United States District Court, E.D. Michigan, Southern Division
R. Grand U.S. Magistrate Judge
OPINION AND ORDER DENYING IN PART DEFENDANT'S
MOTION TO DISMISS THE AMENDED COMPLAINT  AND DENYING AS
MOOT DEFENDANT'S MOTION TO DISMISS 
THE ORIGINAL COMPLAINT
J. TARNOW, SENIOR UNITED STATES DISTRICT JUDGE
a breach of contract and fraud in the inducement suit brought
by a Michigan lawyer and his law firm against a Florida
lawyer and his law firm. Plaintiffs seeks to recover damages
from Defendants' alleged breach of a Joint Venture
Agreement signed between them on April 4, 2013. Defendant
David Prince has raised several defenses in his motion to
dismiss. The Court will deny the jurisdictional components of
the motion to dismiss and schedule a hearing on the remaining
defenses raised by Mr. Prince.
and Procedural Background
Plaintiffs' First Amended Complaint provides the
following facts. Plaintiff, Ari Kresch, is a citizen of
Michigan. (Compl. ¶ 1). Plaintiff, 1-800-Law Firm, of
which Mr. Kresch is CEO, has its principal place of business
in Michigan. (Id. at ¶ 2). Defendant, David
Prince, is a citizen of Florida. (Id. at ¶ 3).
The Law Office of Prince and Associates, LLC, has its
principal place of business in Florida. (Id. at
¶ 4). Plaintiffs and Defendants entered into a Joint
Venture Agreement on April 4, 2013. (Id. at ¶
10). The agreement was signed in Michigan and provided for a
trial period of 12-months. (Id. ¶¶ 10,
12). The agreement assigned various responsibilities to each
law firm, and it called for revenue sharing between the law
firms. (Id. ¶¶ 13-15). The agreement was
shortlived, however, and failed to generate revenue.
(Id. ¶ 15).
the brief course of this partnership, Plaintiffs advanced
$470, 213.34 towards Defendants' operations.
(Id. ¶ 16). Mr. Kresch also provided a personal
loan to Mr. Prince in the amount of $25, 000. (Id.
April 17, 2018, Plaintiffs filed suit to collect these debts.
[Dkt. # 1]. Defendant Prince filed a Motion to Dismiss  on
February 21, 2019. Plaintiff filed an Amended Complaint on
March 11, 2019. Defendant Prince filed a Motion to Dismiss
the Amended Complaint  on May 1, 2019. On July 16, 2019,
the Court issued an Order for Defendants to Show Cause why
the Court Should Not Strike Defendants' Motion to Dismiss
, because Mr. Prince, though an attorney, is not admitted
to practice in the Eastern District of Michigan and thus
cannot represent a corporate defendant. In his August 6, 2019
Reply brief , Mr. Prince explained that since The Law
Offices of Prince and Associates was dissolved in 2015, it
cannot retain corporate counsel. (Dkt. # 14, pg. 1). The
Court therefore will construe Mr. Prince's Motion to
Dismiss to pertain to his own defense only.
Motion to Dismiss the Amended Complaint  is fully briefed.
The Court finds the jurisdictional portions of the motion
suitable for determination without a hearing in accord with
Local Rule 7.1(f)(2). It will conduct a hearing on the
remaining portions of the motion on Wednesday January 22,
2020 at 3:00 P.M.
Defendant Prince moves to dismiss Plaintiffs' claims for
lack of subject matter jurisdiction pursuant to Fed.R.Civ.P.
12(b)(1) and lack of personal jurisdiction pursuant to
12(b)(1) challenge to subject matter jurisdiction takes the
form of a facial attack or a factual attack. Defendant makes
a factual attack, which means that it challenges “the
factual existence of subject matter jurisdiction.”
Cartwright v. Garner, 751 F.3d 752, 759-60 (6th Cir.
2014). Accordingly, Plaintiffs' factual allegations do
not get the benefit of the presumption of truthfulness, and
the Court may “weigh the evidence and satisfy itself as
to the existence of its power to hear the case.”
United States v. Ritchie, 15 F.3d 592, 598 (6th Cir.
Rule 12(b)(2) motion to dismiss for lack of personal
jurisdiction, the Court must consider affidavits and
pleadings in the light most favorable to the plaintiff.
Serras v. First Tenessee Bank Nat. Ass'n, 875
F.2d 1212, 1214 (6th Cir. 1989). Plaintiff bears the burden
of “making a prima facie showing that personal
jurisdiction exists.” Id. The district court
should not weigh “the controverting assertions of the
party seeking dismissal.” Air Products and
Controls, Inc. v. Safetech Intern., Inc., 503 F.3d 544,
549 (6th Cir. 2007) (quoting Theunissen v. Matthews,
935 F.2d 1454, 1459 (6th Cir, 1991). Nevertheless, a
defendant who disputes the facts underlying personal
jurisdiction “can invoke the court's discretion to
order a pretrial evidentiary hearing on those facts.”
Serras, 875 F.2d at 1214.