SkyHop Technologies, Inc. v. Praveen Narra

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 1 of 32

[PUBLISH]

In the

United States Court of Appeals

For the Eleventh Circuit

____________________

No. 21-14051

____________________

SKYHOP TECHNOLOGIES, INC.,

a Delaware corporation,

SKYHOP GLOBAL, LLC,

a Florida limited liability company,

KRISTINE SCOTTO,

an Individual,

Plaintiffs-Appellants,

versus

PRAVEEN NARRA,

an Individual,

INDYZEN, INC.,

a California corporation d.b.a. AppDevelopment.com, Inc.

d.b.a. Tech.US, Inc,

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 2 of 32

2 Opinion of the Court 21-14051

Defendants-Appellees.

____________________

Appeal from the United States District Court

for the Southern District of Florida

D.C. Docket No. 0:21-cv-60799-AHS

____________________

Before WILLIAM PRYOR, Chief Judge, ROSENBAUM, and MARCUS,

Circuit Judges.

ROSENBAUM, Circuit Judge:

Nobody enjoys flight delays. They are disruptive for air-

lines, passengers, and crew members alike. And any number of

things can cause them: to name just a few, severe weather, faulty

equipment, or the unavailability of pilots and crew members.

Plaintiffs-Appellants SkyHop Global, LLC, SkyHop Tech-

nologies, Inc., and Kristine Scotto (collectively, “SkyHop”) and De-

fendants-Appellees Praveen Narra and his company Indyzen, Inc.

(collectively, “Indyzen” (unless otherwise indicated)) have taken

aim at that last problem source: the unavailability of pilots and

crew members. Together, they have developed and deployed dig-

ital software aimed at transporting crew members to and from air-

ports across the country. And business has taken off. SkyHop has

about eighty contracts with fifteen airlines, including major carriers

like Delta, American, and United.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 3 of 32

21-14051 Opinion of the Court 3

But now SkyHop and Indyzen dispute who owns the digital

software. And beyond that, they disagree on where their dispute

should be decided. Indyzen has filed an arbitration action in Cali-

fornia (where it is based), alleging various forms of breach of con-

tract and other promises. Meanwhile, SkyHop has filed this federal

lawsuit in Florida (where it is based), alleging that Indyzen violated

the federal Computer Fraud and Abuse Act (“CFAA”) and the Flor-

ida Computer Abuse and Data Recovery Act (“CADRA”).

In response, Indyzen sought to dismiss this action for lack of

personal jurisdiction. It argued that the exercise of personal juris-

diction over it in Florida satisfied neither the Florida long-arm stat-

ute nor the Due Process Clause of the Fourteenth Amendment.

The district court agreed and entered an order dismissing SkyHop’s

complaint.

We see things differently. The allegations in SkyHop’s com-

plaint, which we must accept as true on a motion to dismiss, sug-

gest that SkyHop is the rightful owner of the digital software. And

because Indyzen has refused to relinquish possession of the digital

software without additional payment, SkyHop’s complaint states a

cause of action under the CFAA. The complaint therefore satisfies

the Florida long-arm statute. And it also meets the requirements

of the Due Process Clause because the emails that Indyzen sent

into Florida triggered SkyHop’s claims. So after careful review, and

with the benefit of oral argument, we reverse the district court’s

order and remand for further proceedings.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 4 of 32

4 Opinion of the Court 21-14051

I. Background1

SkyHop Global, LLC, primarily offers a service to airlines: it

provides ground transportation for flight crews to and from air-

ports across the nation. To do this, SkyHop uses proprietary digital

software, including a web-based program called SkyPlan and two

mobile applications, SkyHop Crew and SkyHop Driver (collec-

tively, the “Software”).

SkyPlan uses flight manifests and real-time data to create

schedules to pick up and drop off flight-crew members. Mean-

while, the mobile apps communicate and coordinate between

flight crews and drivers on the ground. According to the First

Amended Complaint, the operative complaint here, SkyHop Tech-

nologies, Inc. (“SkyHop Tech”), owns all this technology, and it li-

censes it to SkyHop Global. In turn, SkyHop Global has contracts

with fifteen airlines and operates in twenty-one cities in eleven

states. Both SkyHop Tech and SkyHop Global operate from their

headquarters in Broward County, Florida.

Two password-protected cloud servers that are hosted by

Amazon Web Services (“AWS”) and physically located in Virginia

house the SkyPlan program. One AWS account has the production

server and SkyPlan’s operational version, while the other account

1 Because this case arrives here after the district court granted a motion to

dismiss, for purposes of our analysis, we accept as true the factual allegations

in the complaint. Silberman v. Miami Dade Transit, 927 F.3d 1123, 1128 (11th

Cir. 2019). The actual facts may or may not be as alleged.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 5 of 32

21-14051 Opinion of the Court 5

contains the staging server and its testing version. SkyHop Tech

pays for both accounts.

Of course, the Software did not always exist. Rather, the

process to develop it began in June 2014. Plaintiff Kristine Scotto—

a Florida resident and one of SkyHop’s founders—met with devel-

opers to discuss the development of what would become the Soft-

ware. One of these developers was Defendant Praveen Narra.

Narra resides in California and traveled to Fort Lauderdale, Florida,

in 2014 to meet with Scotto. Scotto and her then-business partner

reached an understanding with Narra that each of the three would

own 32% of a newly formed entity that would become SkyHop

Tech, with a fourth partner owning the remaining 4%.

After bringing Narra on board, SkyHop Tech contracted

with Narra’s California-based development company, Indyzen,

Inc.—which does business under the name Tech.US—to develop

and maintain the Software. That partnership has lasted for a few

years. Since 2014, SkyHop Tech and Indyzen have signed several

software-development and maintenance contracts for the ongoing

services that Indyzen has provided. And in total, Narra has made

three separate trips to Florida (in 2014, 2016, and 2018) to meet

with Scotto about the relationship between the companies. All

told, SkyHop Tech has paid Indyzen roughly $2.6 million—the full

amount it owes under the agreements between the companies—

for the development and maintenance of the Software.

As the party who developed and maintains the Software, In-

dyzen possesses what SkyHop Tech calls SkyHop’s Digital

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 6 of 32

6 Opinion of the Court 21-14051

Property: the source code for SkyHop’s mobile apps, the outside

vendor accounts those apps use to function (including the AWS ac-

counts), the application programming interfaces for the apps, the

relevant domain names, DNS service, 2 signing keys, and all corre-

sponding passwords required to operate, develop, and maintain the

Software.3 One of the relevant AWS accounts is in Narra’s name

while the other is in Indyzen’s name (in its own right), and both

accounts use Narra’s personal residence as the account address.

Around the time Narra joined the venture and the parties

sought to incorporate SkyHop Tech, the relationship between

Scotto and her then-business partner began to break down, result-

ing in a lawsuit filed in January 2015. While Narra was never a

party to that lawsuit, he twice represented during the course of

those proceedings that he relinquished any ownership interest he

had in SkyHop Tech. The parties based their settlement agreement

resolving that dispute—five years later, in March 2020—on Narra’s

relinquishment of the ownership interest.

2 “DNS” means the “Domain Name System.” Register.com, Inc. v. Verio, Inc.,

356 F.3d 393, 409–18 (2d Cir. 2004) (providing background on how the DNS

works). “A DNS service . . . is a globally distributed service that translates hu-

man readable names like www.example.com into the numeric IP addresses

like 192.0.2.1 that computers use to connect to each other.” Amazon Web

Services, What is DNS?, https://aws.amazon.com/route53/what-is-dns (last

accessed Jan. 24, 2023).

3 Because the parties have incorporated the meaning of the term Digital Prop-

erty into the meaning of the term Software, we will too.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 7 of 32

21-14051 Opinion of the Court 7

A few months later, on January 9, 2021, Scotto, in her role

as the chief executive officer of SkyHop Global and President of

SkyHop Tech, informed Narra that SkyHop Tech planned to hire

in-house developers to take over development and maintenance of

the Software. As a result, Scotto explained, SkyHop Tech planned

to terminate its relationship with Indyzen.

Two days later, Narra responded by email that he would

“turn over all the source code and intellectual property developed

for SkyHop Tech[]” in exchange for slightly over $1.1 million. In

reply, SkyHop Tech counteroffered $75,000 for three months of

support and consulting. Indyzen did not accept. Instead,

Tech.US’s chief revenue officer, Rob Milks, emailed Scotto and re-

iterated Narra’s offer to turn over the Software for roughly $1.1

million. A few days later, Narra sent another email to say that, if

the parties could not reach a financial agreement, Scotto should

transfer a 32% stake in SkyHop Tech to Narra individually.

On February 9, SkyHop Tech, through its counsel, sent a

demand letter to Narra. In that letter, SkyHop Tech asserted that

Indyzen lacked any property right in the Software and that In-

dyzen’s refusal to transfer was “inconsistent with SkyHop Tech’s

ownership rights in its Property.” The letter “demand[ed] that by

March 1, 2021, Indyzen transfer possession of SkyHop’s Property

to SkyHop Tech.” That did not occur.

Rather, on March 12, in San Jose, California, Indyzen (in its

own right) filed a Demand for Arbitration against SkyHop Global,

SkyHop Tech, and Scotto with the American Arbitration

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 8 of 32

8 Opinion of the Court 21-14051

Association. A few months later, Indyzen filed an Amended De-

mand listing Narra as an additional claimant.

SkyHop responded by suing Indyzen in the Southern Dis-

trict of Florida. SkyHop raised six causes of action, including three

claims under the CFAA, 18 U.S.C. § 1030; one claim under the Flor-

ida CADRA, Fla. Stat. § 668.803; and two claims seeking a declara-

tory judgment concerning the arbitrability of the dispute.

Indyzen moved to dismiss for lack of personal jurisdiction

and, in the alternative, for improper venue. 4 In support of the mo-

tion, Indyzen included Narra’s affidavit, which asserted additional

facts relevant to the jurisdiction inquiry. In the motion, Indyzen

argued that personal jurisdiction was improper in Florida because

the Florida long-arm statute was not satisfied and the exercise of

jurisdiction did not comport with the Due Process Clause. Indyzen

also contended that a valid and applicable forum-selection clause in

the contracts required any litigation between the parties to be

brought in Santa Clara County, California.

SkyHop opposed Indyzen’s motion seeking dismissal. In

support of its position, SkyHop argued Florida’s long-arm statute

supported jurisdiction because, in relevant part, Narra claimed an

ownership interest in a Florida-based company and Indyzen com-

mitted a tortious act in Florida. SkyHop also asserted that Indyzen

4 Indyzen moved once before to dismiss for lack of personal jurisdiction or

improper venue, but SkyHop filed an amended complaint in response.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 9 of 32

21-14051 Opinion of the Court 9

had sufficient contacts with Florida to justify the exercise of juris-

diction under the Due Process Clause. As to the forum-selection

clauses, SkyHop rejected their applicability because, SkyHop as-

serted, its claims did not arise from or relate to the contracts that

contain the forum-selection clauses.

The district court granted Indyzen’s motion to dismiss for

lack of personal jurisdiction. The district court concluded that the

Florida long-arm statute was not satisfied because Indyzen is not

conducting a business in Florida, and Narra’s purported ownership

interest in SkyHop Tech is insufficient for jurisdiction. Nor did In-

dyzen commit a tortious act in Florida, the district court found, be-

cause, in its view, the allegations in the complaint failed to state a

claim for relief under the CFAA or CADRA. Finally, the district

court held that due process is not satisfied because SkyHop didn’t

establish that its claims “‘arise out of or relate to’ at least one of

[Indyzen’s] contacts in Florida.” (Citation omitted.) Because the

district court granted the motion to dismiss for lack of personal ju-

risdiction, it did not reach Indyzen’s alternative argument that the

forum-selection clauses rendered venue improper.

SkyHop timely appealed the district court’s order dismissing

the case for lack of personal jurisdiction.

Before wheels up on our legal flight, we must make one last

announcement important to understanding the issues here: as this

litigation has progressed, Indyzen has retained possession and con-

trol of the relevant passwords and digital property. While SkyHop

Tech can operate the Software, it cannot develop or maintain the

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 10 of 32

10 Opinion of the Court 21-14051

Software itself. Nor can it reproduce the Software or prepare de-

rivatives of it. SkyHop Tech has also continued to pay Indyzen

monthly to ensure against outage or interruption in the availability

of the Software.

II. Standard of Review

We review de novo the dismissal for lack of personal juris-

diction, accepting the allegations in the complaint as true. Don’t

Look Media LLC v. Fly Victor Ltd., 999 F.3d 1284, 1292 (11th Cir.

2021). When a defendant submits an affidavit contesting the basis

for personal jurisdiction, “the burden shifts back to the plaintiff to

produce evidence to support personal jurisdiction.” Id. “[W]here

the plaintiff’s complaint and the defendant’s affidavits conflict, the

district court must construe all reasonable inferences in favor of the

plaintiff.” Madara v. Hall, 916 F.2d 1510, 1514 (11th Cir. 1990).

Because part of the analysis Florida’s long-arm statute re-

quires us to consider includes whether SkyHop’s complaint states

a cause of action, we also review de novo the district court’s con-

clusions on that score. See United Techs. Corp. v. Mazer, 556 F.3d

1260, 1274–75 (11th Cir. 2009). In so doing, we treat exhibits at-

tached to a complaint as part of the complaint. Crowder v. Delta

Air Lines, Inc., 963 F.3d 1197, 1202 (11th Cir. 2020).

III. Discussion

This appeal presents a dispute about personal jurisdiction.

“Federal courts ordinarily follow state law in determining the

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 11 of 32

21-14051 Opinion of the Court 11

bounds of their jurisdiction over persons.” Daimler AG v. Bauman,

571 U.S. 117, 125 (2014). We do so “because a federal district

court’s authority to assert personal jurisdiction in most cases is

linked to service of process on a defendant ‘who is subject to the

jurisdiction of a court of general jurisdiction in the state where the

district court is located.’” Walden v. Fiore, 571 U.S. 277, 283 (2014)

(quoting Fed. R. Civ. P. 4(k)(1)(A)).

So we have two stops on our personal-jurisdiction itinerary.

First, we must “determine whether the Florida long-arm statute

provides a basis for personal jurisdiction.” Sculptchair, Inc. v. Cen-

tury Arts, Ltd., 94 F.3d 623, 626 (11th Cir. 1996). If it does, we then

examine “whether the exercise of personal jurisdiction over the de-

fendant would violate the Due Process Clause of the Fourteenth

Amendment to the United States Constitution, which requires that

the defendant have minimum contacts with the forum state and

that the exercise of jurisdiction over the defendant does not offend

‘traditional notions of fair play and substantial justice.’” Mut. Serv.

Ins. Co. v. Frit Indus., Inc., 358 F.3d 1312, 1319 (11th Cir. 2004)

(quoting Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)).

Our opinion follows that structure. In Part A, we consider

whether the Florida long-arm statute provides a basis for personal

jurisdiction. Part A has two subparts—whether SkyHop alleged a

tortious act in Florida and whether the cause of action has “con-

nexity” with the alleged tort that occurred in Florida.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 12 of 32

12 Opinion of the Court 21-14051

And in Part B, we evaluate whether exercising jurisdiction

in this case satisfies the Due Process Clause’s minimum-contacts

and fair-play requirements.

A. The Florida long-arm statute supports the exercise of

personal jurisdiction over Indyzen.

Florida’s long-arm statute subjects to the jurisdiction of Flor-

ida state courts anyone “who personally or through an agent” en-

gages in any of nine enumerated acts, as long as the cause of action

arises from that act. Fla. Stat. § 48.193(1)(a). Because the construc-

tion and interpretation of the Florida long-arm statute raises ques-

tions of Florida law, we must construe the long-arm statute as

would the Florida Supreme Court. United Techs., 556 F.3d at 1274.

On appeal, SkyHop argues that its allegations satisfy Flor-

ida’s long-arm statute for two independent reasons. More specifi-

cally, in SkyHop’s view, Indyzen has engaged in two of the nine

acts Florida’s statute identifies as submitting to personal jurisdic-

tion in Florida. First, SkyHop contends that Indyzen has “[o]pe-

rat[ed], conduct[ed], engag[ed] in, or carr[ied] on a business or busi-

ness venture” in Florida. See Brief for Appellant at 19 (quoting Fla.

Stat. § 48.193(1)(a)(1)). Second, it asserts that Indyzen has “[c]om-

mitt[ed] a tortious act” in Florida. Id. (quoting Fla. Stat.

§ 48.193(1)(a)(2)). SkyHop need establish only one of these acts to

satisfy the long-arm statute. Because we conclude that SkyHop suf-

ficiently alleged that Indyzen committed a tortious act in Florida,

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 13 of 32

21-14051 Opinion of the Court 13

we need not (and therefore do not) consider whether it also en-

gaged in a business or business venture in Florida.

We analyze whether SkyHop alleged a tortious act sufficient

to bring its complaint within Florida’s long-arm statute in two sub-

parts. First, we explain why SkyHop’s complaint sufficiently al-

leges that Indyzen committed a tortious act in Florida. See Fla.

Stat. § 48.193(1)(a)(2). Second, we show why the tortious acts

SkyHop alleged satisfy the Florida statute’s “connexity” require-

ment—that is, its requirement that at least one of SkyHop’s claims

arises out of the act or acts that qualify for personal jurisdiction un-

der the long-arm statute. Wendt v. Horowitz, 822 So. 2d 1252,

1260 (Fla. 2002) (citing Fla. Stat. § 48.193(1)).

1. Because the complaint states a cause of action under 18

U.S.C. § 1030(a)(7)(A), SkyHop has alleged that Indyzen

committed a tortious act within Florida.

We start by considering whether Indyzen “[c]ommitt[ed] a

tortious act within” Florida. Fla. Stat. § 48.193(1)(a)(2). SkyHop ar-

gues that Indyzen’s emails refusing to transmit the Software unless

SkyHop paid $1.1 million amounted to a tortious act in Florida.

We agree.

To determine whether SkyHop alleged a tortious act, we

must determine whether it stated a claim for its tortious act.

Wendt, 822 So. 2d at 1260. The Florida Supreme Court has held

that “a defendant’s physical presence is not required” to “commit a

tortious act in Florida.” Id. (citation and internal quotation marks

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 14 of 32

14 Opinion of the Court 21-14051

omitted). Indeed, a tortious act “can occur through the nonresi-

dent defendant’s telephonic, electronic, or written communica-

tions into Florida.” Id. But as the Florida Supreme Court has ex-

plained, when a plaintiff attempts to use communications as the

basis of a tortious act, “[t]he threshold question that must be deter-

mined is whether the allegations of the complaint state a cause of

action.” Id. So we must consider whether the complaint states a

claim under the CFAA or Florida’s CADRA. 5

We begin (and as it turns out, end) with SkyHop’s first

CFAA claim. SkyHop contends that Indyzen’s emails amount to

extortion and impede SkyHop’s access to its digital property in vi-

olation of 18 U.S.C. § 1030(a)(7)(A). That section imposes liability

on anyone who “with intent to extort from any person any money

or other thing of value, transmits in interstate or foreign commerce

any communication containing any— (A) threat to cause damage

5 When interpreting this provision, the Florida Supreme Court has recog-

nized, “Broadly speaking, a tort is a civil wrong, other than a breach of con-

tract, for which the court will provide a remedy in the form of an action for

damages.” Execu-Tech Bus. Sys., Inc. v. New Oji Paper Co., 752 So. 2d 582,

585 n.8 (Fla. 2000) (quoting Prosser and Keeton on the Law of Torts 2 (W.

Page Keeton ed., 5th ed. 1984)). Because a CFAA violation entitles victims to

compensation based on principles similar to those of tort law, a CFAA viola-

tion is analogous to the commission of a tort. See Van Buren v. United States,

141 S. Ct. 1648, 1652 (2021) (explaining CFAA was enacted, in part, because

“traditional theft and trespass statutes were ill suited to address cybercrimes

that did not deprive computer owners of property in the traditional sense”);

18 U.S.C. § 1030(g) (creating a private cause of action for victims of CFAA vi-

olations).

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 15 of 32

21-14051 Opinion of the Court 15

to a protected computer.” 18 U.S.C. § 1030(a)(7)(A). The elements

of a CFAA claim under § 1030(a)(7)(A) are therefore the following:

(1) with the intent to extort from any person any money (or thing

of value), (2) transmitting in interstate or foreign commerce any

communication containing (3) a threat to cause damage to a pro-

tected computer.

Our Circuit has not yet had an opportunity to discuss the

scope of § 1030(a)(7)(A). Here, the dispute under it centers on ele-

ment (3)—in particular, whether SkyHop has sufficiently alleged

that Indyzen’s emails constitute “threat[s]” and, if so, whether

those threats were threats to cause “damage.” We’ll address those

terms in turn.

a. SkyHop sufficiently alleges that Indyzen made threats.

To determine whether the emails could rise to the level of

being a “threat,” we begin, as we always do, with the statutory text.

See United States v. Henco Holding Corp., 985 F.3d 1290, 1297

(11th Cir. 2021). The CFAA does not define “threat.” So we inter-

pret that term using its “ordinary meaning at the time Congress

enacted the statute.” New Prime, Inc. v. Oliveira, 139 S. Ct. 532,

539 (2019) (alterations adopted) (citation omitted).

The CFAA was initially enacted in 1986. See Pub. L. No. 99-

474, 100 Stat. 1213 (1986). Ten years later, Congress amended the

CFAA to add the term “threat” as part of the Economic Espionage

Act of 1996. See Pub. L. No. 104-294, § 201, 110 Stat. 3488, 3492

(1996). Contemporary dictionaries defined a “threat” as “[a]

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 16 of 32

16 Opinion of the Court 21-14051

communicated intent to inflict physical or other harm on any per-

son or on property.” Black’s Law Dictionary (6th ed. 1990); see also

Webster’s Collegiate Dictionary (10th ed. 1993) (defining “threat”

as “an expression of intention to inflict evil, injury, or damage”);

Oxford English Dictionary (2d ed. 1989) (defining “threat” as “a

declaration of hostile determination or of loss, pain, punishment,

or damage to be inflicted in retribution for or conditionally upon

some course; a menace”).

The Supreme Court’s discussion of the meaning of “threat”

in United States v. Taylor, a case about a different criminal statute

(the Armed Career Criminal Act), supports this definition. 142 S.

Ct. 2015, 2020 (2022) (discussing 18 U.S.C. § 924(c)(3)(A)). In Tay-

lor, the Court surveyed definitions of the term “threat” and con-

cluded the term had the same meaning we use today. As the Court

explained, “in the criminal law the word ‘threat’ and its cognates

usually denote ‘a communicated intent to inflict physical or other

harm on any person or on property.’” Id. at 2022 & n.2 (citation

omitted). And the CFAA is in part a criminal statute and is codified

in the criminal-law title, Title 18. See 18 U.S.C. § 1030(a)(7)(A).

When we apply this definition, we think that, viewed in the

light most favorable to SkyHop, Indyzen’s emails could constitute

threats under the CFAA. The emails stated that Indyzen would

“turn over all the source code and intellectual property developed

for [SkyHop Tech]” only if SkyHop Tech tendered payment of $1.1

million. Without that payment, Indyzen would not provide the

passwords or other electronic property. And based on the

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 17 of 32

21-14051 Opinion of the Court 17

allegations in the complaint, SkyHop owned these digital materials

that Indyzen asserted it would withhold unless and until it received

additional payment.

Put another way, SkyHop has alleged that (1) Indyzen pos-

sesses SkyHop’s intellectual property, (2) SkyHop asked Indyzen to

return its property, and (3) Indyzen said it would not do so unless

SkyHop paid $1.1 million. We think SkyHop has plausibly alleged

that these emails communicate an intent to inflict harm on

SkyHop’s property and therefore can be considered “threats” un-

der the CFAA.

To be sure, a fact-finder may ultimately determine that In-

dyzen did not intend to cause harm or that Indyzen was, in fact,

entitled to the $1.1 million or the 32% stake in SkyHop Tech that

Narra sought. Or the fact-finder may conclude that Indyzen in-

tended its emails as negotiations rather than threats. That deter-

mination may turn on whether Indyzen has a legitimate claim to

the property. Cf. Crawford’s Auto Ctr., Inc. v. State Farm Mut.

Auto. Ins. Co., 945 F.3d 1150, 1160 (11th Cir. 2019) (citing Levitt v.

Yelp! Inc., 765 F.3d 1123, 1130 (9th Cir. 2014)) (explaining the “well-

established principle” that “[t]hreats of economic harm made to ob-

tain property from another are not generally considered wrongful

where the alleged extortioner has a legitimate claim to the property

obtained through such threats”). But at this early stage, we assess

only whether SkyHop has sufficiently alleged that Indyzen’s emails

were “threats” within the meaning of the CFAA. SkyHop has

cleared that bar.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 18 of 32

18 Opinion of the Court 21-14051

b. SkyHop sufficiently alleges that Indyzen caused damage.

Next, we turn to the term “damage.” But this time, Con-

gress has expressly defined the term: “damage” means “any im-

pairment to the integrity or availability of data, a program, a sys-

tem, or information.” 18 U.S.C. § 1030(e)(8). That definition

doesn’t tell the full story, though, because the statute does not de-

fine three key terms—“impairment,” “integrity,” or “availability.”

So we once again consult the ordinary meaning of those words to

determine what Congress meant.

An “impairment” is a “deterioration” or an “injurious less-

ening or weakening.” Oxford English Dictionary (2d ed. 1989).

“Integrity” means an “unimpaired or uncorrupted condition,” an

“original perfect state,” or “soundness.” Id. And “availability”

means the “capability of being employed or made use of.” Id. Put-

ting it all together, we conclude that a transmission that does “dam-

age” is one that weakens the condition of a computer system or

program, or one that diminishes a plaintiff’s ability to use that sys-

tem or any associated data. See Pulte Homes, Inc. v. Laborers’ Int’l

Union of N. Am., 648 F.3d 295, 301 (6th Cir. 2011).

Here, the relevant question is whether Indyzen’s withhold-

ing of the passwords and SkyHop’s other digital property dimin-

ished SkyHop’s ability to use its computer system or the associated

data. We conclude it did. SkyHop alleged that it owns the Soft-

ware, including the relevant passwords, and that it pays for the

AWS accounts that house the SkyPlan. SkyHop further averred

that it seeks to access its Software so it can make desired changes

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 19 of 32

21-14051 Opinion of the Court 19

and updates to the programs with its in-house team rather than

funnel all its requests through Indyzen (in its own right). SkyHop

cannot assume control of the Software only because of Indyzen’s

decision to withhold the passwords and account information until

SkyHop pays another $1.1 million or transfers a 32% equity stake

to Narra. Since SkyHop cannot access and independently modify

its Software without the passwords, Indyzen’s refusal to provide

those passwords “impair[s]” the “availability” of the Software and

therefore causes “damage.”

Our holding aligns with those of other circuits in cases rais-

ing similar issues. For instance, the Seventh Circuit, after a defend-

ant reset the victim’s password and prevented the victim from ac-

cessing his computer system, affirmed the conviction because “a

reasonable jury could find that [the defendant’s] actions ‘impaired

the availability of the system’ by temporarily diminishing its readi-

ness for [the victim’s] immediate use.” United States v. Soybel, 13

F.4th 584, 595 (7th Cir. 2021) (quoting 18 U.S.C. § 1030(e)(8)) (al-

terations adopted). And after a defendant changed a plaintiff’s so-

cial-media passwords and locked her out of her accounts, the Sec-

ond Circuit suggested that the plaintiff had a CFAA claim at the

time she “discovered that someone had impaired the integrity of

each of her relevant Internet accounts.” Sewell v. Bernardin, 795

F.3d 337, 340 (2d Cir. 2015).

Indyzen argues, without any authority, that no “damage”

occurred here because the Software has continued to function in

an uninterrupted manner. But SkyHop alleged (and Indyzen

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 20 of 32

20 Opinion of the Court 21-14051

acknowledged at oral argument, Oral Arg. 22:50-24:26) that

SkyHop cannot access the Software itself. Rather, it must continue

to pay Indyzen and rely on its benevolence to keep the Software

operational, even though SkyHop desires to move its Software de-

velopment and maintenance in-house. SkyHop’s inability to access

its own Software renders its Software unavailable to it—even if the

technology continues to function, and SkyHop’s customers con-

tinue to receive SkyHop’s services.

c. SkyHop sufficiently alleges the remaining statutory terms.

The parties squarely dispute only the meanings of

“threat[s]” and “damage” under § 1030(a)(7)(A). But because

SkyHop must sufficiently allege a cause of action to satisfy personal

jurisdiction here, we must still verify that SkyHop’s allegations sat-

isfy the remaining statutory terms and elements. Namely, SkyHop

must have sufficiently alleged that Indyzen (1) acted “with intent

to extort” money or another thing of value; (2) transmitted a com-

munication in interstate or foreign commerce; and (3) made al-

leged threats that would have damaged “a protected computer.”

First, SkyHop has sufficiently alleged that Indyzen acted

“with intent to extort from any person any money or other thing

of value.” 18 U.S.C. § 1030(a)(7). While the CFAA does not define

“extort,” the plain meaning of the term is “[t]o gain by wrongful

methods” or “to obtain in an unlawful manner, as to compel pay-

ments by means of threats of injury to person, property, or reputa-

tion.” Black’s Law Dictionary (6th ed. 1990). Here, the complaint

alleges that Indyzen seeks to obtain $1.1 million or 32% of SkyHop

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 21 of 32

21-14051 Opinion of the Court 21

Tech through wrongful methods—withholding SkyHop’s digital

property until it meets their demands.

While Indyzen does not dispute the meaning of “extort,” it

suggests that we should infer the “obvious alternative explana-

tion[]” for its emails: that this is simply an ownership dispute rather

than an extortion attempt. And that may turn out to be true. But

at this stage, we must make all factual inferences in SkyHop’s favor,

and given the allegations, this inference does not strike us as so ob-

vious that we should adopt it here. SkyHop has alleged that it owns

the Software, and we must accept that allegation as true.

Second, Indyzen’s emails clearly constitute communica-

tions. See Missouri v. McNeely, 569 U.S. 141, 154 (2013) (describ-

ing emails as a type of “electronic communication”). And the com-

plaint easily satisfies the interstate-commerce requirement here:

Indyzen transmitted the emails from California to Florida over the

internet. See United States v. Hornaday, 392 F.3d 1306, 1311 (11th

Cir. 2004) (“The internet is an instrumentality of interstate com-

merce.”).

Third, the “threat to cause damage” must be to a “protected

computer.” As relevant here, the CFAA defines “computer” as “an

electronic . . . or other high speed data processing device perform-

ing logical, arithmetic, or storage functions, and includes any data

storage facility or communications facility directly related to or op-

erating in conjunction with such device.” 18 U.S.C. § 1030(e)(1).

And a “protected computer” includes one that is “used in or affect-

ing interstate or foreign commerce.” Id. § 1030(e)(2)(B).

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 22 of 32

22 Opinion of the Court 21-14051

Here, the complaint’s allegations satisfy the “protected com-

puter” term. Indyzen has withheld the passwords to SkyHop’s

AWS accounts and the associated servers, which clearly qualify as

“computer[s].” See hiQ Labs, Inc. v. LinkedIn Corp., 31 F.4th 1180,

1195 (9th Cir. 2022) (explaining that servers are “computers that

manage network resources and provide data to other computers”).

It makes no difference that SkyHop does not own the servers (Am-

azon does). Those servers are cloud-based and permit users to ac-

cess their data and information from anywhere via the internet. Cf.

Riley v. California, 573 U.S. 373, 397 (2014) (“Cloud computing is

the capacity of Internet-connected devices to display data stored on

remote servers rather than on the device itself.”). In other words,

they are “used in or affecting interstate or foreign commerce,” 18

U.S.C. § 1030(e)(2)(B), so they meet the CFAA’s definition of “pro-

tected computer.” And by retaining the passwords, Indyzen has

diminished SkyHop’s ability to access the programs and data that

are housed on the servers and has therefore caused “damage.”

In sum, we conclude that SkyHop has stated a cause of ac-

tion under § 1030(a)(7)(A) because it has plausibly alleged that In-

dyzen sent its emails to SkyHop with an “intent to extort.” View-

ing the allegations in the light most favorable to SkyHop, it has also

plausibly alleged that the emails amounted to a “threat to cause

damage to a protected computer.” We therefore conclude that

SkyHop has sufficiently alleged a cause of action under Count I.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 23 of 32

21-14051 Opinion of the Court 23

2. Florida’s connexity requirement is satisfied.

Establishing one of the Florida long-arm statute’s enumer-

ated acts alone is not enough to satisfy the Florida statute. The

long-arm statute also imposes a connexity requirement between

the enumerated activity in Florida and the plaintiff’s cause of ac-

tion. Knepfle v. J-Tech Corp., 48 F.4th 1282, 1292 (11th Cir. 2022).

That is, the statute “requires a connection . . . between the enumer-

ated activity in Florida and the cause of action.” Id. (citation omit-

ted). The connexity requirement stems from the long-arm stat-

ute’s mandate that, to support jurisdiction, the cause of action must

“aris[e] from” the enumerated activity. Fla. Stat. § 48.193(1)(a); see

Wendt, 822 So. 2d at 1260.

Under Florida Supreme Court precedent, a tortious act “can

occur through the nonresident defendant’s telephonic, electronic,

or written communications into Florida” so long as “the cause of

action . . . arise[s] from the communications.” Wendt, 822 So. 2d

at 1260. Indeed, that court characterized as “straightforward” and

“clear [the conclusion] that the nonresident defendant’s communi-

cations were made into Florida” when the defendant sent emails

into Florida. Internet Solutions Corp. v. Marshall, 39 So. 3d 1201,

1208 (Fla. 2010). That is so, the court explained, because those

emails “[we]re directed to reach a specific recipient in a specific fo-

rum.” Id.; see also Del Valle v. Trivago GMBH, __ F.4th __, 2022

WL 17101160, at *4 (11th Cir. Nov. 22, 2022).

Based on this Florida Supreme Court precedent, we con-

clude that SkyHop’s CFAA claim arises from Indyzen’s

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 24 of 32

24 Opinion of the Court 21-14051

communications into Florida. The emails informed SkyHop that

Indyzen did not intend to return the passwords and other digital

property unless SkyHop paid the additional $1.1 million or trans-

ferred an equity stake to Narra. Those communications constitute

the alleged “threat[s]” to cause “damage” to SkyHop’s Software,

and they serve as the basis for the inference that Indyzen had the

requisite extortive intent to satisfy 18 U.S.C. § 1030(a)(7)(A). In

other words, given that SkyHop alleged that Indyzen committed a

tort in Florida, and SkyHop is suing Indyzen for that tort, it is easy

to conclude that the cause of action arises from the Florida tort.

B. The Due Process Clause does not prohibit personal

jurisdiction over Indyzen in Florida.

The second (and final) stop on our personal-jurisdiction

journey requires us to assess whether the Due Process Clause sup-

ports the exercise of personal jurisdiction in Florida.

The Due Process Clause limits “a [s]tate’s authority to bind

a nonresident defendant to a judgment of its courts.” Walden, 571

U.S. at 283. Jurisdiction is proper only when the nonresident de-

fendant has “certain minimum contacts with [the forum] such that

the maintenance of the suit does not offend ‘traditional notions of

fair play and substantial justice.’” Int’l Shoe, 326 U.S. at 316 (quot-

ing Milliken v. Meyer, 311 U.S. 457, 463 (1940)).

The Supreme Court has recognized two types of personal

jurisdiction: general jurisdiction, which attaches when a defendant

is “essentially at home in the forum State,” and specific jurisdiction,

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 25 of 32

21-14051 Opinion of the Court 25

which “depends on an affiliation between the forum and the un-

derlying controversy.” Goodyear Dunlop Tires Operations, S.A. v.

Brown, 564 U.S. 915, 919 (2011) (alteration adopted) (internal quo-

tation marks omitted). Specific jurisdiction is the only type at issue

here, and it “derive[s] from and reflect[s] two sets of values—treat-

ing defendants fairly and protecting ‘interstate federalism.’” Ford

Motor Co. v. Mont. Eighth Jud. Dist. Ct., 141 S. Ct. 1017, 1025

(2021) (quoting World-Wide Volkswagen Corp. v. Woodson, 444

U.S. 286, 293 (1980)).

To adhere to these values, our constitutional analysis pro-

ceeds in three steps: (1) we first consider “whether [a] plaintiff’s

claims ‘arise out of or relate to’ at least one of the defendant’s con-

tacts with the forum” state; (2) then we evaluate “whether the . . .

defendant ‘purposefully availed’ himself of the privilege of con-

ducting activities within the forum state”; and (3) finally, we assess

“whether the exercise of personal jurisdiction comports with ‘tra-

ditional notions of fair play and substantial justice.’” Louis Vuitton

Malletier, S.A. v. Mosseri, 736 F.3d 1339, 1355 (11th Cir. 2013) (ci-

tations omitted). SkyHop bears the burden of establishing the first

two requirements. Id. If it does, Indyzen must then “make a ‘com-

pelling case’ that the exercise of jurisdiction would violate tradi-

tional notions of fair play and substantial justice.” Id. (quoting Dia-

mond Crystal Brands, Inc. v. Food Movers Int’l, Inc., 593 F.3d 1249,

1267 (11th Cir. 2010)).

The first inquiry—whether the claims “arise out of or relate

to” one of the defendant’s contacts—does not require direct

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 26 of 32

26 Opinion of the Court 21-14051

causation. Ford Motor, 141 S. Ct. at 1026 (emphasis omitted) (cita-

tion omitted). Rather, it “contemplates that some relationships

will support jurisdiction without a causal showing.” Id. So we fo-

cus on the “‘essential foundation’ of specific jurisdiction”—

whether there is “a strong ‘relationship among the defendant, the

forum, and the litigation.’” Id. at 1028 (quoting Helicopteros

Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 414 (1984)); Del

Valle, 2022 WL 17101160, at *5. The principal way to establish this

relationship is through an “activity or an occurrence that takes

place in the forum State and is therefore subject to the State’s reg-

ulation.” Ford Motor, 141 S. Ct. at 1025 (quoting Bristol-Myers

Squibb Co. v. Superior Ct. of Cal., 137 S. Ct. 1773, 1780 (2017)).

That essential foundation is present here. Indyzen know-

ingly and intentionally directed its emails demanding compensa-

tion and withholding SkyHop’s passwords into Florida, and a Flor-

ida resident received them. Because those emails contained the al-

leged “threat[s]” to do “damage” to SkyHop’s Software and there-

fore triggered SkyHop’s CFAA claim, this litigation has the re-

quired connection to Indyzen’s Florida-based contacts.

Indyzen responds by citing Walden for the proposition that

“the plaintiff cannot be the only link between the defendant and

the forum.” We agree that that is an accurate statement of the law.

But it doesn’t help Indyzen here. In Walden, Nevada-resident

plaintiffs sued a Georgia-based Drug Enforcement Administration

agent in Nevada after an incident that occurred wholly at the At-

lanta Hartsfield-Jackson Airport. 571 U.S. at 279–80. So there, the

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 27 of 32

21-14051 Opinion of the Court 27

defendant’s conduct provided no connection to the forum state. Id.

at 288–89. By contrast, here, through its emails sent to SkyHop in

Florida, Indyzen directed its conduct into Florida. And that very

same conduct serves as the basis for the claims SkyHop brings

against it. So Walden does not apply here.

Indyzen’s reliance on Helicopteros and Hanson v. Denckla,

357 U.S. 235 (1958), fares no better. Helicopteros is inapposite.

There, the Court limited its analysis to whether the defendant was

subject to general jurisdiction in Texas because the plaintiff con-

ceded that its claims “did not arise out of, and [were] not related

to” the defendant’s activities within Texas. 466 U.S. at 415–16 (in-

ternal quotation marks omitted). But the general-jurisdiction anal-

ysis does not bear on our specific-jurisdiction inquiry in which, as

we’ve explained, at least one of SkyHop’s claims does “arise out of

or relate to” Indyzen’s activities in Florida. And in Hanson, the

Court held that a Delaware-based trustee, which had no contacts

with Florida, could not be forced to litigate a dispute that arose in

Florida only because of the trust settlor’s decision to move there

long after she had executed the trust in Delaware. 357 U.S. at 251–

52. Here, though, Indyzen is subject to jurisdiction in Florida be-

cause of its own choices to contract with a Florida-based company

and send emails to a Florida resident—the subject of SkyHop’s first

claim.

At the second inquiry, we consider whether Indyzen pur-

posefully availed itself of the benefit of Florida’s laws. To support

purposeful availment, the defendant must have had contacts with

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 28 of 32

28 Opinion of the Court 21-14051

the forum that were his “own choice and not ‘random, isolated, or

fortuitous.’” Ford Motor, 141 S. Ct. at 1025 (quoting Keeton v.

Hustler Mag., Inc., 465 U.S. 770, 774 (1984)). And those contacts

“must show that the defendant deliberately ‘reached out beyond’

its home,” such as by “entering a contractual relationship centered”

in the forum. Id. (quoting Walden, 571 U.S. at 285)).

In cases (like this one) involving an intentional tort, two ap-

plicable tests can determine whether purposeful availment oc-

curred: the effects test and the traditional minimum-contacts test.

Louis Vuitton, 736 F.3d at 1356; Del Valle, 2022 WL 17101160, at

*5. Because either test suffices, and we conclude the effects test is

satisfied, we do not consider the traditional minimum-contacts

test.

A nonresident defendant’s single tortious act in the forum

state can satisfy the effects test, even if the defendant lacks any

other contacts with the forum state. Licciardello v. Lovelady, 544

F.3d 1280, 1285–86 (11th Cir. 2008) (citing Calder v. Jones, 465 U.S.

783, 790 (1984)). To meet the test, the tort must have been “inten-

tional, aimed at the forum state, and caused harm that the defend-

ant should have anticipated would be suffered in the forum state.”

Del Valle, 2022 WL 17101160, at *5.

In Lovelady, we concluded that a defendant who used a

Florida plaintiff’s trademarked name and picture on a website ac-

cessible in Florida satisfied the effects test. 544 F.3d at 1287–88.

And in Del Valle, when the defendants’ websites allowed Florida

residents to reserve lodging at Cuban beachfront properties that

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 29 of 32

21-14051 Opinion of the Court 29

had been expropriated from the forebearers of the Florida-resident

plaintiffs, we found that met the effects test. 2022 WL 17101160, at

*1, *6.

We have no difficulty reaching the same conclusion here.

Indyzen undoubtedly sent its emails into Florida intentionally.

And viewed in the light most favorable to SkyHop, Indyzen sent

those emails to force SkyHop to pay additional funds so that

SkyHop could regain control of its own property. It was certainly

foreseeable to Indyzen that SkyHop would feel the harm from its

alleged threats in Florida, where SkyHop is based. And that is es-

pecially true here since Indyzen knew, from the outset, that it was

in a partnership with a Florida-based company. Indeed, Narra

made three separate trips to Florida to meet with Scotto. So In-

dyzen had reason to know that its decision and the ensuing emails

could force it to defend against a lawsuit in Florida.

Trying to rebut these conclusions, Indyzen rehashes its ar-

guments that SkyHop has not alleged a cause of action under the

CFAA. As we’ve explained, we disagree.

The third and final inquiry asks whether the exercise of ju-

risdiction in Florida accords with “traditional notions of fair play

and substantial justice.” We ordinarily consider four factors to re-

solve this inquiry: “the burden on the defendant”; “the forum’s in-

terest in adjudicating the dispute”; “the plaintiff’s interest in obtain-

ing convenient and effective relief”; and “the judicial system’s in-

terest in resolving the dispute.” Del Valle, 2022 WL 17101160, at

*7 (quoting World-Wide Volkswagen, 444 U.S. at 292). But the

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 30 of 32

30 Opinion of the Court 21-14051

defendant bears the burden of making “a compelling case” that the

exercise of jurisdiction is improper. Louis Vuitton, 736 F.3d at 1355

(citation and internal quotation marks omitted). And Indyzen has

not even attempted to demonstrate that it satisfies the relevant fac-

tors. We therefore conclude that jurisdiction in Florida is con-

sistent with the Due Process Clause.

Because we conclude personal jurisdiction over Indyzen ex-

ists under Count I, we need not and do not inquire whether addi-

tional claims independently support personal jurisdiction. Even if

they do not, it makes no difference to the propriety of the district

court’s exercise of personal jurisdiction over Indyzen here for all

SkyHop’s claims because a “district court ha[s] personal jurisdic-

tion over the entire case” when “all of the claims ar[i]se from the

same jurisdiction generating event.” Cronin v. Wash. Nat’l Ins.

Co., 980 F.2d 663, 671 & n.10 (11th Cir. 1993). After all, the point

of the personal-jurisdiction inquiry is to ensure that the defendants

had at least minimum contacts with the forum state so that hauling

them into court in the forum state “does not offend ‘traditional no-

tions of fair play and substantial justice.’” Int’l Shoe, 326 U.S. at 316

(citation omitted). So once it is established that the defendants had

enough contacts for it to be fair to haul them into court in the fo-

rum state on one claim, the personal-jurisdiction inquiry has served

the bulk of its purpose. And here, all of SkyHop’s claims stem from

Indyzen’s decision to retain SkyHop’s Software, which Indyzen

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 31 of 32

21-14051 Opinion of the Court 31

communicated to SkyHop through the emails. So personal juris-

diction over SkyHop is proper. 6

IV. Conclusion

One more note before we bring this appeal in for a landing:

when Indyzen brought its initial motion to dismiss for lack of per-

sonal jurisdiction, it also asserted an alternative basis to avoid liti-

gating this case in Florida. It contended that, under the forum non

conveniens doctrine, venue is improper based on the forum-selec-

tion clause in the agreements SkyHop and Indyzen signed.

SkyHop opposed this motion. But because the district court

granted Indyzen’s motion to dismiss for lack of personal jurisdic-

tion, the district court had no reason to reach the forum non con-

veniens argument.

And because the district court did not consider this argu-

ment, we won’t, either. MSP Recovery Claims, Series LLC v.

Metro. Gen. Ins. Co., 40 F.4th 1295, 1306 (11th Cir. 2022) (“[W]e

generally will not consider issues which the district court did not

decide.” (citation and internal quotation marks omitted)). On re-

mand, then, the district court should first consider whether the fo-

rum-selection clauses mandate dismissal based on improper venue.

* * *

6 We express no view on whether the remaining counts in SkyHop’s Com-

plaint state a claim upon which relief can be granted.

USCA11 Case: 21-14051 Document: 39-1 Date Filed: 01/26/2023 Page: 32 of 32

32 Opinion of the Court 21-14051

For the foregoing reasons, we reverse the district court’s or-

der dismissing SkyHop’s complaint and remand for further pro-

ceedings.

REVERSED AND REMANDED.