3C, LLC v. SS DISTRO USA, LLC

CourtDistrict Court, S.D. Indiana
DecidedMarch 31, 2025
Docket1:24-cv-00696
StatusUnknown

This text of 3C, LLC v. SS DISTRO USA, LLC (3C, LLC v. SS DISTRO USA, LLC) is published on Counsel Stack Legal Research, covering District Court, S.D. Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
3C, LLC v. SS DISTRO USA, LLC, (S.D. Ind. 2025).

Opinion

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF INDIANA INDIANAPOLIS DIVISION

3C, LLC, ) ) Plaintiff, ) ) v. ) Case No. 1:24-cv-00696-TWP-MG ) SS DISTRO USA, LLC d/b/a SS Vape and Smoke ) USA, ) SS DISTRO LLC, ) ) Defendants. )

ORDER ON DEFENDANT'S MOTION TO DISMISS, OR ALTERNATIVELY TRANSFER THE ACTION TO TEXAS

This matter is before the Court on Defendant SS Distro USA, LLC, and SS Distro LLC's, (collectively "SS Distro'") Motion to Dismiss for Lack of Personal Jurisdiction (Filing No. 17). Plaintiff 3C, LLC ("3C") initiated this action in state court alleging claims for breach of contract, fraud, violations of the Indiana Crime Victim’s Relief Act and injunctive relief, and on April 19, 2024, SS Distro removed this case pursuant to 28 U.S.C. § 1446 (Filing No. 1). SS Distro asks this Court to dismiss 3C's Complaint for lack of personal jurisdiction under Federal Rule of Civil Procedure (“FRCP”) 12(b)(2) or alternatively, to transfer the case pursuant to 28 U.S.C. § 1404. . For the reasons explained below, SS Distro's alternative request to transfer is granted and the motion to dismiss is denied as moot. I. BACKGROUND The following facts are not objectively true, but as required when reviewing a motion to dismiss, the Court accepts as true all factual allegations in the complaint and draws all inferences in favor of 3C as the non-moving party. See Bielanski v. Cnty. Of Kane, 550 F.3d 632, 633 (7th Cir. 2008). 3C is an Indiana limited liability company with its principal place of business in Indiana (Filing No. 1-2 at 2). 3C manufactures and sells various cannabis products both directly to consumers and through its "Wholesaler Program." Id. at 3. Purchases through the Wholesaler Program are subject to 3C's Refund Policy and Terms and Conditions which provide that all

purchases are subject to Indiana law. Id. at 21. SS Distro is a Texas limited liability company that runs a distribution and wholesale center for convenience stores, smoke shops, and vape stores. Id. at 2. On April 7, 2022, SS Distro became a member of 3C's Wholesaler Program. Participants in the wholesaler program receive a substantial discount on prices, access to “wholesaler exclusive” products, and are permitted to resell 3C’s products, and those purchases are subject to the Refund Policy. Id. at 3. SS Distro placed its first purchase order on April 22, 2022, followed by a second order on July 11, 2022. Id. at 4. Several months later from October 19, 2022, to November 21, 2022, SS Distro placed seven purchase orders totaling over $200,000.00. Id at 4-5. SS Distro made these purchases in Texas, from 3C through 3C’s representative who visited SS

Distro’s Texas office. (Filing No. 18-1 at 3). All orders were shipped from 3C's warehouse in Fishers, Indiana. (Filing No. 1-2 at 32). In January 2023, SS Distro contacted 3C demanding a refund on the grounds that it could not sell the products. Id. at 5. However, SS Distro did not return any of the products at this time. Id. Instead, on April 13, 2023, SS Distro contacted its American Express credit card holder, disputed the 3C charges and initiated 42 chargebacks.1 Thereafter, without an explanation, on June 20, 2023, 3C received a shipment from SS Distro containing products that SS Distro had purchased from 3C. All the returned products were outside of the time allowed in the Refund Policy, and

1 A chargeback is when the credit card holder disputes the charge to their credit card company. many were expired. Id. at 7. As a result of these allegedly fraudulent activities, 3C lost thousands of dollars in chargebacks and inventory that it is no longer able to sell, as well as money to pay the administrative costs and penalties associated with responding to SS Distro’s fraudulent chargeback requests. Additionally, 3C suffered reputational harm with American Express and its payment

processors. On March 15, 2024, 3C initiated this action in state court against SS Distro for breach of contract, fraud, violations of the Indiana Crime Victim’s Relief Act and injunctive relief. On April 19, 2024, SS Distro removed this case from the Marion Superior Court pursuant to 28 U.S.C. § 1446 (Filing No. 1). II. LEGAL STANDARDS A. Motion to Dismiss under Rule 12(b)(2) Federal Rule of Civil Procedure Rule 12(b)(2) requires dismissal of a claim where personal jurisdiction is lacking. When deciding a Rule 12(b)(2) motion, the court accepts all factual allegations in the complaint as true and draws all reasonable inferences in favor of the plaintiff if they weigh on personal jurisdiction. Int'l Med. Grp., Inc. v. Am. Arb. Ass'n, 149 F. Supp. 2d 615,

623 (S.D. Ind. 2001). If the complaint, however, consists of conclusory allegations unsupported by factual allegations, the complaint fails the liberal standard of Rule 12(b). Id. The complaint does not need to include factual allegations concerning personal jurisdiction, but if the defendant moves to dismiss under Rule 12(b)(2), the plaintiff "bears the burden of demonstrating the existence of jurisdiction." Purdue Rsch. Found. v. Sanofi-Synthelabo, S.A., 338 F.3d 773, 82 (7th Cir. 2003). The extent of a plaintiff's burden is dependent upon the method by which the court determines the issue of personal jurisdiction. Id. "When the . . . court holds an evidentiary hearing to determine [personal] jurisdiction, the plaintiff must establish [personal] jurisdiction by a preponderance of the evidence." Id. But where, as here, the court determines personal jurisdiction based only on reference to submissions of written materials, the plaintiff simply needs to make a prima facie case of personal jurisdiction. GCIU-Emp. Ret. Fund v. Goldfarb Corp., 565 F.3d 1018, 1023 (7th Cir. 2009). In determining whether the plaintiff has met the prima facie standard, the plaintiff is

entitled to a favorable resolution of all disputed relevant facts. uBID, Inc. v. GoDaddy Grp., Inc., 623 F.3d 421, 423-24 (7th Cir. 2010). If the defendant has submitted evidence in opposition to the implementation of jurisdiction, however, "the plaintiff must go beyond the pleadings and submit affirmative evidence supporting the exercise of jurisdiction." Purdue, 338 F.3d at 782-83. This evidence submitted by the defendant may include affidavits, unless the affidavits merely contain conclusory assertions that the court lacks personal jurisdiction over the defendant. Id. at 783 (quoting Meier v. Sun Int'l Hotels, Ltd., 288 F.3d 1264, 1269 (11th Cir. 2002)). B. Motion to Dismiss for Improper Venue under Rule 12(b)(3) The procedure for resolving a Rule 12(b)(3) motion is the same procedure used to test personal jurisdiction, accepting any factual findings as true unless contradicted by the defendant's

affidavits. See, Gulf Ins. Co. v. Glasbrenner,

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Bluebook (online)
3C, LLC v. SS DISTRO USA, LLC, Counsel Stack Legal Research, https://law.counselstack.com/opinion/3c-llc-v-ss-distro-usa-llc-insd-2025.