United States District Court, W.D. Washington, Seattle
ORDER GRANTING DEFENDANT'S MOTION TO DISMISS FOR
LACK OF PERSONAL JURISDICTION
L. ROBART UNITED STATES DISTRICT JUDGE
the court is Defendant Anchorage School District Active
Employee Open Choice PPO Medical Plan's (“ASD
Plan”) motion to dismiss based on lack of personal
jurisdiction and failure to state a claim. (Mot. (Dkt. #
27).) Plaintiff Puget Sound Surgical Center, P.S.
(“PSSC”) opposes the motion. (See Resp.
(Dkt. # 45); see also Sur-reply (Dkt. # 55).) The
court has reviewed the motion, all submissions filed in
support of and opposition to the motion, the relevant
portions of the record, and the applicable law. Being fully
advised,  the court GRANTS the motion because the
court lacks personal jurisdiction over ASD Plan. Because
personal jurisdiction over ASD Plan is lacking, the court
does not reach the merits of PSSC's motion to dismiss for
failure to state a claim.
August 8, 2017, PSSC filed a complaint against Defendants
Aetna Life Insurance Company and Aetna, Inc. (collectively,
“Aetna”) and other Defendants, including ASD Plan
(collectively, “Plan Defendants”). (See
Compl. (Dkt # 1).) ASD Plan is a self-funded health insurance
plan providing health coverage to employees of the Anchorage
School District,  along with their dependents. (Hess Decl.
(Dkt. # 28) ¶ 3; Haldane Decl. (Dkt. # 48) ¶ 2;
Compl. ¶ 14.) ASD Plan executed an Administrative
Services Agreement (“ASA”) with Aetna under which
Aetna assumed duties as the third-party administrator for ASD
Plan. (Haldane Decl. ¶ 3.) Under the ASA, Aetna is
responsible for all claims processing, approval, payment, and
denial of claims, along with issuance of Explanation of
Benefits (“EOB”) forms, and processing and
resolving appeals. (Id.) The ASA provides for
complete internal review procedures. (Id. ¶ 4.)
Aetna handles all internal or external appeals with no
participation from ASD Plan. (Id.)
ASD Plan's involvement in health insurance claims is
limited to confirming whether an individual is eligible for
health coverage. (Id. ¶ 6.)
alleges that Aetna improperly denied coverage for certain
medical services PSSC provided to patients who were insured
by Plan Defendants. (Id. ¶¶ 4, 23-65.)
Specifically with regard to ASD Plan, PSSC alleges that, on
April 7, 2017, PSSC billed one hundred and fifty dollars
($150.00) for services rendered to a patient insured by ASD
Plan and Aetna did not pay for those services. (Id.
¶ 69.) This is the only fact specifically related to ASD
Plan that PSSC alleges. (See id.) On the basis of
the foregoing alleged facts, PSSC asserts a claim for unjust
enrichment against ASD Plan. (Id. ¶¶
Plan does not conduct any operations in Washington State.
(Hess Decl. ¶ 4.) ASD Plan does not pay taxes in
Washington State and is not licensed to do business there.
(Id. ¶¶ 6, 10.) ASD Plan does not have any
employees, offices, real estate, bank accounts, or other
property in Washington State. (Id. ¶ 7.)
Plan also submits testimony that it “does not solicit
business in the State of Washington.” (Id.
¶ 9.) PSSC, however, counters with evidence that the
Anchorage School District (1) solicited a number of
companies, including a Seattle, Washington based company
known as Vera Whole Health (“Vera”), to submit a
bid for a multiyear, $11, 333, 500.00 contract to operate a
healthcare clinic in Anchorage, Alaska for Anchorage School
District employees and their dependents, and (2) ultimately,
awarded the contract to Vera. (See Axelrod Decl.
(Dkt # 46) ¶ 2, Ex. 1.) ASD Plan does not deny these
facts, but notes that this contract is between the Anchorage
School District and Vera and did not involve ASD Plan.
(See Reply (Dkt. # 47) at 10; see also
Whiting Decl. (Dkt. # 49) ¶ 2.)
Plan does not ordinarily receive copies of the Explanation of
Benefits EOB forms that Aetna sends to individuals filing
claims. (Haldane Decl. ¶ 7.) Nevertheless, ASD Plan
investigated the allegations in PSSC's complaint and, in
the course of that investigation, asked Aetna to provide
information regarding the $150.00 claim related to an insured
under ASD Plan that PSSC alleges Aetna did not pay.
(Id.; see also Compl. ¶ 69.) In
response, ASD Plan received an EOB form from Aetna showing
that the claim was paid. (Haldane Decl. ¶ 7, Ex. 1.)
PSSC filed an agreed sur-reply, along with documentary
evidence, of additional claims that Aetna did not pay related
to ASD Plan.(See generally Sur-reply;
see Sherman Decl. (Dkt. # 56) ¶¶ 1-7, Exs.
1-6; see also Reply at 5 n.3 (stating that ASD Plan
does not object to PSSC filing a sur-reply).
Plan moves to dismiss PSSC's claim against it on two
grounds. First, ASD Plan argues that PSSC's complaint
against it should be dismissed because the complaint fails to
state a claim under Federal Rule of Civil Procedure 12(b)(6).
(Mot. at 4-8.) Second, ASD Plan asserts that PSSC's claim
against it must be dismissed because the court lacks personal
jurisdiction over ASD Plan pursuant to Federal Rule of Civil
Procedure 12(b)(2). (Id. at 9-15.) Personal
jurisdiction is a threshold issue, and so the court must
address the jurisdictional challenge before considering the
merits of the case. See, e.g., Brayton Purcell
LLP v. Recordon & Recordon, 575 F.3d 981, 991 (9th
Cir. 2009) (explaining that “personal jurisdiction is a
threshold issue in every lawsuit and the erroneous exercise
of personal jurisdiction deprives all subsequent proceedings
of legal effect.”). As discussed herein, because the
court concludes that it lacks personal jurisdiction over ASD
Plan, it dismisses PSSC's claim against ASD Plan without
prejudice and does not reach the issue of the adequacy of
Standards for Considering a Rule 12(b)(2) Motion to
motion to dismiss for lack of personal jurisdiction is
governed by Rule 12(b)(2). See Fed. R. Civ. P.
12(b)(2). “In opposition to a . . . motion to dismiss
for lack of personal jurisdiction, the plaintiff bears the
burden of establishing that jurisdiction is proper.”
Boschetto v. Hansing, 539 F.3d 1011, 1015 (9th Cir.
2008) (citing Sher v. Johnson, 911 F.2d 1357, 1361
(9th Cir. 1990)). In evaluating ASD Plan's motion,
“[t]he court may consider evidence presented in
affidavits to assist it in its determination and may order
discovery on the jurisdictional issues.” Doe v.
Unocal Corp., 248 F.3d 915, 922 (9th Cir. 2001) (citing
Data Disc, Inc. v. Sys. Tech. Assoc, Inc., 557 F.2d
1280, 1285 (9th Cir. 1977)). If the court decides the motion
based on the pleadings and affidavits submitted by the
parties without conducting an evidentiary hearing, “the
plaintiff need make only a prima facie showing of
jurisdictional facts to withstand the motion to
dismiss.” Id. (quoting Ballard v.
Savage, 65 F.3d 1495, 1498 (9th Cir. 1995). Although a
plaintiff cannot simply rest on the bare allegations of her
complaint, the court must accept uncontroverted allegations
in the complaint as true, and conflicts between parties over
statements in affidavits must be resolved in the
plaintiff's favor. Schwarzenegger v. Fred Martin
Motor Co., 374 F.3d 797, 800 (9th Cir. 2004); see
Boschetto, 539 F.3d at 1015.
establish personal jurisdiction, a plaintiff must show that
the forum state's jurisdictional statute confers
jurisdiction and that the exercise of jurisdiction accords
with federal constitutional principles of due process.
Amoco Egypt Oil Co. v. Leonis Navigation Co., Inc.,
1 F.3d 848, 850 (9th Cir. 1993). In Washington, general
personal jurisdiction is authorized by RCW 4.28.080(10),
which provides for service on a foreign corporation
“doing business” in Washington, while RCW
4.28.185, Washington's long arm statute, creates specific
jurisdiction. Id. Washington courts interpret RCW
4.28.080(10) “as conferring general jurisdiction over
nonresident defendants who conduct ‘substantial'
and ‘continuous' business in the state ‘of
such character as to give rise to a legal obligation,
'” and consistently hold that the “doing
business” and due process inquiries are the same.
Id. at 850-51 (quoting Crose v. Volkswagenwerk
Aktiengesellschaft, 558 P.2d 764, 766-67 (Wash. 1977)).
Washington courts also hold that RCW 4.28.185 “extends
jurisdiction over a defendant to the fullest extent”
due process permits. Washington Shoe Co. v. A-Z Sporting
Goods Inc., 704 F.3d 668, 672 (9th Cir. 2012) (citing
RCW 4.28.185; Shute v. Carnival Cruise Lines, 783
P.2d 78, 82 (Wash. 1989)). Thus, the court's
jurisdictional analysis collapses into a determination of
whether the exercise of personal jurisdiction comports with
due process. Id.; see also Stairmaster
Sports/Med. Prod., Inc. v. Pac. Fitness Corp., 916
F.Supp. 1049, 1052 (W.D. Wash. 1994), aff'd, 78
F.3d 602 (Fed. Cir. 1996) (citing Amoco, 1 F.3d at
850-51 (“Washington's two statutes [RCW
4.28.080(10) and RCW 4.28.185] are coextensive with the
bounds of due process.”); Raymond v. Robinson,
15 P.3d 697, 705 (Wash.Ct.App. 2001) (“Washington
courts have held repeatedly that the current general
jurisdiction analysis subsumes the due process
process requires that the defendant ‘have certain
minimum contacts' with the forum state ‘such that
the maintenance of the suit does not offend traditional
notions of fair play and substantial justice.'”
Picot v. Weston, 780 F.3d 1206, 1211 (9th Cir. 2015)
(quoting Int'l Shoe Co. v. Wash., 326 U.S. 310,
316 (1945) (internal quotation marks omitted)). “The
strength of contacts required depends on which of the two
categories of personal jurisdiction a litigant invokes:
specific jurisdiction or general jurisdiction.”
Ranza v. Nike, Inc., 793 F.3d 1059, 1068 (9th Cir.
generally alleges that “each Defendant systematically
and continuously conducts business in [Washington], and
otherwise has minimum contacts with [Washington] sufficient
to establish personal jurisdiction over each of them.”
(Compl. ¶ 7.) PSSC does not assert any specific
allegations related to ASD Plan concerning personal
jurisdiction. (See generally id.) As discussed
below, PSSC fails to meet its burden of establishing that the
court's exercise of either general or specific personal
jurisdiction over ASD Plan is proper.