal jurisdiction over nonresident defendants, the

defendants must have purposefully availed themselves of the forum state. See

Hanson v. Denckla, 357 U.S. 235, 254 (1958). “Jurisdiction is proper . . . where

the contacts proximately result from actions by the defendant himself that create

a ‘substantial connection’ with the forum State.” Rudzewicz, 471 U.S. at 475 (1985)

(quoting McGee v. Int’l Life Ins. Co., 355 U.S. 220, 222 (1957)).

a. The Franchisees’ contacts with Florida

The Franchisees’ contacts with Florida are straightforward. Franchisees

agreed to a valid contract with a Florida business, where they utilized equipment

owned by a Florida entity, and deployed marks registered in Florida to solicit

business. (Doc. 74-1). Defendant Melick frequently traveled to Florida for

Plaintiff-sponsored trainings, on behalf of LXU, and communicated with Plaintiff

in Florida via email and phone thousands of times. (Id. at p. 5). Moreover, the

record establishes that Defendant LXU’s revenue from Plaintiff’s national

accounts was rather than the franchisee. As the Agreement makes clear, “[u]nless

otherwise directed by [Plaintiff], all billing and collection for services performed

under a National Account Contract will be done by [Plaintiff]”. (Doc. 1-1, p. 24;

Doc. 132, 38:9–39:1–14). The Agreement also barred the Franchisees from

contacting the corporate headquarters of any national account customer listed on

Plaintiff’s internal network absent Plaintiff’s express consent. (Doc. 1-1, p. 21).

Defendant Melick described the resulting arrangement: the Franchisees

performed the work and invoiced the customer, “[t]he customer pays [Plaintiff,

Plaintiff] removes their fees from it [,] and then sends that to the franchisee” on a

weekly cycle. (Doc. 132, 227:12–13). Defendant Melick valued that weekly

remittance at approximately $70,000 to $80,000, received directly from Florida

accounts. (Id. at 227:21).

As a result of these voluminous contacts with Florida, Franchisees could

have “reasonably anticipate[ed] being haled into court” here. Calder v. Jones, 465

U.S. 783, 790 (1984). That Franchisees have been called to litigate in Florida is

not “random, fortuitous, or attenuated”, rather, “the contacts proximately result

from actions by the” Franchisees themselves “that create a substantial connection

with the forum state. Rudzewicz, 471 U.S. at 475 (1985) (quotations omitted).

Accordingly, Plaintiff has satisfied the Purposeful Availment Prong for

Franchisees.

b. The Non-Franchisees’ contacts with Florida

Defendant Farrer also shares several contacts with Florida. Defendant

Farrer was an employee of LXU, serving as its Chief Operating Officer. (Doc. 74-

1, p. 4). As part of his responsibilities, Defendant Farrer attended trainings and

conferences in Florida, sponsored by Plaintiff. (Id.; Doc. 130, 9:6–8). Defendant

Farrer had access to Plaintiff’s confidential information, presumably stored on

computer servers located in Florida, and regularly communicated with Plaintiff in

Florida. (Doc. 74-1, p. 4; Doc. 130, 126:2–20). Moreover, as part of the conspiracy

to circumvent the contract, Defendant Farrer knew that his actions would assist

the Franchisees in breaching the contract and misappropriating Plaintiff’s marks,

causing Plaintiff to suffer an injury in Florida. (See, e.g., Doc. 130, 94:2–8).

However, Defendant KKI has more attenuated contact with Florida. The

only contacts that KKI shares with Florida run through Defendant Farrer; KKI did

not do business in Florida nor solicit Florida customers. Yet, this does not end the

personal jurisdiction inquiry. The Calder “effects” test provides a distinct method

of analyzing minimum contacts. Calder, 465 U.S. at 790. Calder allows for

personal jurisdiction over nonresident defendants who commit (1) an intentional

tort (2) aimed at the forum state (3) that causes harm in the forum state that was

foreseeable. Lovelady, 544 F.3d at 1286 (discussing the Calder “effects” test).

Importantly, “untargeted negligence” is less likely than “intentional, and allegedly

tortious, actions” to justify the exercise of personal jurisdiction. Calder, 465 U.S.

at 789–90.

In Lovelady, the Eleventh Circuit found that the defendant had sufficient

“minimum contacts” with Florida to satisfy due process where the defendant

intentionally misappropriated the plaintiff’s trademarks on a “website accessible

in Florida” to benefit the defendant’s business. Id. at 1288 n.8. “The victim need

not travel to the state where the website was created or the infringer resides to

obtain relief.” Id. Like the defendant in Lovelady, Defendant KKI allegedly used

Plaintiff’s registered trademarks intentionally “in order to misappropriate [the]

name and reputation [of the marks] for commercial gain.” See Lovelady, 544 F.3d

at 1288. KKI acted solely through Defendant Farrer, who held himself out to be

Plaintiff’s Director of Operations. (Doc. 131, p. 84:8–14). KKI’s employees

appeared at customers with Filta-branded uniforms while invoicing for KKI. (Doc.

116, p. 11). Defendant KKI’s conduct “was calculated to cause injury to [Plaintiff]

in Florida,” therefore Defendant KKI “cannot now claim surprise at being haled

into court here.” See id. Because the Non-Franchisees allegedly targeted Plaintiff’s

marks, customer information, and data in Florida to profit from its intellectual

property, Plaintiff sufficiently alleged “something more” than remote trademark

infringement, thus establishing an appropriate basis for personal jurisdiction for

its claims against the Non-Franchisees.

ii. Relatedness Prong

The Relatedness Prong assesses whether a “plaintiff’s claim . . . arise[s] out

of or relate[s] to at least one of defendant’s contacts with the forum.” Oldfield v.

Pueblo De Bahia Lora, S.A., 558 F.3d 1210, 1222 (11th Cir. 2009) (internal

quotations omitted). This connection must arise out of contacts the “defendant

himself” creates with the state. Rudzewicz, 471 U.S. at 475 (emphasis omitted). In

general, “unilateral activity of another party or a third person is not an appropriate

consideration.” Helicopteros Nacionales de Colom., S.A. v. Hall, 466 U.S. 408,

417 (1984).

Here, the analysis is straightforward. The claims against the Franchisees

arise out of their deep financial and business connections to Florida. Franchisees

frequently traveled to Florida for business training provided by Plaintiff, had deep

financial dependence on Plaintiff in Florida, and remained in constant

communication with Plaintiff in Florida. Similarly, Defendant Farrer also traveled

to Florida for Plaintiff-sponsored conferences, accessed Plaintiff’s customer lists

and proprietary data in Florida, and conspired with Franchisees to subvert the

Agreement at Plaintiff’s expense. Defendant KKI’s conduct, intentionally

misappropriating Plaintiff’s marks for financial gain, caused harm to Plaintiff in

Florida. Taken together, the claims against Defendants,10 all stemming from the

breach of the Agreement and subsequent misappropriation of Plaintiff’s marks,

arise out of and relate to the Defendants’ contacts with Florida.

iii. Fair Play Prong

The final step in the Court’s Due Process analysis affords the Defendants an

opportunity to “make a compelling case that the exercise of jurisdiction would

violate traditional notions of fair play and substantial justice.” Louis Vuitton, 736

F.3d at 1355 (quoting Diamond Crystal Brands, Inc. v. Food Movers Int'l, Inc.,

593 F.3d 1249, 1267 (11th Cir. 2010)). In this analysis “we consider these factors:

10 Plaintiff asserts claims against Defendants for Lanham Act infringements and false

designations, common law trademark infringement and unfair competition, breach of

contract, tortious interference, and civil conspiracy. (See generally Doc. 1).

(1) ‘the burden on the defendant’; (2) ‘the forum’s interest in adjudicating the

dispute’; (3) ‘the plaintiff’s interest in obtaining convenient and effective relief’;

and (4) ‘the judicial system’s interest in resolving the dispute.’” Id. at 1358

(quoting Lovelady, 544 F.3d at 1288).

Here, while the Defendants are all located in Ohio, this case is set for a short

bench trial. A voluminous record already exists because of the evidentiary hearing

held regarding the Renewed Motion for Preliminary Injunction. Seemingly, the

only crucial witnesses in this case are the Defendants themselves. Certainly, while

litigating this case in Florida will burden the Defendants more than if the case was

heard in Ohio, such difficulty is not so great as to “make litigation so gravely

difficult and inconvenient that [the Defendants are] unfairly [] at a severe

disadvantage in comparison to [their] opponent[s]. Republic of Panama v. BCCI

Holdings (Luxembourg) S.A., 119 F.3d 935, 948 (11th Cir. 1997) (quotations

omitted). “[I]t is only in highly unusual cases that inconvenience will rise to a level

of constitutional concern.” Id. at 947. This case does not rise to that level.

Moreover, Florida has a substantial interest in adjudicating this dispute. “A

State generally has a manifest interest in providing its residents with a convenient

forum for redressing injuries inflicted by out-of-state actors.” Rudzewicz, 471 U.S.

at 473 (1985) (quotations omitted). The harm was exclusively felt in Florida. A

Florida contract, governed by Florida law, was subverted by Defendants.

Defendants benefitted from the protections of Florida law under the contract. Id.

(“[W]here individuals ‘purposefully derive benefit’ from their interstate activities,

it may well be unfair to allow them to escape having to account in other States for

consequences that arise proximately from such activities[.]”).

Furthermore, there is no significant conflict of laws question in this case.

The contract is governed under Florida law and the causes of action arise out of

Florida and Federal law. See Gulf Oil Corp. v. Gilbert, 330 U.S. 501, 509 (1947)

(“There is an appropriateness . . . in having the trial of a diversity case in a forum

that is at home with the state law that must govern the case, rather than having a

court in some other forum untangle problems in conflict of laws, and in law

foreign to itself.”). 11

B. Motion to Transfer Venue

Defendants also move to transfer venue to the United States District Court

for the Southern District of Ohio, Western Division. For the reasons discussed

below, that request is denied.

The Court is mindful that cases should be brought and tried in the district

“in which a substantial part of the events or omissions giving rise to the claim

occurred.” 28 U.S.C. § 1391(b)(2). This is a matter of judicial economy. As a result,

§ 1404(a) empowers the Court to “transfer any civil action to any other district or

division where it might have been brought.” In considering whether to transfer a

11 The Court notes that Plaintiff also argued, in the alternative, that the Defendants are bound

by the Agreement’s forum-selection clause. (Doc. 74, pp. 7–10). Consent may indeed supply

an independent basis for personal jurisdiction. Whether a non-signatory may be bound to

such a clause is not a question this Court need resolve. Because Florida’s long-arm statute

reaches each Defendant and the exercise of personal jurisdiction over each comports with

due process, the Court resolves the Motion to Dismiss on those grounds.

case pursuant to § 1404(a), absent consent among the parties, the district court

must engage in a two-step inquiry. The court must determine whether the case

could have been filed in the proposed district. Eye Care Int’l, Inc. v. Underhill, 119

F. Supp. 2d 1313, 1318 (M.D. Fla. 2000). Next, the court must consider “whether

the transfer would be for the convenience of the parties and witnesses and in the

interest of justice.” Id. “[U]nder section 1404(a), the burden is on the movant to

establish that the suggested forum is more convenient.” In re Ricoh Corp., 870

F.2d 570, 573 (11th Cir. 1989). In making this determination, courts consider

several factors. These factors include:

(1) the convenience of the witnesses; (2) the location of

relevant documents and relative ease of access to sources of

proof; (3) the convenience of the parties; (4) the locus of

operative facts; (5) the availability of process to compel the

attendance of unwilling witnesses; (6) the relative means of

the parties; (7) a forum’s familiarity with the governing law;

(8) the weight given a plaintiff’s choice of forum; and (9) trial

efficiency and the interests of justice, based on the totality of

the circumstances.

See Colo. Boxed Beef Co. v. Coggins, No. 8:07-cv-00223-T-24-MAP, 2007 WL

917302, at *3 (M.D. Fla. Mar. 23, 2007).

1. The Convenience of the Witnesses & Location of

Relevant Documents

The12 Court determines that the first and second factors weigh in favor of

neither party. While a large portion of the witnesses and events occurred in Ohio,

much of the harm occurred in Orlando, Florida. Moreover, a large portion of the

12 The Court also determines that this case could have been brought in the Southern District of

Ohio because all Defendants are either domiciled there or are headquartered there.

corporate documents at issue, customer lists, email servers, and other evidence

are located in Orlando. While there is certainly a significant amount of evidence

located in Ohio, “[m]odern technology largely neutralizes traditional obstacles to

providing relevant documents and access to proof and this factor does not provide

an independent basis for transfer.” Watson v. Cmty. Educ. Centers, Inc., No. 2:10-

CV-00778-36SPC, 2011 WL 3516150, at *5 (M.D. Fla. Aug. 11, 2011). Accordingly,

the first and second factors result in a neutral outcome and do not favor transfer.

2. The Convenience of the Parties

Next, each of the Defendants are either domiciled or headquartered in Ohio.

Plaintiff is a Delaware corporation with its principal place of business in Orlando,

Florida. Of course, any party traveling out of state will suffer some inconvenience.

This factor is neutral and does not favor transfer.

3. The Locus of Operative Facts

This factor refers to the specific acts or omissions that gave rise to this case.

Watson, 2011 WL 3516150, at *5. Here, while the contract originated in Florida

and involves harm felt in Florida, a great deal of the breach and misappropriation

occurred in Ohio. Accordingly, this factor favors transfer.

4. The Ability to Compel Witnesses

Whether this case is brought in Florida or Ohio, the parties will have the

same ability to compel witnesses. See FED. R. CIV. P. 45. Thus, this factor is neutral

and does not favor transfer.

5. The Relative Means of the Parties

Courts must “consider the relative means—including the financial means—

of the parties.” Combs v. Fla. Dep’t of Corr., 461 F. Supp. 3d 1203, 1213 (N.D. Fla.

2020). “Where a disparity between the parties exists, such as an individual

plaintiff suing a large corporation, the Court may also consider the relative means

of the parties in determining whether to transfer.” Hernandez v. Graebel Van

Lines, 761 F. Supp. 983, 989 (E.D.N.Y. 1991). Here, one Defendant has already

declared bankruptcy. (See Doc. 225). Further, Plaintiff has withheld nearly

$500,000 of what is allegedly Defendants’ money. (Doc. 132, 228:17–19). Plaintiff

is a large franchisor, and Defendants are individuals and smaller corporations.

Accordingly, this disparity favors transfer.

6. The Forum’s Familiarity with Governing Law

While both this Court and the Southern District of Ohio adjudicate Lanham

Act claims frequently, this Court has far greater experience adjudicating Florida

law claims. Accordingly, this factor weighs against transfer.

7. Plaintiff’s Chosen Forum

The Franchisees signed a valid contract with Plaintiff, which included a

forum selection clause. (Doc. 1-1, p. 40; see also Doc. 116). The forum selection

clause provided for the following:

You and the Owners must file any suit against [Plaintiff], and

we may file any suit against You and/or the Owners, in the

federal or state court where [Plaintiff’s] principal office is

located at the time the suit is filed. The parties waive all

questions of personal jurisdiction and venue for the

purpose of carrying out this provision.

(Doc. 1-1, p. 40 (emphasis added)).

“Forum selection clauses are presumptively valid.” Loeffelholz v. Ascension

Health, Inc., 34 F. Supp. 3d 1187, 1189 (M.D. Fla. 2014). The Court will enforce a

forum selection clause unless “(1) its formation was induced by fraud or

overreaching; (2) the plaintiff would be deprived of its day in court because of

inconvenience or unfairness; (3) the chosen law would deprive the plaintiff of a

remedy; or (4) enforcement of the clause would contravene public policy.” Id.

(quoting Krenkel v. Kerzner Int’l Hotels Ltd., 579 F.3d 1279, 1281 (11th Cir.

2009)). It is very likely that the forum selection clause is enforceable. While this

does not control the analysis, the “presence of a forum-selection clause . . . will be

a significant factor that figures centrally in the district court’s calculus.” Atl.

Marine Const. Co. v. U.S. Dist. Ct. for W. Dist. of Tex., 571 U.S. 49, 58 (2013).

Here, for the Franchisees, this clause is likely controlling. Thus, it is fair to afford

weight to the Plaintiff’s chosen forum in regard to Franchisees.

Moreover, while the Non-Franchisees were not signatories to the contract

and not bound by the forum selection clause, Defendants make no argument,

outside of objections to the exercise of personal jurisdiction, as to why Plaintiff’s

chosen forum should not be given weight. (Doc. 72, p. 23). However, the Court

has already determined that personal jurisdiction exists over the Non-

Franchisees.

Accordingly, this factor weighs against transfer.

8. Trial Efficiency and the Totality of the

Circumstances

Ultimately, this Court has already held a multi-day evidentiary hearing in

this case. This Court is deeply familiar with the facts, witnesses, and documents

at issue. The Defendants remain actively subject to a preliminary injunction

issued by this Court. (Doc. 116). To transfer this case to the Southern District of

Ohio now, a case that has been ongoing since May of 2025, would create

tremendous delay and inefficiency. Accordingly, this factor weighs against

transfer.

Thus, considering that the majority of the factors weigh against transfer,

the Court will not transfer this case to the Southern District of Ohio

C. Motion for Summary Judgment

At this time, the Court concludes that the better course is to proceed to the

scheduled bench trial, where the Court, as the trier of fact, may weigh the evidence

and draw inferences without the constraints of Federal Rule of Civil Procedure 56.

Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 255 (1986) (District courts may

“deny summary judgment in a case where there is reason to believe that the better

course would be to proceed to a full trial.”). “[T]he availability of summary

judgment . . . may turn on whether the application of legal criteria necessarily

require judgmental evaluation by the trier of fact, or, to put it another way,

whether the trial will require a judge/jury separation of issues.” Nunez v. Superior

Oil Co., 572 F.2d 1119, 1123 (5th Cir. 1978). 13 Ultimately, because the inference-

13 The Eleventh Circuit adopted as binding precedent all Fifth Circuit decisions prior to October

1, 1981. Bonner v. City of Prichard, 661 F.2d 1206, 1209 (11th Cir. 1981) (en banc).

drawing and factual determinations are the responsibility of the undersigned,

rather than a jury, the Court would prefer to hear the evidence live rather than

decide the issues on a cold record without the tools available at trial. Accordingly,

the Motion for Summary Judgment is denied without prejudice.

IV. CONCLUSION

Accordingly, itis ORDERED AND ADJUDGED as follows:

1. Defendants’ Motion to Dismiss, or in the Alternative Transfer Venue

(Doc. 72) is DENIED; and

2. Plaintiffs Motion for Summary Judgment (Doc. 172) is DENIED

WITHOUT PREJUDICE.

DONE AND ORDERED in Orlando, Florida on August 20, 2026.

PAUL G.

UNITED STATES*DISTRICT JUDGE

Copies furnished to:

Counsel of Record

Unrepresented Parties

30