E.T. v. the Boys and Girls Club of Hudson County

Opinion

SYLLABUS

This syllabus is not part of the Court’s opinion. It has been prepared by the Office of the Clerk for the convenience of the reader. It has been neither reviewed nor approved by the Court and may not summarize all portions of the opinion.

E.T. v. The Boys and Girls Club of Hudson County (A-69-24) (089237)

Argued November 17, 2025 -- Decided August 19, 2026 JUSTICE WAINER APTER, writing for the Court.

In this appeal, the Court considers whether New Jersey courts can exercise specific personal jurisdiction over the Boys and Girls Clubs of America (BGCA) as to plaintiffs’ allegations that they were sexually abused by a part-time counselor at the Boys and Girls Club of Hudson County (BGCHC) between 1976 and 1984.

After the Legislature amended the Child Sexual Abuse Act in 2019 to allow “survivors of child sexual abuse” to bring certain actions for redress “any time before reaching” age 55, nine plaintiffs sued BGCHC, BGCA, and others for damages resulting from child sexual abuse that they allege took place between 1976 and 1984. Plaintiffs allege that a part-time counselor at BGCHC sexually abused them both at BGCHC-sponsored activities and at his apartment. BGCA moved to dismiss for lack of personal jurisdiction. The motion court determined that there was no general jurisdiction over BGCA in New Jersey but denied the motion to dismiss as to specific personal jurisdiction. Jurisdictional discovery followed.

Discovery revealed that BGCHC, which remains a defendant in this case, is a nonprofit corporation headquartered and incorporated in New Jersey. It is subject to personal jurisdiction here. BGCA, however, was federally chartered by Congress in the District of Columbia and is headquartered in Georgia. It is governed by a Board of Directors with “powers, duties, and responsibilities . . . as provided in the constitution and bylaws of the corporation.” 36 U.S.C. § 31104. Congress explicitly provided that “[t]he corporation is liable for the acts of its officers and agents acting within the scope of their authority.” Id. § 31110. It did not provide that BGCA is liable for the acts of its Member Organizations or their officers, employees, or agents. The Court reviews provisions of the BGCA constitution that governed the relationship between BGCA and BGCHC at the relevant times, as well as testimony about organizational structure, on pages 8 to 14 of its opinion.

The motion judge determined that BGCA was subject to specific personal jurisdiction in New Jersey. The Appellate Division reversed. 478 N.J. Super. 102, 106 (App. Div. 2024). The Court granted leave to appeal. 260 N.J. 589 (2025).

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HELD: There is no specific personal jurisdiction over BGCA in this case because plaintiffs’ claims do not arise out of or relate to any act that BGCA affirmatively took in or directed toward New Jersey.

1. Rule 4:4-4(b)(1) has been construed as vesting New Jersey’s courts with jurisdiction over non-residents to the outer limits permitted by the Fourteenth Amendment’s Due Process Clause, and New Jersey courts are bound by United States Supreme Court precedent interpreting those limits. The Supreme Court has recognized two forms of personal jurisdiction over nonresident defendants: general jurisdiction and specific jurisdiction. General or all-purpose jurisdiction permits a court to exercise jurisdiction over a nonresident corporation for any and all claims against it if the corporation’s contacts with the forum State are so constant and pervasive, so continuous and systematic as to render it essentially at home in the forum State. In contrast, under Supreme Court case law, specific jurisdiction permits a court to exercise jurisdiction over a nonresident corporation if (1) the defendant takes some act to purposefully avail itself of the privilege of conducting activities within the forum State, thus invoking the benefits and protections of that State’s laws; and (2) the claim arises out of or relates to the defendant’s purposeful availment of the forum State. If both requirements are met, courts then consider whether exercising jurisdiction would offend traditional notions of fair play and substantial justice. Under the first part of that test, the defendant must have deliberately reached into the forum State; in other words, absent a duty to act, “purposeful availment” of the privileges of a forum State cannot normally include what a nonresident defendant has failed to do. Under the second part, there must be a strong connection between the defendant’s affirmative acts directed toward the forum State and the plaintiff’s lawsuit. The Court discusses in detail Ford Motor Co. v. Montana Eighth Judicial District Court, 592 U.S. 351 (2021), which plaintiffs argue to support specific personal jurisdiction as to their claims. (pp. 18-23)

2. The Court agrees with plaintiffs that the evidence uncovered during jurisdictional discovery establishes that BGCA maintained contacts with New Jersey during the relevant time period, as by: providing BGCHC with template and sample activities and programming; providing support in other areas, including resource development, budgeting, and working with volunteers, including BGCHC’s board; and making professional development and training opportunities available to BGCHC employees. BGCHC in turn paid annual membership dues to BGCA. And BGCHC was required to use, and did use, BGCA’s name and logo on “everything.” But plaintiffs’ claims do not “arise out of or relate to” those contacts. This is not a lawsuit brought by BGCHC against BGCA for breach of contract, reimbursement of overpaid dues, or any problem related to the sample activities and programming, support, professional development, or training opportunities that BGCA made available to BGCHC. It is not a trademark or intellectual property suit related to BGCHC’s use of BGCA’s name or logo. And it is not a suit by a person alleging

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that an employee or agent of BGCA sexually abused them at a BGCA-sponsored event in New Jersey or that BGCA purposefully sent a known sexual abuser, who worked as its employee or agent, to New Jersey. And they do not allege that their abuse took place during a BGCA trip or an event that BGCA purposefully planned in New Jersey. (pp. 23-28)

3. Instead, according to plaintiffs, their claims “focus[] on a theory that BGCA established youth serving organizations in New Jersey through its local clubs but failed to implement policies and procedures to safeguard and prevent against child sexual abuse against minors that were members of the clubs.” The Court explains that neither it nor the United States Supreme Court has ever held that a failure to promulgate policies or procedures can constitute purposeful availment, and it notes that the cases relied on by the dissent do not do so, either. The Court finds the cases cited by the dissent distinguishable and disagrees that the record shows BGCA controls BGCHC or “came into New Jersey to establish” “place[s] of safe recreation,” noting that only local member clubs like BGCHC did that. (pp. 28-40)

4. Despite plaintiffs’ argument that the “the uniqueness of this case is that the claim is so intertwined with the contact,” plaintiffs’ counsel explicitly conceded at oral argument that under their theory, specific personal jurisdiction against BGCA would be appropriate in any State in a negligence suit brought by the victim of a motor vehicle crash if the vehicle were driven by an employee or agent of any local Boys and Girls Club, and the victim alleged that BGCA had failed to promulgate safe driving regulations that could have averted the crash. Specific jurisdiction is supposed to be different from general jurisdiction in a key way: it is supposed to “cover[] defendants less intimately connected with a State, but only as to a narrower class of claims.” - Ford, - - 592 U.S. at 359. Here, plaintiffs’ theory would subject BGCA to specific personal jurisdiction in all fifty States, on any claim in which an agent or employee of a local club was alleged to cause some harm, as long as the plaintiff alleged that the harm could have been avoided had BGCA promulgated some kind of policy or procedure. That is the opposite of specific personal jurisdiction. It is far more expansive than even general jurisdiction. A court does not weigh considerations of fair play and substantial justice until it has found that the defendant has experienced sufficient minimum contacts. Because that threshold is not met in this case, the Court does not reach the question of fair play and substantial justice, which the dissent discusses, but it notes that plaintiffs’ claims will still be heard in New Jersey, though not against BGCA. (pp. 40-45)

AFFIRMED.

JUSTICE HOFFMAN, dissenting, expresses the view that this case is not about haling national organizations into court for any conceivable harm caused by their local affiliates, but rather the particular failure of an organization that promotes

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its Member Organizations as “safe haven[s]” for New Jersey children to keep those children safe from sexual abuse. Justice Hoffman writes that BGCA purposefully availed itself of the New Jersey forum through significant affirmative acts, including its promotion, control over, and support of BGCHC and other New Jersey Member Organizations. Justice Hoffman also asserts that, similar to - Ford, --

plaintiffs’ claims

both “arise out of” and “relate to” BGCA’s promotion, control over, and support of BGCHC -- specifically through BGCA’s (i) branding, (ii) membership requirements, and (iii) proffered trainings and programming. Finally, Justice Hoffman explains why, in the dissent’s view, “fair play and substantial justice” necessitate a finding of specific jurisdiction in New Jersey -- plaintiffs’ place of residence at the time of their alleged childhood sexual abuse, the location of the alleged abuse, and the only forum in which plaintiffs’ claims can be heard.

CHIEF JUSTICE RABNER and JUSTICES PATTERSON, PIERRE-LOUIS, and NORIEGA join in JUSTICE WAINER APTER’s opinion. JUSTICE HOFFMAN filed a dissent, in which JUSTICE FASCIALE joins.

SUPREME COURT OF NEW JERSEY A-69 September Term 2024 089237

E.T.,

Plaintiff-Appellant, v.

The Boys and Girls Club of Hudson County, f/k/a, The Jersey City Boys Club,

Defendant,

and

Boys and Girls Clubs of America,

Defendant-Respondent.

A.M.,

Plaintiff,

v.

Boys and Girls Clubs of Hudson County,

Defendant,

and

Boys and Girls Clubs of

America, Defendant.

A.R.,

Plaintiff, v.

Boys and Girls Clubs of America,

Defendant, and

Boys and Girls Clubs of Hudson County f/k/a Jersey City Boys’ Club, and Arthur Freudenberg,

Defendants.

A.R.2,

Plaintiff, v.

Boys and Girls Clubs of America,

Defendant, and

Boys and Girls Club of

Hudson County f/k/a Jersey City Boys Club, and Arthur Freudenberg,

Defendants.

E.R., and R.R., Plaintiffs-Appellants, v.

The Boys and Girls Club of Hudson County, f/k/a The Jersey City Boys Club,

Defendant, and

Boys and Girls Clubs of America,

Defendant-Respondent.

J.A., A.M., and G.M., Plaintiffs-Appellants, v.

The Boys and Girls Club of Hudson County, f/k/a, The Jersey City Boys Club,

Defendant, and

Boys and Girls Clubs of

America,

Defendant-Respondent.

On appeal from the Superior Court, Appellate Division, whose opinion is reported at 478 N.J. Super. 102 (App. Div. 2024).

Argued Decided November 17, 2025 August 19, 2026

J. Silvio Mascolo argued the cause for appellants (Rebenack Aronow & Mascolo, attorneys; J. Silvio Mascolo, of counsel and on the brief).

Michael L. Eber (Caplan Cobb) a member of the Georgia bar, admitted pro hac vice, argued the cause for respondent (Fishman McIntyre Levine Samansky, attorneys; Mitchell B. Levine, on the brief).

JUSTICE WAINER APTER delivered the opinion of the Court.

This case tests the limits of personal jurisdiction.

Plaintiffs allege that they were sexually abused by a part-time counselor at the Boys and Girls Club of Hudson County (BGCHC) between 1976 and 1984. They sued BGCHC, the Boys and Girls Clubs of America (BGCA or the Corporation), and others for damages.

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BGCHC is headquartered and incorporated in New Jersey. All accept that it is subject to personal jurisdiction in New Jersey courts, and it remains a defendant in this case.

BGCA, however, was federally chartered by Congress in the District of Columbia and is headquartered in Georgia. Plaintiffs claim that specific personal jurisdiction over BGCA is proper in New Jersey because BGCA “established youth serving organizations in New Jersey through its local clubs but failed to implement policies and procedures to safeguard and prevent against child sexual abuse against minors that were members of the clubs.”

We find that the facts elicited during jurisdictional discovery do not show that plaintiffs’ claims arise out of or relate to any act that BGCA took to purposefully avail itself of the laws of New Jersey. We therefore hold that New Jersey courts cannot exercise specific personal jurisdiction over BGCA in this case.

I.

In 2019, the Legislature amended the Child Sexual Abuse Act to allow “survivors of child sexual abuse” to bring certain civil actions for redress “any time before reaching the age of fifty-five.” W.S. v. Hildreth, 252 N.J. 506, 511 (2023); N.J.S.A. 2A:14-2a(a)(1). The amendment expressly “reviv[ed]

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claims that would have been barred under the prior two-year statute of limitations.” W.S., 252 N.J. at 511.

Nine plaintiffs, in what became six consolidated lawsuits, then sued BGCHC, BGCA, and others for damages resulting from child sexual abuse that they allege took place between 1976 and 1984. Plaintiffs allege that Arthur Freudenberg, a part-time counselor at BGCHC, used his position to gain their trust and then sexually abused them both at BGCHC-sponsored activities and at his apartment. In the 1980s, Freudenberg was charged with 493 counts of aggravated sexual assault of boys ages 11 to 13. He was sentenced to 20 years in prison.

BGCA moved to dismiss for lack of personal jurisdiction. The motion court initially relied on Daimler AG v. Bauman, 571 U.S. 117 (2014), to hold that BGCA was not subject to general jurisdiction in New Jersey because it was not incorporated here, had no principal place of business here, and did not maintain “continuous and systematic contacts with New Jersey.” Plaintiffs alleged that the court could “exercise general jurisdiction over BGCA because the local clubs serve as alter ego[s] or agents of BGCA.” The motion court disagreed, holding that plaintiffs’ theory “would render BGCA at home in every state where it has a local affiliated member,” which would violate Daimler. The motion court also cited BNSF Railway Co. v. Tyrrell, 581 U.S.

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402, 414 (2017), for the proposition that general jurisdiction did not exist over BNSF in Montana even though BNSF had “over 2,000 miles of railroad track and more than 2,000 employees in Montana.”

However, the court denied the motion to dismiss as to specific personal jurisdiction, finding that “[f]actual disputes exist regarding BGCA’s involvement in the operations of BGCH[C].” The court therefore ordered that all six cases be consolidated for limited jurisdictional discovery. That discovery revealed the following facts.

BGCHC is a New Jersey nonprofit corporation. Its principal place of business is in New Jersey.

BGCA is a “federally chartered corporation” that was incorporated by Congress in 1956. 36 U.S.C. § 31101. It is “incorporated and domiciled in the District of Columbia.” Ibid. Its principal place of business was originally in New York, id. § 31107, but is now in Georgia. The purpose of BGCA is “to promote the health, social, educational, vocational, and character development of youth throughout the United States.” Id. § 31102(1). BGCA is governed by a Board of Directors with “powers, duties, and responsibilities . . . as provided in the constitution and bylaws of the corporation.” Id. § 31104. “[E]ligibility for membership in the corporation” is likewise provided for in the constitution

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and bylaws, although Congress prescribed that “[e]ach member has one vote on each matter submitted to a vote at a meeting of the members.” Id. § 31103.

Congress explicitly provided that “[t]he corporation is liable for the acts of its officers and agents acting within the scope of their authority.” Id. § 31110. It did not provide that BGCA is liable for the acts of its Member Organizations or their officers, employees, or agents.

This case is governed by BGCA’s 1971 constitution, which was in effect until 1990. Because the constitution governed the relationship between BGCA and BGCHC, we discuss its provisions in detail.

Article III provided that “[t]he membership of the Corporation shall consist of organizations which operate one or more Boys’ Clubs in accordance with requirements and standards established by the National Council of the Corporation.” These are known as Member Organizations.

Article IV provided:

The policies of the Corporation shall be determined by a National Council which shall also, as provided in this Constitution, establish requirements and standards for membership in the Corporation; elect directors and officers of the Corporation and members-at-large of the National Council; determine annual membership dues to be paid by Member Organizations; and act on all matters which may properly come before it.

[(emphasis added).]

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The National Council consisted of two delegates from each Member Organization. All decisions of the National Council required a “majority vote of the Member Organizations present.”

Pursuant to Article VII, the day-to-day “business, property and affairs of the Corporation shall be managed by a Board of Directors . . . elected at the annual meeting of the National Council.” Although officers and members of the Corporation’s Board of Directors were permitted to attend National Council meetings, they were not permitted to vote; only the two delegates chosen by each Member Organization were permitted to vote. Similarly, although “[e]ach professional member of the National Staff of the Corporation shall be entitled to be present at any meeting of the National Council,” none shall “be entitled to vote.”

The Board had “the power to establish policies not inconsistent with those established by the National Council.” It also had the authority to “cancel the membership of [a] Member Organization and withdraw the privileges of membership” if, in its judgment, the Member Organization did not “meet the established requirements and standards” set by the National Council.1

1 The dissent asserts that the Board could also enact membership requirements. See post at ___ (slip op. at 40-44). Pursuant to Articles IV and VII of the 1971 constitution, that is incorrect. Only the National Council had authority to “establish requirements and standards for membership in the Corporation.” Although the constitution granted the Board no fewer than ten

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Pursuant to Article IX, “[t]he officers of the Corporation shall be a Chairman of the Board, a President, one or more Vice-Presidents,” etc., “all of whom shall be elected by the National Council at its annual meeting.” Pursuant to Article X, the Board “shall appoint a National Director of the Corporation” who “shall direct the work and employees of the Corporation subject to, and in accordance with, the instructions of the Board.”

Pursuant to Article XV, the constitution could be “amended upon a two-

thirds (2/3) affirmative vote of the Member Organizations present . . . at any meeting of the National Council.”

Membership requirements set by the National Council provided that each local Member Organization was required to have a “board of directors, executive committee, administrative committee or otherwise named governing body of responsible citizens” known as a “local governing body.” The local governing body

shall have control of the Boys’ Club buildings or designated Boys’ Club rooms; shall have control of the expenditures of the Boys’ Club within an established budget; shall have the authority to determine policies and establish programs; shall have the authority to appoint the executive, fix his compensation and

different powers, including the power to “adopt the annual budget of the Corporation; borrow money; raise and disburse funds; invest and reinvest funds of the Corporation; sell, buy and exchange properties and securities of the Corporation; make contracts” and more, not one involved setting membership requirements.

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prescribe his duties and the terms of his employment;

shall have the authority to fix the compensation of other employees; and shall have the authority, or delegate the authority to the executive, to hire and discharge employees and prescribe their duties.

Each local Member Organization was also required to employ “a full-

time Executive Director who shall have executive and administrative control of activities and personnel . . . in accordance with policies and procedures established by the local governing body.” While the Executive Director “shall be acceptable to Boys’ Clubs of America,” the person “shall be responsible directly to the local governing body,” not to BGCA.

Member Organizations were required to “display the emblem of Boys’

Clubs of America on the outside of their buildings” and on printed materials. There were also minimum requirements for each individual club, including: (1) “sufficient floor area and room spaces, suitably equipped for carrying on a diversified and constructive program of activities which must be approved by Boys’ Clubs of America”; (2) “sufficient full-time, part-time and volunteer workers who are qualified in personality, character, experience, education and training for the leadership and guidance of boys”; and (3) “at least one hundred boy members enrolled in any twelve-month period.” Individual clubs were also required to “be maintained in a satisfactory state of cleanliness and

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sanitation,” “comply with state laws and local ordinances for protection and safety,” and “be adequately heated and lighted.”

Member Organizations were required to pay dues “to the Corporation in such amounts and on such terms and conditions” as the National Council determined. Beginning in 1971, Member Organizations were required to pay up to 1.5% of their total annual operating expenses to the Corporation in dues. Annual dues from all Member Organizations across the country accounted for approximately 17% of BGCA’s budget.

Gary Greenberg, a former Executive Director of BGCHC, testified that he used BGCA “as a resource” to help oversee and improve existing programs and initiate new programs at BGCHC. He testified that between 1977 and 1983, BGCA provided BGCHC with “template and sample activities and programming” on topics including “physical education, social recreation, leadership and character development, alcohol abuse and prevention” and more. BGCA also provided support in other areas, including resource development, budgeting, and working with BGCHC’s board. And BGCA made professional development and training opportunities available to BGCHC staff. BGCHC, Greenberg stated, paid annual membership dues to BGCA. BGCHC was also required to use, and did use, BGCA’s name and logo on “everything,” from the building to letterhead to information sent to

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parents and the community, in order “to create a brand . . . that people can rely on, that people feel confident in.”

John Miller, BGCA’s senior vice president of field relations, testified that, as set forth in the provisions of the 1971 constitution quoted above, the National Council, not BGCA, set all membership requirements for local Member Organizations. According to Miller, the National Council was made up of Member Organizations and was supported -- not controlled -- by BGCA: Miller testified that the National Council had the “sole authority to set” membership requirements by majority vote, so all membership requirements had to be agreed upon by “the majority of member organizations.” BGCA was then responsible for managing and enforcing “the membership requirements as they [were] passed by the national council,” but it did not have authority to “make membership requirements on [its] own” or “force” local Member Organizations “to meet any other requirement other than those . . . passed by the national council.”2 Miller additionally testified that local Member

2 Plaintiffs assert that Miller “conceded that BGCA could have imposed a requirement that would have prevented employees and volunteers from using their position with its clubs to invite its child members to their home without another adult present.” That is incorrect. Rather, in response to a series of questions about whether the National Council could have passed a membership requirement preventing employees or volunteers from inviting child members to their homes, Miller stated that the National Council -- not BGCA -- could have done so: “The local organization, independent and autonomous, is a member of the national council, so the majority of those organizations will

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Organizations had “the responsibility and the authority” to hire, evaluate, and train all staff.

Miller also testified that, between 1978 and 1983, even if BGCA “learned that a local club was employing a convicted sex offender,” it “did not have the authority” “to require the local club to remove that person” from their position. This was so because BGCA could not “control what [a local Member] [O]rganization does outside of the membership requirements which they have agreed to abide by.”

After jurisdictional discovery was complete, a different motion judge held that BGCA was subject to specific personal jurisdiction in New Jersey because BGCA “purposefully availed itself of the New Jersey forum” and “that availment relates to the claims by Plaintiffs.” The motion court found that BGCA provided local Member Organizations “marketing support, strategic planning support, leadership development and training, facility, [and] consultations,” and Member Organizations in turn paid dues to BGCA. Member Organizations also used “the BGCA logo and branding” to “benefit from . . . name recognition and public trust.” The motion court held: “BGCA

determine the membership requirements that Boys and Girls [Clubs] of America, the corporate office, can manage and enforce.”

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marketed its youth clubs in New Jersey, and an employee abused a patron. Accordingly, BGCA is subject to personal jurisdiction.”

In a published opinion, the Appellate Division reversed. E.T. v. Boys & Girls Club of Hudson Cnty., 478 N.J. Super. 102, 106 (App. Div. 2024). The Appellate Division agreed with the motion court that “BGCA had contacts with New Jersey through its relationship with” BGCHC, including receiving dues from BGCHC and providing support, training, and leadership development to BGCHC. Id. at 112. It also acknowledged that BGCHC used “the BGCA brand to market its services to the local community” and accessed “BGCA’s programmatic and financial guidance.” Id. at 113. According to the Appellate Division, however, these contacts did not mean “that BGCA availed itself to New Jersey with respect to specific personal jurisdiction regarding plaintiffs’ allegations of Freudenberg’s sexual abuse,” because BGCA’s support of BGCHC did not “relate to Freudenberg’s alleged sexual abuse.” Id. at 112, 114.

The Appellate Division emphasized that there was no evidence “BGCA maintained control over the hiring, training, supervising, or termination of any [BGCHC] employee,” including Freudenberg. Id. at 113. Instead, local Member Organizations “solely hire, evaluate, and train their employees without the oversight of BGCA.” Ibid. In addition, BGCHC’s “executive

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director managed the local club’s operations and reported to the club’s trustees, not to BGCA.” Ibid. The appellate court therefore concluded that New Jersey could not exercise specific personal jurisdiction. Id. at 115.

We granted plaintiffs’ motion for leave to appeal. 260 N.J. 589 (2025).

II.

Plaintiffs argue that the Appellate Division misconstrued “[t]he gravamen” of their claim. According to plaintiffs, the Appellate Division’s conclusion that BGCA had no control over Freudenberg “is a red herring.” Instead, “[t]he gravamen of plaintiffs’ claim . . . [and] the argument here that the Boys and Girls Club of America has purposefully availed itself” of New Jersey “is . . . essentially: You, Boys and Girls Club of America, have oversight, have control, over these local clubs. And you, Boys and Girls Club of America, failed to have policies and procedures in place to prevent the harm here. This entire specific jurisdiction issue that’s before this court depends on this.”3 In plaintiffs’ view, BGCA “has used local Boys and Girls of America clubs to market, sell, and maintain its product throughout the country,

3 The dissent accuses us of mischaracterizing “plaintiffs’ ‘theory,’” and “conflat[ing] the basis of plaintiffs’ tort claims with their argument regarding purposeful availment.” Post at ___ (slip op. at 16-17). Every one of plaintiffs’ arguments discussed in this opinion is quoted directly from their brief in support of their Motion for Leave to Appeal or the oral argument that plaintiffs’ counsel presented to the Court.

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including in New Jersey, since 1956,” and has “profited from the operation of its local clubs in New Jersey and the sale of its product to the children of New Jersey.” “Just as Ford touted its brand across Montana and Minnesota” in Ford Motor Co. v. Montana Eighth Judicial District Court, 592 U.S. 351 (2021), plaintiffs maintain that BGCA required all local Boys and Girls Clubs “to use BGCA’s name and logo ‘on everything’” so that parents would believe the clubs were “safe for their minor children to attend because of the very safety standards, policies, and procedures” that parents “assumed BGCA required [the clubs] to follow.”

BGCA argues this case bears no resemblance to Ford Motor Co.

because, unlike Ford, BGCA does not manufacture, market, or sell any “products” and earns no profits at all. More fundamentally, BGCA maintains, an “alleged failure to adopt policies on sexual abuse does not amount to purposeful availment” of the laws of any particular State. According to BGCA, “a contrary holding would eviscerate the distinction between general and specific jurisdiction” and would subject it to jurisdiction “in any forum where any of its affiliates own and operate a local club -- regardless of the claim.” And even if the failure to adopt a policy could constitute purposeful availment, BGCA contends, it had no ability to adopt the policies plaintiffs allege could have prevented the abuse here, because “only the local clubs

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themselves, working collectively and democratically through the National Council -- and not BGCA -- could pass membership requirements.”

III.

Personal jurisdiction “presents a mixed question of law and fact that must be resolved at the outset, before the matter may proceed.” D.T. v. Archdiocese of Phila., 260 N.J. 27, 41 (2025) (internal quotation marks omitted) (quoting Zahl v. Eastland, 465 N.J. Super. 79, 92 (App. Div. 2020)). We review a trial court’s legal determinations de novo. Ibid. Our review of a “court’s factual findings with respect to jurisdiction,” however, “is limited to determining whether those findings are supported by substantial, credible evidence in the record.” Ibid. (internal quotation marks omitted) (quoting Rippon v. Smigel, 449 N.J. Super. 344, 358 (App. Div. 2017)).

Under Rule 4:4-4(b)(1), a New Jersey court may exercise personal jurisdiction over an out-of-state defendant “consistent with due process of law.” “That Rule ‘effects the so-called long-arm jurisdiction of the State and has been construed as vesting New Jersey’s courts with jurisdiction over non- residents to the outer limits permitted by due process.’” D.T., 260 N.J. at 41 (quoting Pressler & Verniero, Current N.J. Court Rules, cmt. 3.1.1 on R. 4:4-4 (2024)).

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The United States Supreme Court’s modern personal jurisdiction cases have “grappled . . . with the limitations imposed by the Fourteenth Amendment on state courts.” Fuld v. Pal. Liberation Org., 606 U.S. 1, 11 (2025) (emphases omitted). The reason the Fourteenth Amendment’s Due Process Clause constrains when state courts can exercise personal jurisdiction over out- of-state defendants is “a consequence of territorial limitations on the power of the respective States.” Hanson v. Denckla, 357 U.S. 235, 251 (1958). It “ensure[s] that the States[,] through their courts, do not reach out beyond the limits imposed on them by their status as coequal sovereigns in a federal system.” World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 292 (1980). In other words, the Fourteenth Amendment’s Due Process Clause prevents States “from transcending the limits of their authority.” Fuld, 606 U.S. at 15 (quoting United States v. Bennett, 232 U.S. 299, 306 (1914)).

Because we exercise personal jurisdiction to the outer limits permitted by the Fourteenth Amendment’s Due Process Clause, we are bound by United States Supreme Court precedent interpreting those limits. “The Supreme Court has recognized two forms of personal jurisdiction over nonresident defendants: general jurisdiction and specific jurisdiction.” D.T., 260 N.J. at 42. The two are distinct and should not be “[c]onfus[ed] or blend[ed].” Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011).

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“[G]eneral or all-purpose jurisdiction” permits a court to exercise jurisdiction over a nonresident corporation for “‘any and all claims against [it]’” if the corporation’s contacts with the forum State “are so constant and pervasive,” “‘so continuous and systematic as to render [it] essentially at home in the forum State.’” Daimler, 571 U.S. at 122, 127 (second and third alterations in original) (quoting Goodyear, 564 U.S. at 919). A corporation’s “place of incorporation and principal place of business,” each of which is “easily ascertainable,” “are paradig[m] . . . bases for general jurisdiction.” Id. at 137 (alteration in original) (quotation omitted).

In contrast, specific jurisdiction, or “case-linked” jurisdiction, permits a court to exercise jurisdiction over a nonresident corporation if (1) the defendant takes “some act” to “purposefully avail[] itself of the privilege of conducting activities within the forum State, thus invoking the benefits and protections of [that State’s] laws,” Hanson, 357 U.S. at 253; and (2) the claim “‘arise[s] out of or relate[s] to the defendant’s’” purposeful availment of the forum State, Daimler, 571 U.S. at 127 (alterations in original) (quoting Helicopteros Nacionales de Colom., S.A. v. Hall, 466 U.S. 408, 414 n.8 (1984)). If both of these requirements are met, courts then consider whether exercising jurisdiction “would offend ‘traditional notions of fair play and substantial justice.’” Asahi Metal Indus. Co. v. Superior Ct. of Cal., 480 U.S.

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102, 113 (1987) (quoting Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)).

Under the first part of that test, “[t]he ‘substantial connection’ between the defendant and the forum State . . . must come about by an action of the defendant purposefully directed toward the forum State.” Id. at 112 (quoting Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475 (1985)). The defendant must have “deliberately ‘reached out beyond’ its home” and into the forum State in order to purposely avail itself of that State’s laws. Ford Motor Co., 592 U.S. at 359 (quoting Walden v. Fiore, 571 U.S. 277, 285 (2014)). In other words, “absent a duty to act, ‘purposeful availment’ of the privileges of a forum state cannot normally include what a nonresident defendant has failed to do.” Waste Mgmt., Inc. v. Admiral Ins. Co., 138 N.J. 106, 127 (1994) (emphasis omitted).

Under the second part of the test for specific personal jurisdiction, there must be a strong connection between the defendant’s affirmative acts directed toward the forum State and the plaintiff’s lawsuit. See Ford Motor Co., 592 U.S. at 365, 371.

Plaintiffs rely heavily on Ford Motor Co., so we discuss that case in detail. Ford is a “a global auto company . . . incorporated in Delaware and headquartered in Michigan.” Id. at 355. The plaintiffs brought products

22

liability suits against Ford in Montana and Minnesota after accidents that occurred in those States in a Ford Explorer and a Ford Crown Victoria, respectively, caused death and serious injury. Id. at 356. Ford argued that it could only be subject to specific personal jurisdiction in Montana and Minnesota if it had “designed, manufactured, or . . . sold in the State the particular vehicle involved in the accident” -- which it had not. Ibid.

The Supreme Court rejected “Ford’s causation-only approach.” Id. at 361. It quoted the “arise out of or relate to” language discussed above and held that although the “first half of that standard asks about causation . . . the back half, after the ‘or,’ contemplates that some relationships will support jurisdiction without a causal showing.” Id. at 362.

The Court detailed the “strong ‘relationship among the defendant, the forum, and the litigation’” that supported specific jurisdiction in that case: (1) “Ford urge[d] Montanans and Minnesotans to buy its vehicles, including . . . Explorers and Crown Victorias,” “[b]y every means imaginable -- among them, billboards, TV and radio spots, print ads, and direct mail”; (2) Ford Explorers and Crown Victorias were sold “at 36 dealerships in Montana and 84 in Minnesota”; and (3) Ford dealers in Montana and Minnesota “regularly maintain[ed] and repair[ed] Ford cars, including those whose warranties ha[d]

23

long since expired,” which “ma[d]e Ford money.” Id. at 365 (quoting Helicopteros, 466 U.S. at 414).

“In other words, Ford had systematically served a market in Montana and Minnesota for the very vehicles that the plaintiffs allege malfunctioned and injured them in those States.” Ibid. Therefore, the Court held, even though Ford sold the actual cars involved in the accidents outside of Montana and Minnesota, those States’ courts could exercise specific personal jurisdiction over Ford in the product liability suits. Id. at 371.

IV.

We hold that specific personal jurisdiction does not exist over BGCA in this case because plaintiffs’ claims do not arise out of or relate to any act that BGCA affirmatively took in or directed toward New Jersey.

A.

Plaintiffs argue that they have provided “overwhelming evidence that BGCA purposefully availed itself to New Jersey.” We agree with plaintiffs that the evidence uncovered during jurisdictional discovery establishes that BGCA maintained contacts with New Jersey during the relevant time period.

Between 1977 and 1983, BGCA provided BGCHC with “template and sample activities and programming” around topics including “physical education, social recreation, leadership and character development, alcohol

24

abuse and prevention,” and more. BGCA provided support in other areas, including resource development, budgeting, and working with volunteers, including BGCHC’s board. And it made professional development and training opportunities available to BGCHC employees. BGCHC, in turn, paid annual membership dues to BGCA. And BGCHC was required to use, and did use, BGCA’s name and logo on “everything.”

But plaintiffs’ claims do not “arise out of or relate to” those contacts.

This is not a lawsuit brought by BGCHC against BGCA for breach of contract, reimbursement of overpaid dues, or any problem related to the sample activities and programming, support, professional development, or training opportunities that BGCA made available to BGCHC. See, e.g., Burger King, 471 U.S. at 479-80 (holding that a Michigan franchisee of a Florida company was subject to personal jurisdiction in Florida for breach of contract claims related to the franchise agreement).

It is not a trademark or intellectual property suit related to BGCHC’s use of BGCA’s name or logo. See Indianapolis Colts, Inc. v. Metro. Balt. Football Club Ltd. P’ship, 34 F.3d 410, 411-12 (7th Cir. 1994) (holding that personal jurisdiction existed in Indiana over a trademark infringement suit brought by the Indianapolis Colts, previously known as the “Baltimore Colts,” against the

25

Canadian Football League’s Baltimore team, which wanted to call itself the “Baltimore CFL Colts”).

And it is not a suit by a person alleging that an employee or agent of BGCA sexually abused them at a BGCA-sponsored event in New Jersey. It therefore bears no resemblance to the cases cited by the dissent in which “courts in New Jersey and across the country have found specific jurisdiction over out-of-state institutions accused of negligence for failing to prevent childhood sexual abuse.” Post at ___ (slip op. at 20).

Instead, in the cases cited by the dissent, the childhood sexual abuse arose out of or was directly related to specific affirmative acts that the out-of- state defendants took in the forum State. In Doe v. Roman Catholic Diocese of Greensburg, plaintiff sued the Diocese of Greensburg, Pennsylvania in Washington, D.C., alleging he was sexually abused by a priest during “church- sponsored events” the Diocese organized and ran in D.C. 581 F. Supp. 3d 176, 191 (D.D.C. 2022). A federal district court held that specific personal jurisdiction was proper because the Diocese purposefully organized overnight trips to D.C. each year, and the sexual abuse allegedly occurred during those trips. Id. at 191-93.

Similarly, in WCVAWCK-Doe v. Boys & Girls Club of Greenwich, Inc., plaintiff alleged that he was sexually assaulted by another member of the Boys

26

and Girls Club of Greenwich, both at the Club in Connecticut, and once while they were on a fieldtrip to New York as part of the Club’s summer camp. 188 N.Y.S.3d 98, 103 (App. Div. 2023). The New York Appellate Division held that there was no specific personal jurisdiction over the Club in New York for the acts of abuse that allegedly took place in Connecticut. Id. at 110. However, it found that “[t]he Club’s presence in New York was the result of a purposeful, deliberate action on its part of planning a trip to [a New York] amusement park as part of its summer camp program,” and New York could therefore exercise specific personal jurisdiction over the Club “limited to the one act of sexual abuse alleged to have occurred in New York.” Id. at 109-10.

In Doe 1 v. World Wrestling Entertainment, LLC, 811 F. Supp. 3d 706, (D. Md. 2025) and Farrell v. United States Olympic & Paralympic Committee, 567 F. Supp. 3d 378 (N.D.N.Y. 2021), the connection between the claims, the defendants, and the forum States were even stronger. In Doe 1, plaintiffs, who served as “Ring Boys” for World Wrestling Entertainment, LLC (WWE), alleged they were sexually abused by Mel Phillips, a WWE ringside announcer who plaintiffs alleged WWE knew sexually abused “Ring Boys.” 811 F. Supp. 3d at 717-18, 731-32. A federal court held that specific personal jurisdiction against WWE in Maryland was proper because WWE intentionally hosted events in Maryland, and the sexual abuse took place both during and after

27

those WWE events. Id. at 717, 731-32. And in Farrell, a federal district court held that specific personal jurisdiction against U.S. Speedskating (USS) existed in New York because plaintiff alleged that she was sexually abused by someone the court specifically found was acting as an agent for USS at a USS Olympic training facility in New York. 567 F. Supp. 3d at 383, 387-88.

Finally, in Doe 70 v. Diocese of Metuchen, the Appellate Division concluded that the Catholic Diocese of Richmond was subject to specific personal jurisdiction in New Jersey because, after it learned that one of its priests had the “propensity to sexually abuse children,” it intentionally “sen[t]” him to work in New Jersey, and plaintiff alleged he was abused by the priest in New Jersey. 477 N.J. Super. 270, 275-76, 282-83, 286 (App. Div. 2023). Similarly, in DeLonga v. Diocese of Sioux Falls, a federal district court held that specific personal jurisdiction against the Archdiocese of Milwaukee existed in South Dakota because the Archdiocese, after learning that a priest had sexually abused at least two children, offered him a position in Milwaukee, where he allegedly abused plaintiff, and then sent him back to South Dakota, where he allegedly abused plaintiff again. 329 F. Supp. 2d 1092, 1094-99 (D.S.D. 2004).

In each of those cases, the defendants either: (1) purposefully sent a known sexual abuser who worked as its employee or agent to the forum State

28

and the employee or agent then committed the sexual abuse in the forum State; (2) purposefully planned trips to or events in the forum State and the abuse then took place during such a trip or event; or (3) both.

Here, plaintiffs do not allege that BGCA purposefully sent a known sexual abuser, who worked as its employee or agent, to New Jersey. And they do not allege that their abuse took place during a BGCA trip or an event that BGCA purposefully planned in New Jersey.

1.

Instead, according to plaintiffs, their claims “focus[] on a theory that BGCA established youth serving organizations in New Jersey through its local clubs but failed to implement policies and procedures to safeguard and prevent against child sexual abuse against minors that were members of the clubs.” For example, plaintiffs assert that “BGCA could have but did not have a policy that prohibited a volunteer or employee of the local club from taking a minor home or spending time alone” with a minor.

We have never held that a failure to promulgate policies or procedures can constitute purposeful availment. Neither has the United States Supreme Court. Recall that purposeful availment means the defendant takes “some act” to “purposefully avail[] itself of the privilege of conducting activities within the forum State, thus invoking the benefits and protections of [that State’s]

29

laws.” Hanson, 357 U.S. at 253; see also Asahi, 480 U.S. at 112 (for purposes of specific personal jurisdiction, claim must relate to “an action of the defendant purposefully directed toward the forum State” (emphasis omitted)); Ford Motor Co., 592 U.S. at 359 (claim must relate to defendant “deliberately ‘reach[ing] out beyond’ its home” and into the forum State (quoting Walden, 571 U.S. at 285)).

According to the dissent, “[b]oth the U.S. Supreme Court and this Court have repeatedly found purposeful availment in cases where the plaintiff’s underlying claim was based on the defendant’s failure to act.” Post at ___ (slip op. at 17). As to specific personal jurisdiction, unless that action was contractually or statutorily required in the forum State, the dissent is wrong.

Four of the cases the dissent cites stand for the unremarkable proposition that a defendant who enters into a contract with a person or company in the forum State, allows the other party to perform, and then breaches the contract, causing harm in the forum State, is subject to specific personal jurisdiction in a breach of contract suit brought in the forum State.

Burger King involved “a Michigan resident who allegedly had breached a franchise agreement with a Florida corporation by failing to make required payments in Florida.” 471 U.S. at 464. The Supreme Court held that specific personal jurisdiction over the Michigan resident in the Florida breach of

30

contract suit was proper. Id. at 487. In McGee v. International Life Insurance Co., likewise, a California man entered into a contract for life insurance with International Life Insurance Company (International), a Texas corporation. 355 U.S. 220, 221 (1957). The man paid his monthly premiums by mailing checks to International’s Texas office. Id. at 221-22. When the man died, International refused to pay benefits to his beneficiary mother, claiming the man had committed suicide. Id. at 222. The mother sued International in California for breach of contract. Ibid. The Supreme Court held that specific personal jurisdiction over the breach of contract case was proper in California. Id. at 223.

The three cases that the dissent cites from our Court are similar. In McKesson Corp. v. Hackensack Medical Imaging, Hackensack Medical Imaging (HMI) purchased “contrast agents” from a Texas company, leaving over $20,000 in invoices unpaid. 197 N.J. 262, 267-69 (2009). We held that Texas properly exercised specific personal jurisdiction over HMI in the breach of contract suit. Id. at 273-74, 278-79. In Farone v. Habel, defendant and her husband owned a diner in Harrison, New Jersey. 22 N.J. 66, 68 (1956). Plaintiff worked as the manager of the diner. Ibid. After defendant’s husband died, defendant fired plaintiff and took over operation of the diner. Ibid. Plaintiff sued the husband’s estate for $1,875 in unpaid wages. Id. at 69. We

31

held that specific personal jurisdiction existed against defendant as executor in New Jersey because she owned and operated a diner here, and her supervision of the diner was both “for the benefit of the estate” as well as for her personal benefit. Id. at 74; see also Avdel Corp. v. Mecure, 58 N.J. 264, 266-67, 272- 73 (1971) (plaintiff, a New Jersey company, sold rivets to a New York company; when the New York company failed to pay $1,713.50 for “materials sold and delivered” to New York, we held that personal jurisdiction against the New York company was proper in the breach of contract suit brought in New Jersey).

Here, plaintiffs do not allege that BGCA entered into a contract with them in New Jersey that it then breached. In fact, as the dissent points out, BGCA “provides no direct services to youth and has no youth membership,” post at ___ (slip op. at 12), so there could be no contract for BGCA to breach.

The dissent’s final purported “failure to act” case is the foundation of modern personal jurisdiction doctrine: International Shoe. International Shoe was a Delaware corporation with a principal place of business in Missouri that employed “eleven to thirteen salesmen” in Washington State between 1937 and 1940. 326 U.S. at 313. Washington sued to collect “unpaid contributions to the state unemployment compensation fund” that it claimed International Shoe owed under Washington’s Unemployment Compensation Act. Id. at 311-

32

12. It construed the payments as “a tax on the privilege of employing . . . salesmen within the state measured by a percentage of the wages, here the commissions payable to the salesmen,” for “unemployment benefits.” Id. at 321. International Shoe agreed that it employed salespeople to sell shoes in Washington but claimed it could not be subject to personal jurisdiction or required to pay into the fund because it “was not a corporation of the State of Washington and was not doing business within the state.” Id. at 312-14. The Supreme Court disagreed. It held that the “Appellant having rendered itself amenable to suit upon obligations arising out of the activities of its salesmen in Washington, the state may maintain the present suit in personam to collect the tax laid upon the exercise of the privilege of employing appellant’s salesmen within the state.” Id. at 321.

In this context, International Shoe stands for the proposition that if a company employs people in a State, it can be forced to answer a suit in that State for its failure to pay required taxes on those employees’ wages. That would help the dissent if this case had been brought by the State of New Jersey against BGCA for failing to pay required unemployment taxes for New Jersey employees (of which, of course, BGCA has none). It was not.

33

2.

The dissent next claims that “[c]ourts have often -- and uncontroversially -- found specific jurisdiction where a plaintiff brought suit against a defendant for the failure to implement adequate policies, procedures, or trainings.” Post at ___ (slip op. at 19). None of the cases the dissent cites were briefed by any party, likely because each found specific personal jurisdiction when an out-of- state entity took affirmative action in the State, and the plaintiff’s claim arose out of or was related to that affirmative action.

In Ryan v. Newark Group., Inc., the plaintiffs alleged that the defendant general partnership and two of its general partners contaminated plaintiffs’ land and drinking water in Massachusetts when they processed wastewater in Quincy, Massachusetts. 814 F. Supp. 3d 78, 92, 94, 100 (D. Mass. 2025). The district court found that personal jurisdiction in Massachusetts was proper over the general partners and the partnership because the claims arose out of and related to defendants’ in-state wastewater processing. Id. at 99-100.

In Doohan v. CTB Investors, LLC, the plaintiffs alleged that two Maryland companies violated the Telephone Consumer Protection Act, which prohibits the use of “an automated telephone dialing system” to send non- emergency text messages “without the prior express consent of the recipient,” when they sent or coordinated the sending of “unconsented text messages” to

34

Missouri residents advertising a Missouri bar. 427 F. Supp. 3d 1034, 1041-43, 1046 (W.D. Mo. 2019). The district court held the companies were subject to specific personal jurisdiction in Missouri because one owned and managed a Missouri entity that was involved in crafting and sending the illegal text messages, and the other was registered as a foreign company in Missouri and employed Missouri residents to coordinate the text message campaign. Id. at 1047-51.

In Selke v. Germanwings GmbH, Virginia residents bought airline tickets, in Virginia, from an agent (United Airlines) of Germanwings and its parent company Lufthansa. 261 F. Supp. 3d 645, 650-51, 653-54 (E.D. Va. 2017). On one of their flights, the co-pilot “locked himself in the cockpit” and intentionally crashed the plane into the French Alps, killing all six crew members and 144 passengers. Id. at 651. The federal district court held that (1) Germanwings was subject to specific personal jurisdiction in Virginia because it purposefully sold tickets on the flights in question to decedents (plaintiffs’ relatives) through its agent in Virginia; and (2) Lufthansa was subject to specific personal jurisdiction in Virginia because it maintained offices and employees in the State, operated regularly scheduled flights to and from the State, and authorized United to act as its agent to sell the tickets in question in the State. Id. at 650, 653-59.

35

In McCaskey v. Continental Airlines, Inc., the plaintiff’s husband, an Oklahoma resident, suffered a stroke on a Continental flight from Houston, Texas to Newark, New Jersey. 133 F. Supp. 2d 514, 517 (S.D. Tex. 2001). Plaintiff sued MedAire, an Arizona company that contracted with Continental “to provide medical advice in the event of in-flight medical emergencies,” alleging that MedAire’s advice, which allowed the plane to “continue[] to its planned destination” despite her husband’s stroke, caused her husband’s death. Id. at 517, 519 & n.1. The court held that specific personal jurisdiction in Texas was proper because “MedAire entered into a contract with Houston, Texas-based Continental to provide in-flight medical assistance in Texas and elsewhere,” and the plaintiff’s allegations arose out of advice that MedAire provided pursuant to that contract. Id. at 518-21.

In Facebook, Inc. v. Doe, plaintiff, a resident of Texas, alleged that she was a victim of sex trafficking in Texas after her abuser targeted her on Facebook. 650 S.W.3d 748, 758-59 (Tex. App. 2022). She sued Facebook for violating a Texas anti-trafficking statute, alleging that Facebook “intentionally or knowingly benefit[ed] from participating in a venture that traffic[ked] another person.” Id. at 752 & n.2 (quoting Tex. Civ. Prac. & Rem. Code Ann. § 98.002(a)). A Texas court held that personal jurisdiction in Texas was proper because Facebook “does substantial business in Texas; serves the

36

market for its social-networking website in Texas through its employees and offices in Texas; markets its social-networking website in Texas; seeks new users in Texas; [and] accesses and generates substantial profits from Texans’ data,” id. at 757, and plaintiff’s claims related to those activities, id. at 758.

And in Frederic v. Zodiac Development, plaintiff, a Louisiana resident, was injured when installing glass at a building in Louisiana. 839 So. 2d 448, 450 (La. Ct. App. 2003). He sued one of the partners that owned the Louisiana property. Ibid. A Louisiana court found specific personal jurisdiction was proper because the partner was “responsible for the managerial and administrative functions” of the Louisiana property, and the suit “ar[ose] out of and/or . . . related to” those “contacts with Louisiana.” Id. at 454.

In all of these cases, the plaintiffs’ suits arose out of or related to affirmative acts the defendants took in the forum State, including processing wastewater, coordinating an illegal text message campaign, selling airline tickets, entering into a contract and providing medical advice, marketing a product, and managing a building. Most of the cases also involved defendants with significant forum-state operations, and lawsuits that arose out of or related to the actions of defendants’ in-state agents or employees.

Here, plaintiffs do not allege that their claims arise out of or relate to any BGCA employees or agents in New Jersey (of which there were none), any

37

BGCA operations in New Jersey (of which there were none), or even the sale of any BGCA “product” in New Jersey (of which there was none). It is therefore not the majority, but the dissent, whose jurisdictional analysis “is contrary to decades of precedent established by the U.S. Supreme Court, this Court, and other courts throughout the country.” Post at ___ (slip op. at 23).

3.

The dissent analogizes this case to Ford, asserting that “[s]imilar to Ford Motor Company, BGC of America ‘systematically served a market’ in New Jersey” and that, “in serving this market, BGC of America’s ‘product’ of safe spaces for children ‘malfunctioned’ because it failed to prevent multiple acts of childhood sexual abuse over the better part of a decade.” Post at ___ (slip op. at 29-30) (quoting Ford, 592 U.S. at 365). According to the dissent, BGCA’s “branding, like Ford’s advertisements, ‘relates to’ plaintiffs’ claims” because “[j]ust as the Ford plaintiffs ‘may [have] ma[d]e [their] purchase because [they] saw ads for the car in local media,’ so too may plaintiffs have joined [BGCHC] because of their ‘recognition’ of, and ‘trust’ in,” BGCA. Post at ___ (slip op. at 31) (second, third, and fifth alterations in original) (quoting Ford, 592 U.S. at 367). Finally, the dissent asserts, “just as the Ford plaintiffs’ purchase of the defective vehicles led to their respective accidents, plaintiffs likewise claim that their enrollment in a Member Organization with

38

insufficient policies, procedures, and trainings led to eight years of childhood sexual abuse.” Post at ___ (slip op. at 31-32).

The analogy fails. Ford is a for-profit corporation. It sells 2.5 million “new cars, trucks, and SUVs” each year through “over 3,200 licensed [Ford] dealerships” across the United States. 592 U.S. at 355. The Supreme Court held that it “systematically served a market in Montana and Minnesota” by paying for “billboards, TV and radio spots, print ads, and direct mail” urging “Montanans and Minnesotans” to buy Fords. Id. at 365. It also sold its cars through “36 Ford dealerships in Montana and 84 Ford dealerships in Minnesota.” Ibid. The two Ford vehicles in question allegedly malfunctioned in the forum States, causing death and serious injury. Id. at 356. The Supreme Court held that even though the plaintiffs bought their individual Fords out of State and then brought them into the forum States, there was specific personal jurisdiction over Ford in the resulting product liability suits. Id. at 371.

BGCA is a nonprofit organization. It does not sell anything in New Jersey. It has no licensed product dealerships in New Jersey, because it has no product to sell. There was thus no BGCA “product” that could have “malfunctioned.” But see post at ___, ___ (slip op. at 7, 29-30). Jurisdictional discovery revealed not a single billboard, TV or radio spot, print ad, or piece of direct mail that BGCA paid for in New Jersey, so plaintiffs could not have

39

possibly joined BGCHC because of BGCA’s paid advertising. But see post at ___ (slip op. at 31-32). And it was not any BGCA “product” that caused plaintiffs’ injury -- it was sexual abuse. While the Ford plaintiffs alleged that they purchased defective Ford vehicles, plaintiffs here purchased nothing from BGCA. But see post at ___ (slip op. at 32).

4.

The dissent repeatedly asserts that specific personal jurisdiction is proper because BGCA “controlled” BGCHC, and this “control” constitutes purposeful availment, which then “relates to” BGCA’s “alleged failure to protect vulnerable children from sexual abuse.” See post at ___ (slip op. at 24); see also post at ___, ___, ___, ___, ___, ___ (slip op. at 4, 6, 7, 16, 37, 40).

But this contention ignores the facts recited by the motion court. The dissent quotes one sentence from the Consolidated Financial Statements of the Boys and Girls Clubs of America and Subsidiaries for the years ending December 31, 2020 and 2019 for the proposition that BGCA “enters into membership agreements with local Clubs to provide services that ultimately further the mission of [BGCA] yet provide reciprocal value to the Club.” Post at ___ n.3 (slip op. at 11 n.3). But the dissent disregards the next full paragraph quoted by the motion court:

40

The accompanying consolidated financial statements do not include the financial position and operating results of the local member clubs, each of which is an autonomous corporation organized under the laws of the jurisdiction in which it is located. Each local member club operates under a charter granted by BGCA and has its own independent board of directors, which controls the local Boys & Girls Club, its programs, and staff. BGCA, the national organization, does not exercise supervision, direction, or control of these chartered local member clubs.

[(emphases added).]

The dissent’s quotations from Greenberg’s deposition, and the many materials the dissent quotes from that are not in the record, see post at ___ & n.1, ___ & nn.10-12 (slip op. at 8 & n.1, 33-35 & nn.10-12), cannot detract from those essential facts.

Similarly, the dissent’s repeated assertion that BGCA “came into New Jersey to establish,” “provid[e],” and “offer” “place[s] of safe recreation” for New Jersey children, see post at ___, ___, ___ (slip op. at 4, 7, 29), is simply false. BGCA did not establish, provide, or offer a single Boys and Girls Club in New Jersey. Only local member clubs, including BGCHC, did.

B.

At argument, plaintiffs’ counsel argued that “the uniqueness of this case is that the claim is so intertwined with the contact.” The dissent likewise contends that

41

[t]his case is not about haling a national organization into court for any conceivably preventable harm caused by a local branch, regardless of the nature of that national organization’s in-state activities. Rather, it is about the specific failure of an organization that purports to establish “safe haven[s]” for children in “needy areas” -- and promotes itself based upon that promise -- to reasonably ensure that those children remain safe from sexual abuse at its clubs.

[Post at ___ (slip op. at 26) (alteration in original); see also post at ___, ___ (slip op. at 5, 50).]

However, plaintiffs’ counsel explicitly conceded at oral argument that under their theory, specific personal jurisdiction against BGCA would be appropriate in any State in a negligence suit brought by the victim of a motor vehicle crash if the vehicle were driven by an employee or agent of any local Boys and Girls Club, and the victim alleged that BGCA had failed to promulgate safe driving regulations that could have averted the crash. It is hard to see why, in the dissent’s view, that express concession is wrong. But see post at ___ n.9 (slip op. at 25 n.9).

Similarly, it is hard to see how BGCA’s failure to “reasonably ensure that . . . children remain safe” would not create specific personal jurisdiction against BGCA in every State in which it has a local club, as long as a child is injured either at the local club or by a local club’s employee or agent, and the lawsuit alleges that BGCA failed “to take reasonable efforts to secure [the children’s] safety.” See post at ___, ___ (slip op. at 26, 49).

42

The dissent emphasizes that “the ‘core’ of many -- if not most -- of [BGCA’s] membership requirements was the ‘safety of young people’ enrolled at [local clubs] throughout New Jersey and the United States.” See post at ___ (slip op. at 33). However, if that were sufficient to create specific personal jurisdiction, it would subject BGCA to specific personal jurisdiction in all 50 States in any case in which a child’s parents alleged that BGCA’s “safety requirements were not ‘sufficient’” to keep their child safe, and their claim “‘relates to’ this patent insufficiency.” See post at ___ (slip op. at 33).

We agree with BGCA that an alleged failure to keep children safe “does not amount to purposeful availment” of the laws of any particular State. We also agree that “a contrary holding would eviscerate the distinction between general and specific jurisdiction” and would subject BGCA to jurisdiction “in any forum where any of its affiliates own and operate a local club -- regardless of the claim.”

Specific jurisdiction is supposed to be different from general jurisdiction in a key way: it is supposed to “cover[] defendants less intimately connected with a State, but only as to a narrower class of claims.” Ford, 592 U.S. at 359. Here, plaintiffs’ theory would subject BGCA to specific personal jurisdiction in all fifty States, on any claim in which an agent or employee of a local club was alleged to cause some harm, as long as the plaintiff alleged that the harm

43

could have been avoided had BGCA promulgated some kind of policy or procedure.

That is the opposite of specific personal jurisdiction. It is far more expansive than even general jurisdiction. See, e.g., Daimler, 571 U.S. at 136 (“The Ninth Circuit’s . . . theory thus appears to subject foreign corporations to general jurisdiction whenever they have an in-state subsidiary or affiliate, an outcome that would sweep beyond even the ‘sprawling view of general jurisdiction’ we rejected in Goodyear[, 564 U.S. at 929].”); BNSF, 581 U.S. at 414 (general jurisdiction did not exist over BNSF in Montana even though BNSF had “over 2,000 miles of railroad track and more than 2,000 employees in Montana” because “[a] corporation that operates in many places can scarcely be deemed at home in all of them”).

C.

Finally, the dissent explains at length “why ‘fair play and substantial justice’ necessitate a finding of specific jurisdiction in New Jersey.” Post at ___ (slip op. at 7); see also post at ___ (slip op. at 44-49). But to the extent the dissent is arguing that notions of “fair play and substantial justice” can permit a State to exercise specific personal jurisdiction over a defendant in a case that does not arise out of or relate to the defendant’s affirmative contacts with the State, the dissent is wrong.

44

As even the dissent seems to acknowledge, the “third prong of specific jurisdiction,” in which “‘[t]he burden . . . shifts’” to the defendant to “‘present a compelling case that the presence of some other considerations would render jurisdiction unreasonable,’” applies only to a “‘nonresident defendant who has been found to have minimum contacts with the forum’” and only when the lawsuit arises out of or relates to those contacts. See post at ___ & n.17 (slip op. at 44-45 & n.17) (alterations in original) (emphasis added) (quoting McKesson, 197 N.J. at 278). Indeed, we have previously held that “a court may not weigh” the “considerations of fair play and substantial justice . . . until it has found that the defendant has experienced sufficient minimum contacts to satisfy the threshold determination.” Waste Management, 138 N.J. at 121.

Because we find the threshold not met in this case, we do not reach the question of fair play and substantial justice except to note the following. The dissent repeatedly emphasizes that the New Jersey Child Victims Act’s retroactive reopening of the statute of limitations makes “New Jersey the only state in the nation that can hear plaintiffs’ claims.” See post at ___ (slip op. at 47); see also post at ___, ___, (slip op. at 4, 49). And it repeatedly accuses us of abdicating our “obligation to provide a forum of redress to plaintiffs.” Post at ___ (slip op. at 5); see also post at ___, ___ (slip op. at 5-6, 50). To be

45

clear: Plaintiffs’ claims will be heard in New Jersey. They simply will not be heard against BGCA.

V.

We hold that there is no specific personal jurisdiction over BGCA in this case because plaintiffs’ claims do not arise out of or relate to any act that BGCA affirmatively took in or directed toward New Jersey. We therefore affirm the judgment of the Appellate Division.

CHIEF JUSTICE RABNER and JUSTICES PATTERSON, PIERRE-

LOUIS, and NORIEGA join in JUSTICE WAINER APTER’s opinion. JUSTICE HOFFMAN filed a dissent, in which JUSTICE FASCIALE joins.

E.T.,

Plaintiff-Appellant, v.

The Boys and Girls Club of Hudson County, f/k/a, The Jersey City Boys Club,

Defendant, and

Boys and Girls Clubs of America,

Defendant-Respondent.

A.M.,

Plaintiff, v.

Boys and Girls Clubs of Hudson County,

Defendant, and

Boys and Girls Clubs of America,

Defendant.

A.R.,

Plaintiff, v.

Boys and Girls Clubs of America,

Defendant, and

Boys and Girls Clubs of Hudson County f/k/a Jersey City Boys’ Club, and Arthur Freudenberg,

Defendants.

A.R.2,

Plaintiff, v.

Boys and Girls Clubs of America,

Defendant, and

Boys and Girls Club of Hudson County f/k/a Jersey City Boys Club, and Arthur

Freudenberg, Defendants.

E.R., and R.R., Plaintiffs-Appellants, v.

The Boys and Girls Club of Hudson County, f/k/a The Jersey City Boys Club,

Defendant, and

Boys and Girls Clubs of America,

Defendant-Respondent.

J.A., A.M., and G.M., Plaintiffs-Appellants, v.

The Boys and Girls Club of Hudson County, f/k/a, The Jersey City Boys Club,

Defendant,

and

Boys and Girls Clubs of

America,

Defendant-Respondent.

JUSTICE HOFFMAN, dissenting.

This case is about an out-of-state corporation that came into New Jersey to establish “place[s] of safe recreation” for children; allegedly failed to protect those New Jersey children from almost a decade of sexual abuse; and now seeks to evade the jurisdiction of New Jersey’s courts -- the only jurisdiction in which plaintiffs’ claims can be heard.

Plaintiffs allege that the Boys and Girls Club of America (BGC of America) -- which promoted, trained, and, to a significant degree, controlled the Boys and Girls Club of Hudson County (BGC of Hudson County) -- was negligent for “failing to implement sufficient policies and procedures to prevent child sexual abuse” and “failing to train the staff to recognize and prevent child sexual abuse.” The insufficiency of BGC of America’s policies, procedures, and trainings, plaintiffs allege, led to childhood sexual abuse at the hands of a staff member from BGC of Hudson County.

The majority states that recognizing specific jurisdiction over BGC of America would “test[] the limits of personal jurisdiction” and prove “far more expansive than even general jurisdiction.” Ante at ___ (slip op. at 4, 43). The majority is mistaken, and the impact of this error on these plaintiffs is grave. This case is not about haling national organizations into court for any conceivable harm caused by their local affiliates; rather, this case is about the particular failure of an organization that promotes its Member Organizations as “safe haven[s]” for New Jersey children to keep those children safe from sexual abuse. By denying specific jurisdiction, the majority declines to fulfill its obligation to provide a forum of redress to plaintiffs and, in doing so, ignores the history of BGC of America’s significant ties to New Jersey, as well as decades of United States and New Jersey Supreme Court precedent.

In signing into law the New Jersey Child Victims Act, which extended the statute of limitations to allow these plaintiffs to bring these claims, Governor Philip D. Murphy stated: “I cannot deny victims the ability to seek redress in court for sexual abuse that often leaves trauma lasting a lifetime. I am confident that our judicial system is the right forum to assess these claims fairly and impartially.” Governor’s Statement on Signing S. Comm. Sub. for S. 477 (May 13, 2019). We, too, should not deny these victims their only

6

opportunity to seek redress against BGC of America, and we, too, should be just as confident that ours is a correct, fair, and impartial forum.

In Section I.A., I explain how BGC of America purposefully availed itself of the New Jersey forum through significant affirmative acts, including its promotion, control over, and support of BGC of Hudson County and other New Jersey Member Organizations. For example, BGC of Hudson County and other New Jersey Member Organizations were “required to use, and did use, [BGC of America]’s name and logo on ‘everything,’ from the building to letterhead to information sent to parents and the community, in order ‘to create

a brand . . . that people can rely on, that people feel confident in.’” ----

Ante at

___ (slip op. at 12-13). Moreover, BGC of America required BGC of Hudson County and other New Jersey Member Organizations to comply with policies that “had a foundation of safety, safety of young people . . . at [their] core.” And, BGC of America provided training to BGC of Hudson County and other New Jersey Member Organizations, including programming on analogous safety issues, such as “alcohol abuse and prevention.” It is no surprise that both the majority and BGC of America concede that there are New Jersey contacts and focus instead on the relationship between those contacts and plaintiffs’ claims.

Accordingly, in Section I.B., I explain why plaintiffs’ claims both “arise out of” and “relate to” BGC of America’s promotion of, control over, and support of BGC of Hudson County. BGC of America “systematically served a market” in New Jersey by providing “place[s] of safe recreation during the afternoon and evening hours” in “communities where boys have needs and problems.” This “product” allegedly “malfunctioned” by failing to prevent multiple acts of childhood sexual abuse over the better part of a decade. The U.S. Supreme Court’s precedent in Ford Motor Co. v. Montana Eighth Judicial District Court, 592 U.S. 351 (2021), provides ample support for the inescapable conclusion that BGC of America’s failure to establish the “safe haven” it promised “relates to” plaintiffs’ claims.

And, in Section I.C., I explain why “fair play and substantial justice”

necessitate a finding of specific jurisdiction in New Jersey -- plaintiffs’ place of residence at the time of their alleged childhood sexual abuse, the location of the alleged abuse, and the only forum in which plaintiffs’ claims can be heard.

For those reasons, I respectfully dissent.

I.

BGC of America is a national nonprofit organization that aims to create safe environments for child development. According to BGC of America’s 1957 Annual Report, the first “Boys’ Clubs” were created in New England

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during the 1860s to provide “a place of safe recreation during the afternoon and evening hours” to “restless, adventurous boys roaming the streets with nothing to do and getting into trouble because of it.” In its 1964 publication, “Goals of Boys’ Clubs of America Over the Next Decade,” BGC of America recognized that “[s]everal million boys are growing up in the needy areas of our cities and towns throughout the United States” and that it has “a very special interest in these particular youngsters as it is they more than all others who most need the sympathetic help and constructive guidance Boys’ Clubs can provide.” That publication stated that BGC of America’s “FIRST GOAL” is to “bring the services of Boys’ Clubs of America to the largest possible number of new boys throughout the country, especially those in needy areas.” These founding principles endure: today, BGC of America promotes itself as a “safe haven” and claims to provide “safe, inclusive places [where] youth build the skills and resilience to thrive in school, the workplace and in life.”1

1 Zena N-A, Zena’s Safe Haven, Boys & Girls Clubs of Am. (Oct. 2023), https://www.bgca.org/news-stories/2023/October/zenas-safe-haven/; see also Child Safety at Boys & Girls Clubs, Boys & Girls Clubs of Am., https://www.bgca.org/about-us/child-safety/ (last visited July 28, 2026) (noting that “Child Safety Is Job No. 1”; “Ensuring child safety is fundamental to the mission of Boys & Girls Clubs”; and “Clubs provide safety, mentorship and a sense of community during critical out-of-school hours”).

Because BGC of America is incorporated in the District of Columbia and its principal place of business is in Georgia, it is necessary to examine whether a New Jersey court’s jurisdiction over BGC of America would be “consistent with due process of law.” Rule 4:4-4(b)(1). The U.S. Supreme Court has articulated three prongs that must be satisfied for a finding of specific jurisdiction over an out-of-state defendant to comport with the Fourteenth Amendment’s Due Process Clause. First, the defendant must “purposefully avail[] itself of the privilege of conducting activities within the forum State, thus invoking the benefits and protections of its laws.” J. McIntyre Mach., Ltd. v. Nicastro, 564 U.S. 873, 877 (2011) (quoting Hanson v. Denckla, 357 U.S. 235, 253 (1958)). Second, plaintiffs’ claims must “arise out of or relate to the defendant’s contacts with the forum.” Ford, 592 U.S. at 362 (quoting Bristol-Myers Squibb Co. v. Superior Ct. of Cal., 582 U.S. 255, 262 (2017)). Third, the assertion of jurisdiction must “not offend ‘traditional notions of fair play and substantial justice.’” Asahi Metal Indus. Co. v. Superior Ct. of Cal., 480 U.S. 102, 105 (1987) (quoting Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)).

BGC of America satisfies each of these three requirements in this case, which I address in turn.

A.

The first prong of specific jurisdiction, purposeful availment, is satisfied where an out-of-state defendant has “purposefully established minimum contacts within the forum” by “deliberately . . . engag[ing] in significant activities within a State,” or by “creat[ing] continuing obligations between [itself] and residents of the forum.” Burger King Corp. v. Rudzewicz, 471 U.S. 462, 474-76 (quotations omitted).

I first show that BGC of America purposefully availed itself of the New Jersey forum through its numerous and consistent in-state contacts.2 I then address the majority’s concern over finding purposeful availment where a defendant “fail[s] to promulgate policies or procedures.” Ante at ___ (slip op. at 28).

2 Neither this Court nor the U.S. Supreme Court has addressed the relevant timeframe for assessing minimum contacts. See generally Todd David Peterson, The Timing of Minimum Contacts, 79 Geo. Wash. L. Rev. 101, 133- 42 (2010). For purposes of this dissenting opinion, “[a]lthough [my] minimum contacts analysis focuses on the time-frame leading up to [the alleged abuse], [I] consider subsequent conduct by [BGC of America] for the limited purpose of supporting reasonable inferences that relate back to its conduct at the critical time.” Nicastro v. McIntyre Mach. Am., Ltd., 399 N.J. Super. 539, 548 (App. Div. 2008), aff’d, 201 N.J. 48 (2010), rev’d, 564 U.S. 873 (2011).

1.

The majority begins its analysis by conceding that “the evidence uncovered during jurisdictional discovery establishes that [BGC of America] maintained contacts with New Jersey during the relevant time period.” Ante at ___ (slip op. at 23). At oral argument, BGC of America’s counsel agreed: “We don’t dispute that there’s some level of purposeful availment.” The Appellate Division likewise found that BGC of America “had contacts with New Jersey through its relationship with the Hudson County BGC.” E.T. v. Boys & Girls Club of Hudson Cnty., 478 N.J. Super. 102, 112 (App. Div. 2024).

Those concessions are unsurprising. BGC of America achieves its nationwide purpose by reaching directly into states like New Jersey and establishing contractual relationships (i.e., “membership agreements”) with Member Organizations like BGC of Hudson County.3 In establishing safe

3 The symbiotic value of this long-standing contractual relationship is made clear by the “Consolidated Financial Statements” of the Boys and Girls Clubs of America and Subsidiaries for the years ending December 31, 2020 and 2019: “[BGC of America] enters into membership agreements with local Clubs to provide services that ultimately further the mission of [BGC of America] yet provide reciprocal value to the Club.” See also Calabrese v. Policemen’s Benev. Ass’n, 157 N.J. Super. 139, 147 (Law Div. 1978) (“The constitution and by-laws of a voluntary association become part of the contract entered into by a member when he joined such association.”).

environments for the “health, social, educational, vocational, and character development” of children, BGC of America asserts that it “provides no direct services to youth and has no youth membership.” Rather, its 1971 constitution states that BGC of America’s “purposes shall be achieved by providing . . . assistance to communities in the establishment of new Boys’ Clubs,” such as those in New Jersey and elsewhere.

According to BGC of Hudson County’s former Executive Director, Gary Greenberg, between 1977 and 1983, this tangible “assistance” from BGC of America included “templates and sample activities and programming includ[ing] physical education, social recreation, leadership and character development, . . . and other activities,” as well as, notably, programs designed to deal with “alcohol abuse and prevention.” BGC of America further assigned field service representatives and directors of development to BGC of Hudson County that were “always available for support.” Per BGC of America’s Senior Vice-President of Field Services, John Miller, “part of the benefit of being a member of this federated organization are services that are provided to those members, everything from marketing support, strategic planning support, leadership development and training, [and] facility consultations.”

In exchange for these resources, BGC of Hudson County submits to BGC of America’s membership requirements, which set numerous standards for Member Organizations’ operations and governance. Between 1976 and 1984, BGC of America’s standards required BGC of Hudson County and other New Jersey Member Organizations to: “be identifi[able] as a Club for boys”; have the words “Boys’ Club” in their titles; and display the BGC of America emblem “on the outside of [their] buildings” and “on all appropriate printed matter.”

BGC of America’s 1981 Manual on Boys Club Operations explained that this branding was mutually “advantageous” to BGC of America and its Member Organizations, as it “gives the visual unity needed for widespread national recognition and awareness” and “indicates that the club maintains recognized national standards and programs, leadership and facilities and is backed up by a representative board of nationally and locally respected citizens.” Greenberg recognized that this requirement was designed “to create a brand . . . that people can rely on, that people feel confident in, that [creates] a sense of uniformity wherever Boys and Girls Clubs are.” Likewise, Miller noted that BGC of America’s required branding has “market value in terms of name recognition and public trust.”

BGC of America’s other membership requirements were comprehensive and rigorous. BGC of Hudson County had to submit a financial audit and a report of its organization, membership, activities, and attendance to BGC of America annually, as well as a “separate self-evaluation . . . based on standards approved by the National Council” every three years. BGC of Hudson County staff were required by BGC of America to be “qualified in personality, character, experience, education and training for the leadership and guidance of boys.” BGC of Hudson County was also required to maintain “a satisfactory program of varied and diversified activities” in clubhouse facilities “maintained in a satisfactory state of cleanliness and sanitation” and made available to club members “at least ten months in the year, five days per week and four hours per day.” Per Greenberg, BGC of America provided “guidance as to what physically would need to be in a Boys and Girls Club” and “had to approve of the area and spaces in which the programs of the club would be carried out.” According to Miller, many of these membership requirements “had a foundation of safety, safety of young people, safety of staff members at [their] core.”

BGC of America also benefited financially from its relationship with BGC of Hudson County and its other Member Organizations. As the majority notes, “[b]eginning in 1971,” “[a]nnual dues from all Member Organizations

15

across the country accounted for approximately 17% of BGCA’s budget.” Ante at ___ (slip op. at 12).

During this period, BGC of America worked to dramatically expand its number of Member Organizations -- in New Jersey and elsewhere. In its 1964 publication, “Goals of Boys’ Clubs of America Over the Next Decade,” BGC of America stated that its “objective” was the establishment of “1,889 NEW Boys’ Club units,” which, when added to the “existing 635 Boys’ Club units,” would “serv[e] some 2 1/4 million boys.” According to the New Jersey Department of the Treasury’s website, BGC of America now supports twenty- seven Boys and Girls Clubs in New Jersey; seven of these still-active clubs were incorporated prior to 1976.4 The above facts confirm that BGC of America purposefully availed itself of the privilege of conducting its activities in New Jersey. BGC of America’s symbiotic and codependent contractual relationships with BGC of Hudson County, as well as its other New Jersey Member Organizations, demonstrate its desire to “deliberately reach[] out beyond its home” and “enjoy[] the

4 Business Name Search, N.J. Dep’t of the Treasury Div. of Revenue & Enter. Servs., https://www.njportal.com/DOR/BusinessNameSearch/ Search/BusinessName (last visited July 28, 2026) (search for “boys % girls club”). Screenshots of the Department of the Treasury’s website were submitted as part of the record.

benefits and protection of [New Jersey’s] laws.” Ford, 592 U.S. at 359-60 (quotations omitted). These mutually advantageous contractual relationships “created continuing obligations between [BGC of America] and residents of the forum.” Burger King, 471 U.S. at 476 (quotation omitted). BGC of America’s promotion, control over, and support of BGC of Hudson County and its other New Jersey Member Organizations simply cannot be dismissed as the type of “random, isolated, or fortuitous” contacts that do not support specific jurisdiction. Ford, 592 U.S. at 359 (quoting Keeton v. Hustler Mag., Inc., 465 U.S. 770, 774 (1984)). Rather, these New Jersey contacts were part of BGC of America’s systematic, intentional, and ambitious effort to grow its membership -- and its corresponding revenue -- “throughout the United States.” 36 U.S.C. § 31102.

2.

After discarding the above contacts as not “relating to” plaintiffs’ claims -- a conclusion I refute in Section B below -- the majority returns to the purposeful availment prong to reject what it characterizes as plaintiffs’ “theory” that “a failure to promulgate policies or procedures can constitute purposeful availment.” Ante at ___ (slip op. at 28) (internal quotation omitted).

That is not plaintiffs’ “theory.”

The majority conflates the basis of plaintiffs’ tort claims with their argument regarding purposeful availment. As the majority notes, “according to plaintiffs, their claims ‘focus[] on a theory that [BGC of America] . . . failed to implement policies and procedures to safeguard and prevent against child sexual abuse.’” Ante at ___ (slip op. at 28) (first alteration in original) (emphasis added). Contrastingly, plaintiffs’ theory of purposeful availment relies on BGC of America’s significant affirmative in-state contacts, “including [BGC of America]’s marketing, sale, and maintenance of its product.” Contrary to the majority’s characterization, plaintiffs have not once argued that a failure to implement policies, procedures, or trainings can alone satisfy purposeful availment.5 Both the U.S. Supreme Court and this Court have repeatedly found purposeful availment in cases where the plaintiff’s underlying claim was based on the defendant’s failure to act. E.g., Burger King, 471 U.S. 462 (failure to

5 It is the majority that offers support for the idea that a failure to act can, by itself, actually constitute purposeful availment. It states: “absent a duty to act, ‘purposeful availment’ of the privileges of a forum state cannot normally include what a nonresident defendant has failed to do.” Ante at ___ (slip op. at 21) (emphasis added) (quoting Waste Mgmt., Inc. v. Admiral Ins. Co., 138 N.J. 106, 127 (1994)). Here, plaintiffs have consistently alleged that BGC of America “had a duty to exercise reasonable care in the training of counselors, employees, volunteers and staff in the prevention of sexual abuse and protection of the safety of children in its care.”

pay franchise fees); McGee v. Int’l Life Ins. Co., 355 U.S. 220 (1957) (failure to pay out life insurance claim); Int’l Shoe Co., 326 U.S. 310 (failure to pay employment tax); McKesson Corp. v. Hackensack Med. Imaging, 197 N.J. 262 (2009) (failure to pay invoice for medical supplies); Avdel Corp. v. Mecure, 58 N.J. 264 (1971) (failure to pay for construction materials); Farone v. Habel, 22 N.J. 66 (1956) (failure of executor to pay money owed by estate). In these cases -- and consistent with plaintiffs’ argument -- specific jurisdiction was found because of the defendant’s other, affirmative in-state contacts, regardless of the characterization of plaintiff’s claim.

Indeed, framing the alleged inadequacy of BGC of America’s policies, procedures, and trainings as a “failure” rather than an affirmative “act” is immaterial in the context of a specific jurisdiction analysis. For example, in Haw v. National Collegiate Athletic Ass’n, the Maryland Appellate Court found that a plaintiff claiming the defendant was negligent in “fail[ing] to establish an effective concussion-management protocol,” “[wa]s not attempting to rely on the absence of activity to establish minimum contacts,” but rather “ha[d] identified activities of the [defendant] purposefully directed at Maryland,” including “rules and guidelines related to the health and safety of players.” 309 A.3d 64, 105 (Md. App. Ct. 2024).

Haw is not an outlier. Courts have often -- and uncontroversially --

found specific jurisdiction where a plaintiff brought suit against a defendant for the failure to implement adequate policies, procedures, or trainings. E.g., Ryan v. Newark Grp., Inc., 814 F. Supp. 3d 78, 105 (D. Mass. 2025) (finding specific jurisdiction where plaintiffs alleged defendant was negligent “by failing to institute proper procedures and training to prevent, minimize, and/or promptly and effectively respond to the release of PFAS from its waste products into the environment”); Doohan v. CTB Invs., LLC, 427 F. Supp. 3d 1034, 1043 (W.D. Mo. 2019) (finding specific jurisdiction where plaintiffs alleged a statutory violation for defendant’s “fail[ure] to implement adequate procedures to prevent calls or text messages to persons who request not to receive calls or text messages”); Selke v. Germanwings GmbH, 261 F. Supp. 3d 645, 651 (E.D. Va. 2017) (finding specific jurisdiction where “[p]laintiffs allege[d] that by not maintaining safety measures requiring two crew members . . . [defendants] negligently operated Flight 9525”); McCaskey v. Cont’l Airlines, Inc., 133 F. Supp. 2d 514, 519 n.1 (S.D. Tex. 2001) (finding specific jurisdiction where plaintiff alleged defendant was negligent for its “failure to train its employees and/or its failure to implement and/or comply with proper protocols”); Facebook, Inc. v. Doe, 650 S.W.3d 748, 755 (Tex. Ct. App. 2022) (finding specific jurisdiction where plaintiff alleged defendant violated a

20

human-trafficking statute by failing to provide “public service announcements regarding the dangers of entrapment, grooming, and recruiting methods used by sex traffickers”); Frederic v. Zodiac Dev., 839 So. 2d 448, 454 (La. Ct. App. 2003) (finding specific jurisdiction where plaintiff alleged defendant was negligent for “the delegation of power and responsibility to incompetent personnel as well as [the] alleged failure to provide . . . proper work instructions and safety procedures”). I can find no basis to contravene this well-established precedent.

Likewise, courts in New Jersey and across the country have found specific jurisdiction over out-of-state institutions accused of negligence for failing to prevent childhood sexual abuse. See, e.g., Doe 70 v. Diocese of Metuchen, 477 N.J. Super. 270 (App. Div. 2023); Doe 1 v. World Wrestling Ent., LLC, 811 F. Supp. 3d 706 (D. Md. 2025); Doe v. Roman Cath. Diocese of Greensburg, 581 F. Supp. 3d 176 (D.D.C. 2022); Farrell v. U.S. Olympic & Paralympic Comm., 567 F. Supp. 3d 378 (N.D.N.Y. 2021); DeLonga v. Diocese of Sioux Falls, 329 F. Supp. 2d 1092 (D.S.D. 2004); WCVAWCK- Doe v. Boys & Girls Club of Greenwich, Inc., 188 N.Y.S.3d 98 (App. Div. 2023).

The majority dedicates much of its analysis to distinguishing the above cases. See ante at ___ (slip op. at 25-36). These distinctions, however, do

21

little to address the underlying legal principles of these cases, and the significance of these distinctions is overstated.

The majority asserts that the above cases from the U.S. Supreme Court and this Court are distinguishable because the plaintiffs in those cases asserted contractual or statutory claims. See ante at ___ (slip op. at 29-32). Likewise, it asserts that the above childhood sexual abuse cases are distinguishable because “plaintiffs do not allege that [BGC of America] purposefully sent a known sexual abuser . . . to New Jersey” or “allege that their abuse took place during a [BGC of America] trip or an event that [BGC of America] purposefully planned in New Jersey.” Ante at ___ (slip op. at 28). And it even goes on to distinguish Ford on the ground that “Ford is a for-profit corporation,” whereas “[BGC of America] is a nonprofit organization.”6 Ante at ___ (slip op. at 38).

6 The majority also attempts to distinguish the above cases regarding failures to implement adequate policies, procedures, or trainings “because each found specific personal jurisdiction when an out-of-state entity took affirmative action in the State, and the plaintiff’s claim arose out of or was related to that affirmative action.” Ante at ___ (slip op. at 33). But that is precisely what happened here: plaintiffs’ alleged childhood sexual abuse “arose out of or related to” the allegedly deficient policies, procedures, and trainings BGC of America “affirmative[ly]” targeted at the New Jersey forum. See infra § I.B.

But the Due Process clause does not distinguish its specific jurisdiction requirements based on whether a plaintiff’s claims stem from a contract or statute, as opposed to a tort.7 Nor does it require one set of rules for childhood sexual abuse occurring at an event sponsored by a defendant and another for childhood sexual abuse occurring at a building branded by a defendant. And it certainly does not announce separate rules for for-profit and nonprofit corporations.8 Rather, in all cases, it simply requires (1) purposeful availment,

7 In emphasizing that the above cases from the U.S. Supreme Court and this Court involve an “action [that] was contractually or statutorily required in the forum State,” ante at ___ (slip op. at 29), the majority seems to suggest that an entirely different set of jurisdictional requirements apply to tort claims -- or, at the very least, tort claims stemming from nonfeasance (i.e., a harmful omission) as opposed to misfeasance (i.e., a harmful affirmative act). There is no support for basing a specific jurisdiction analysis on such a distinction, as the U.S. Supreme Court has consistently “reject[ed] any talismanic jurisdictional formulas.” Burger King, 471 U.S. at 485.

A test relying on a nonfeasance/misfeasance formulation would be particularly poor. As Justice Cardozo observed: “A time-honored formula often phrases the distinction as one between misfeasance and nonfeasance. Incomplete the formula is, and so at times misleading.” H.R. Moch Co. v. Rensselaer Water Co., 159 N.E. 896, 898 (N.Y. 1928). Such a formulation would unnecessarily and illogically disallow specific jurisdiction over a vast subset of tort claims. That formulation would also be unworkable: it would allow, for example, specific jurisdiction over a car manufacturer that included defective airbags in its vehicle but disallow specific jurisdiction if the same manufacturer failed to include airbags at all.

8 “There is no general policy or special consideration providing any type of deference for nonprofits that commit tortious behavior from avoiding being

(2) a relationship between plaintiff’s claims and defendant’s in-state contacts, and (3) fair play and substantial justice. Those requirements, as I discuss at length, are satisfied here. Moreover, as this Court has observed: “If lower courts felt free to limit Supreme Court opinions precisely to the facts of each case, then our system of jurisprudence would be in shambles, with litigants, lawyers, and legislatures left to grope aimlessly for some semblance of reliable guidance.” State v. Rose, 206 N.J. 141, 183 (2011) (quoting McCoy v. Mass. Inst. of Tech., 950 F.2d 13, 19 (1st Cir. 1991)).

The majority’s concern over finding purposeful availment where a defendant “fail[ed] to promulgate policies or procedures,” ante at ___ (slip op. at 28), is without merit. To the extent the majority means to preclude the exercise of specific jurisdiction whenever a plaintiff’s claim is based on a defendant’s failure to act, regardless of the quantum of contacts and their relationship to the claim at hand, the majority’s holding is contrary to decades of precedent established by the U.S. Supreme Court, this Court, and other courts throughout the country.

haled to court.” Christie v. Nat’l Inst. for Newman Stud., 258 F. Supp. 3d 494, 508 (D.N.J. 2017).

B.

Turning to the second prong of specific jurisdiction, plaintiffs’ claims “arise out of or relate to” BGC of America’s contacts with the New Jersey forum. The U.S. Supreme Court has clarified that the “first half of that standard asks about causation; . . . the back half, after the ‘or,’ contemplates that some relationships will support jurisdiction without a causal showing.” Ford, 592 U.S. at 362.

After explaining how plaintiffs’ claims satisfy both “hal[ves]” of this test, I address the majority’s related proposition that BGC of America could not exert “control” over BGC of Hudson County or its safety policies. See ante at ___ (slip op. at 39).

1.

BGC of America’s purpose of creating “a place of safe recreation” for children in “needy areas” -- achieved through its promotion, control over, and support of BGC of Hudson County and other New Jersey Member Organizations -- “relates to” their alleged failure to protect vulnerable children from sexual abuse.

The majority fears that finding specific jurisdiction here “would eviscerate the distinction between general and specific jurisdiction and would subject [BGC of America] to jurisdiction in any forum where any of its

25

affiliates own and operate a local club -- regardless of the claim.” Ante at ___ (slip op. at 42) (internal quotation marks omitted). An identical concern was raised by Ford Motor Company in Ford. See Pet’r’s Br. 25-26, Ford Motor Co., 592 U.S. 351 (Nos. 19-368 & 19-369) (comparing the plaintiffs’ non- causation test to “a ‘sprawling view of general jurisdiction’ that would make ‘any substantial manufacturer or seller of goods . . . amenable to suit, on any claim for relief, wherever its products are distributed’” (quoting Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 929 (2011))). Not a single U.S. Supreme Court Justice agreed with Ford’s argument. I, too, do not find this argument persuasive.9

9 To the extent the majority is searching for a limiting principle here, it need not be concerned. A faithful application of Ford “does not mean anything goes. In the sphere of specific jurisdiction, the phrase ‘relate to’ incorporates real limits, as it must to adequately protect defendants foreign to a forum.” 592 U.S. at 362.

The majority pictures that, under this dissent’s reasoning, “specific personal jurisdiction against [BGC of America] would be appropriate in any State in a negligence suit brought by the victim of a motor vehicle crash if the vehicle was driven by an employee or agent of any local Boys and Girls Club, and the victim alleged that [BGC of America] had failed to promulgate safe driving regulations that could have averted the crash.” Ante at ___ (slip op. at 41). But the majority finds no support for painting with such a broad brush. An analysis of specific jurisdiction “is not susceptible of mechanical application; rather, the facts of each case must be weighed to determine whether the requisite ‘affiliating circumstances’ are present.” Kulko v. Superior Ct. of Cal., 436 U.S. 84, 92 (1978). The particular facts of BGC of America’s in-state contacts, as well as the motor vehicle accident victim’s

This case is not about haling a national organization into court for any conceivably preventable harm caused by a local branch, regardless of the nature of that national organization’s in-state activities. Rather, it is about the specific failure of an organization that purports to establish “safe haven[s]” for children in “needy areas” -- and promotes itself based upon that promise -- to reasonably ensure that those children remain safe from sexual abuse at its clubs.

Just as a driver trusts her vehicle to safely transport her from one place to another, caregivers “throughout the United States” entrust BGC of America, through Member Organizations like BGC of Hudson County, to safely supervise their children’s “health, social, educational, vocational, and character development.” 36 U.S.C. § 31102. There is therefore a robust relationship between the BGC of America’s contacts and its alleged negligent failure to establish adequate child safety policies. Ford illustrates this relationship.

a.

In Ford, two plaintiffs, in Montana and Minnesota, respectively, brought negligence claims against Ford Motor Company for injuries resulting from

particular allegations, would govern whether specific jurisdiction would be appropriate in such a case.

alleged defects in their vehicles. 592 U.S. at 356. Crucially, neither vehicle was designed, manufactured, or sold in either state; rather, “[o]nly later resales and relocations by consumers had brought [those particular] vehicles to Montana and Minnesota.” Id. at 356-57.

While plaintiffs argued that Ford’s in-state contacts nonetheless related to their accidents, Ford argued that specific jurisdiction would be appropriate “only if the defendant’s forum conduct gave rise to the plaintiff[s’] claims.” Id. at 361.

The U.S. Supreme Court rejected this “causation-only approach,”

finding specific jurisdiction appropriate because “Ford had advertised, sold, and serviced those two car models in both States for many years.” Id. at 361, 365. The Court emphasized that “specific jurisdiction attaches . . . when a company like Ford serves a market for a product in the forum State and the product malfunctions there” and that “Ford had systematically served a market in Montana and Minnesota for the very vehicles that the plaintiffs allege malfunctioned and injured them in those States. So there is a strong ‘relationship among the defendant, the forum, and the litigation’ -- the ‘essential foundation’ of specific jurisdiction.” Id. at 363, 365 (quoting Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 414 (1984)).

The Court reasoned that Ford’s contacts may have induced plaintiffs to purchase the vehicles because they “saw ads for the car in local media” or “may [have] take[n] into account [the] raft of Ford’s instate activities designed to make driving a Ford convenient there: that Ford dealers stand ready to service the car; that other auto shops have ample supplies of Ford parts; and that Ford fosters an active resale market for its old models.” Id. at 367. The Court continued:

The plaintiffs here did not in fact establish, or even allege, such causal links. . . . But the possibilities listed above -- created by the reach of Ford’s Montana and Minnesota contacts -- underscore the aptness of finding jurisdiction here, even though the cars at issue were first sold out of state.

[Ibid.]

Thus, even though there was no causal link between Ford’s in-state actions and the alleged negligent conduct at issue, the mere “possibilit[y]” that Ford’s contacts may have persuaded plaintiffs’ purchase of the defective cars was sufficient to grant specific jurisdiction.

b.

The U.S. Supreme Court’s holding in Ford invariably leads to a finding that plaintiffs’ claims “arise out of” or -- at a minimum -- “relate to” BGC of America’s New Jersey contacts. Similar to Ford Motor Company, BGC of

America “systematically served a market” in New Jersey, -

see

--id.

- at 365, by,

per its 1957 Annual Report, offering “place[s] of safe recreation during the afternoon and evening hours” in “communities where boys have needs and problems.”

The majority’s attempts to distinguish Ford are ineffective. The majority notes that “Ford is a for-profit corporation,” whereas BGC of America “is a nonprofit organization.” Ante at ___ (slip op. at 38). But plaintiffs’ claims relate to BGC of America’s allegedly inadequate policies, procedures, and trainings for the prevention of childhood sexual abuse -- not BGC of America’s 501(c)(3) status. See Christie, 258 F. Supp. 3d at 508 (“There is no general policy or special consideration providing any type of deference for nonprofits that commit tortious behavior from avoiding being haled to court.”).

The majority further asserts that BGC of America “has no licensed product dealerships in New Jersey, because it has no product to sell.” Ante at ___ (slip op. at 38). But the fact that BGC of America did not sell a literal malfunctioning car does not make the principles of Ford any less relevant. See Benally on Behalf of Benally v. Amon Carter Museum of W. Art, 858 F.2d 618, 623 (10th Cir. 1988) (“When a wrong results from purposeful, organized activity, in terms of a state’s interest in redressing harm to its citizens, it makes little difference whether that activity was of a commercial character or not.”).

Likewise, BGC of America asserts that it “earns no profits at all.” Ante at ___ (slip op. at 17). But BGC of America’s business model is premised on the creation of new Membership Organizations, like BGC of Hudson County, “throughout the United States.” 36 U.S.C. § 31102. As noted above, supra § I.A.1., dues from BGC of Hudson County and other Member Organizations accounted for slightly over one-sixth of BGC of America’s annual budget. In fact, during the relevant period, BGC of America sought to quadruple its number of Member Organizations. That goal was basically accomplished in New Jersey: there are currently twenty-seven Member Organizations in New Jersey, as compared to the seven that existed prior to 1976.

Plaintiffs allege that, in serving this market, BGC of America’s “product” of safe spaces for children “malfunctioned” because it failed to prevent multiple acts of childhood sexual abuse over the better part of a decade. Specifically, and as elaborated upon below, BGC of America’s (i) branding, (ii) membership requirements, and (iii) proffered trainings and programming “relate to” the failure to protect plaintiffs from the sexual abuse they allegedly endured as children.

i.

First, BGC of America’s branding, like Ford’s advertisements, “relates to” plaintiffs’ claims. According to former Executive Director Greenberg,

BGC of America’s logo was on “everything” at BGC of Hudson County, from the “signage outside on the front of the building” to “our letterhead . . . on information that we send to the parents and to the community at large.” Consistent with BGC of America’s aim to expand its membership, BGC of America’s Senior Vice President Miller confirmed that “the purpose of this [branding] requirement was to help build the [BGC of America] movement by making sure that kids, parents and the local community knew that the local club was a part of [BGC of America].” He further explained that BGC of America’s logo “has both market value in terms of name recognition and public trust.” (emphases added). And, BGC of America’s 1981 Manual on Boys Club Operations states that the BGC of America logo “indicates that the club maintains recognized national standards and programs, leadership and facilities and is backed up by a representative board of nationally and locally respected citizens.”

Just as the Ford plaintiffs “may [have] ma[d]e that purchase because [they] saw ads for the car in local media,” 592 U.S. at 367, so too may plaintiffs have joined BGC of Hudson County because of their “recognition” of, and “trust” in, BGC of America’s “national standards and programs” -- many of which were geared toward ensuring the safety and security of children. And, just as the Ford plaintiffs’ purchase of the defective vehicles

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led to their respective accidents, plaintiffs likewise claim that their enrollment in a Member Organization with insufficient policies, procedures, and trainings led to eight years of childhood sexual abuse.

At oral argument, BGC of America’s counsel argued that “obviously there is a benefit in having a national brand in that it will encourage people to use the benefits of the local clubs” but that “the logo and the branding itself don’t say anything specifically about safety.” This argument strains credulity: the mere fact that the word “safety” is not written into the BGC of America logo cannot mean that the BGC of America has abandoned this core element of its mission. BGC of America’s founding purpose was to create “place[s] of safe recreation,” and it continues to promote itself as a “safe haven” for children. As Greenberg noted, the national logo is part of “a brand . . . that people can rely on . . . that [creates] a sense of uniformity wherever Boys and Girls Clubs are . . . . that people have confidence in and believe in.”

ii.

Second, BGC of America’s other 1971 membership requirements similarly “relate to” plaintiffs’ claims. Indeed, Miller concedes such a relationship. When asked if BGC of America had ever specifically adopted membership requirements “to help protect the children . . . from the danger of being sexually abused,” he stated:

Obviously there was some membership requirements in place prior to that regarding compliance with state, local, state and federal law. There were requirements around facility and spaces to ensure safety of young people. I think there w[as] the implementation of a self[-]evaluation of the [Member O]rganization. Those were elements that had a foundation of safety, safety of young people, safety of staff members at its core.

[(emphases added).]

In other words, the “core” of many -- if not most -- of BGC of America’s membership requirements was the “safety of young people” enrolled at BGC of Hudson County, as well as other Member Organizations throughout New Jersey and the United States.

Plaintiffs specifically allege that these safety requirements were not “sufficient” and that the sexual abuse they suffered “relates to” this patent insufficiency. A comparison of BGC of America’s 1971 and current membership requirements clearly illustrates this point. For instance, in 1971, BGC of America directed BGC of Hudson County to “render a report annually of its organization, membership, activities, attendance and finances to [BGC of America].” Today, BGC of America additionally requires “[e]ach organization [to] undergo an annual organizational and site safety assessment.”10 In 1971,

10 Key Governance Documents, Boys & Girls Clubs of Am. at 19 (last amended May 17, 2024) https://bgcaboards.org/wp-content/uploads/ 2024/08/BGCA-Key-Governance-Documents.pdf. While these documents

BGC of America mandated that BGC of Hudson County workers be “qualified in personality, character, experience, education and training for the leadership and guidance of boys.” BGC of America currently requires “all staff members and volunteers with direct, repetitive interaction with young people” to become qualified in “child abuse prevention,” “mandated reporting,” and “grooming prevention.”11 In 1971, BGC of America required BGC of Hudson County’s facilities to “be identifi[able] as a Club for boys” and “maintained in a satisfactory state of cleanliness and sanitation.” Current facility standards direct BGC of Hudson County to “prominently display . . . ethics hotline, crisis

were not included in the record, BGC of America’s counsel made repeated references during oral argument to “polic[ies] at the national level that dealt with child abuse prevention” enacted after 1984. Likewise, Miller referenced “continued quality improvement” to membership requirements throughout “the early 90’s, mid 90’s, early 2000’s, obviously mid 2000’s, late 2000’s.” And, the trial court’s June 2, 2022 opinion denying BGC of America’s motion to dismiss discussed safety policies listed on BGC of America’s website. Because BGC of America’s current governing documents have been consistently referenced throughout the course of litigation, and because the veracity of these documents “cannot reasonably be the subject of dispute” or “be reasonably questioned,” judicial notice pursuant to N.J.R.E. 202(b) and 201(b)(2) to (3) is appropriate. See In re Freshwater Wetlands Statewide Gen. Permits, 185 N.J. 452, 457 n.2 (2006); Lindquist v. City of Jersey City Fire Dep’t, 175 N.J. 244, 273 (2003). 11 Key Governance Documents, Boys & Girls Clubs of Am. at 19 (last amended May 17, 2024) https://bgcaboards.org/wp-content/uploads/2024/ 08/BGCA-Key-Governance-Documents.pdf.

text-line and safety helpline information.”12 Consistent with plaintiffs’ claims, BGC of America’s current membership requirements on annual reporting, personnel qualifications, and facility standards beg plaintiffs’ very question as to whether the corresponding 1971 requirements were negligently deficient -- clearly demonstrating that the claims of childhood sexual abuse “relate to” these deficiencies.13 iii.

Third, BGC of America’s training and programming “relate to”

plaintiffs’ claims. For instance, quoting former Executive Director Greenberg, the majority notes that, “between 1977 and 1983, [BGC of America] provided [BGC of Hudson County] with ‘template and sample activities and programming’ on topics including . . . ‘alcohol abuse and prevention.’” Ante at ___ (slip op. at 12). Neither the majority nor BGC of America’s counsel attempts to explain how BGC of America was capable of providing

12 Key Governance Documents, Boys & Girls Clubs of Am. at 19 (last amended May 17, 2024) https://bgcaboards.org/wp-content/uploads/2024/ 08/BGCA-Key-Governance-Documents.pdf. 13 I do not opine on whether BGC of America was negligent, as the issue of liability is not before this Court and such analysis would be inappropriate at this stage of litigation. Rather, I suggest only that, if such membership requirements were negligently deficient, they would “relate to” -- or even have a causal relationship with -- the abuse plaintiffs allegedly suffered.

programming on “alcohol abuse and prevention” but not sexual abuse and prevention. And I cannot conceive of any reasonable explanation.

Moreover, BGC of America’s conduct two years after plaintiffs’ alleged abuse ended shows that it could have offered training for the prevention of childhood sexual abuse earlier. In 1986, BGC of America published an article entitled “Personnel Practices for the Prevention and Detection of Child Sexual Abuse” in its quarterly magazine. The article notes that BGC of America “has suggested new hiring procedures, new employment application forms, an interview process guide and suggestions for checking references.” The article also offers “Eleven Steps to Child Safety,” the first of which states that Member Organizations’ “[s]taff and volunteers should be trained to identify signs of child abuse and how and when to report instances to the child welfare authorities and the police.”

At oral argument, BGC of America’s counsel candidly admitted: “I think that the jurisdictional analysis is quite different after these policies were enacted in the late 1980s.” But it is unclear why BGC of America’s decision to address this problem soon after the alleged instances of childhood sexual abuse occurred would change the jurisdictional analysis, as the relationship between BGC of America and BGC of Hudson County did not change during that period. Indeed, because BGC of America could have provided similar

37

instructional materials earlier, plaintiffs’ claims “relate to” the potentially deficient trainings and programming proffered during the period of plaintiffs’ alleged sexual abuse.

As the above analysis demonstrates, BGC of America “systematically served a market,” id. at 365, by promoting, controlling, and providing resources to BGC of Hudson County and all other New Jersey Member Organizations. These contacts -- many of which were focused directly on safety and security -- plainly “relate to” plaintiffs’ claims of childhood sexual abuse.

c.

In concluding that “plaintiffs’ claims do not ‘arise out of or relate to’

[BGC of America’s] contacts,” ante at ___ (slip op. at 24), the majority declines to properly engage with the relationship between plaintiffs’ claims and BGC of America’s New Jersey contacts.14 Instead, the majority dismisses

14 The majority also distinguishes some of the cases I cite in Section I.A.2. based on the fact that, in those cases, “the childhood sexual abuse arose out of or was directly related to specific affirmative acts that the out-of-state defendants took in the forum.” Ante at ___ (slip op. at 25) (emphasis added). The U.S. Supreme Court has never required that a relationship between a plaintiff’s claims and a defendant’s in-state contacts be “direct.” Rather, the Court has noted that specific jurisdiction can “arise[] from the efforts of the manufacturer or distributor to serve, directly or indirectly, the market for its product.” Ford, 592 U.S. at 363 (emphasis added) (quoting World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 297 (1980)). Regardless, here,

38

the possibility of such a relationship in two sentences, stating that “[t]his is not a lawsuit brought by [BGC of Hudson Country] against [BGC of America] for breach of contract, overpaid dues, or any problem with the sample activities and programming, support, professional development, or training opportunities that [BGC of America] made available to [BGC of Hudson County]” and that “[i]t is not a trademark or intellectual property suit related to [BGC of Hudson County]’s use of BGCA’s name or logo.” Ante at ___ (slip op. at 24).

This is precisely the type of analysis that Ford rejected. The majority’s examples include only instances in which “the defendant’s forum conduct [would] g[i]ve rise to the plaintiff ’s claims.” Ford, 592 U.S. at 361. Indeed, one can imagine the majority criticizing the Ford plaintiffs in the same manner they criticize plaintiffs here. After all, the Ford plaintiffs did not bring a claim for breach of contract against an in-state Ford dealership, nor did they allege negligent repair by Ford’s in-state service centers. But, as the majority itself notes, “[t]he Supreme Court rejected ‘[this] causation-only approach.’” Ante at ___ (slip op. at 22) (quoting Ford, 592 U.S. at 361). Instead, the U.S.

plaintiffs’ claims “arise out of” -- and thus “directly relate to” -- the allegedly insufficient policies, procedures, and trainings BGC of America directed toward BGC of Hudson County.

Supreme Court held that “some relationships will support jurisdiction without a causal showing.” Ford, 592 U.S. at 362.

As demonstrated above, plaintiffs’ claims and BGC of America’s contacts with New Jersey, at the very least, “relate to” each other. See supra § I.B.1.b. But even accepting the majority’s more stringent “causation-only approach,” specific jurisdiction is still appropriate because plaintiffs’ claims also “arise out of” BGC of America’s New Jersey contacts. Plaintiffs allege that BGC of America was negligent for “failing to implement sufficient policies and procedures to prevent child sexual abuse” and “failing to train the staff to recognize and prevent child sexual abuse.” Stating plaintiffs’ claims another way, had BGC of America’s policies, procedures, and trainings been “sufficient,” the multiple instances of alleged sexual abuse over the better part of a decade may not have happened. Because plaintiffs’ alleged abuse may not have occurred but for the alleged deficiencies in BGC of America’s in-state conduct, plaintiffs’ claims “arise out of” just as much as they “relate to” BGC of America’s New Jersey contacts.

2.

The majority also attempts to disavow a relationship between BGC of America’s New Jersey contacts and plaintiffs’ claims by asserting that BGC of America could not exercise “control” over BGC of Hudson County. See ante

40

at ___ (slip op. at 39). But BGC of America’s plenary policymaking authority through both its National Council and its Board of Directors -- as well as its ability to terminate membership for noncompliance with said policies -- evidence BGC of America’s ability to exercise control over the safety policies of its Member Organizations.

BGC of America was able to exercise control over its Member Organizations’ safety policies through its National Council’s power to “establish requirements and standards for membership in the Corporation.” And, indeed, it did enact membership requirements that “had a foundation of safety, safety of young people . . . at [their] core.” See supra § I.A.1. The majority notes -- without a hint of skepticism -- Senior Vice-President Miller’s statement that Member Organizations were “supported -- not controlled -- by [BGC of America]” because “the National Council, not [BGC of America], set all membership requirements for local Member Organizations.” Ante at ___ (slip op. at 13). But the idea that BGC of America is not legally responsible for the corporate policies established by its own membership (i.e., the National Council) is contrary to the fundamental tenets of corporate law.15 However,

15 BGC of America specifically asserts that it could not have prevented the alleged abuse here because “only the local clubs themselves, working collectively and democratically through the National Council -- and not [BGC of America] -- could pass membership requirements.” Ante at ___ (slip op. at

41

even accepting the novel theory that policies established by a corporation’s membership are not attributable to the corporation itself, the majority is still incorrect in its conclusion that BGC of America could not exercise “control”

17-18). The idea that a corporation’s policies should be attributed to its constituent membership (i.e., the National Council) and not the corporation itself is wholly inconsistent with basic corporate law. This Court has made clear that “a corporation is deemed an aggregation of individuals, a statutory partnership with assignable membership and limited liability of the members.” Fountain v. Fountain, 9 N.J. 558, 567-68 (1952). And, this Court has emphasized the “fundamental propositions that a corporation is a separate entity from its [members], and that a primary reason for incorporation is the insulation of [members] from the liabilities of the corporate enterprise.” Dobco, Inc. v. Bergen Cnty. Improvement Auth., 250 N.J. 396, 401 (2022) (quoting Richard A. Pulaski Constr. Co. v. Air Frame Hangars, Inc., 195 N.J. 457, 472 (2008)). Indeed, such members cannot typically be sued except “to prevent an independent corporation from being used to defeat the ends of justice, to perpetrate fraud, to accomplish a crime, or otherwise to evade the law.” Dep’t of Env’t Prot. v. Ventron Corp., 94 N.J. 473, 500 (1983) (citation omitted).

By suggesting that only the National Council can be held responsible for the failure to promulgate adequate child safety policies, BGC of America attempts to flip corporate law on its head. Instead of attributing the corporate membership’s decision to the corporation, the corporation would now be insulated from the legal consequences of its membership’s decisions. Far from “prevent[ing] an independent corporation from being used to defeat the ends of justice . . . or otherwise to evade the law,” id. at 500, BGC of America’s theory would allow a corporation to evade legal accountability in New Jersey simply by sharing decision-making authority with its membership. That proposed legal scheme would create a loophole in the Fourteenth Amendment, making specific jurisdiction over a corporation impossible if the tortious decision at issue was made by the corporation’s membership. There is no support in the law for BGC of America’s unprecedented perspective regarding the intersection of corporate and jurisdictional law.

over BGC of Hudson County via the Board’s plenary policymaking authority memorialized in the 1971 constitution.

The majority, quoting Article IV of the 1971 constitution, claims that “[o]nly the National Council had authority to ‘establish requirements and standards for membership in the Corporation.’”16 Ante at ___ n.1 (slip op. at 9 n.1). But BGC of America’s Board “is the governing body of the corporation” and maintains all “powers, duties, and responsibilities . . . as provided in the constitution and bylaws of the corporation.” 36 U.S.C. § 31104(a). Under the 1971 constitution, that included “the power to establish policies not inconsistent with those established by the National Council” and the ability to “withdraw the privileges of membership” of Member Organizations that “[did] not meet the established requirements and standards of membership.”

The majority does not explain -- and cannot explain -- how the enactment of policies preventing the sexual abuse of children could ever be

16 To support its claim, the majority notes that the Board had “no fewer than ten different powers, including the power to ‘adopt the annual budget of the Corporation; borrow money; raise and disburse funds; invest and reinvest funds of the Corporation; sell, buy and exchange properties and securities of the Corporation; make contracts’ and more” that do not “involve[] setting membership requirements.” Ante at ___ n.1 (slip op. at 9 n.1). But the majority does not explain how the Board’s additional enumerated powers would diminish the Board’s “power to establish policies not inconsistent with those established by the National Council.”

“inconsistent with” the membership requirements established by the National Council in 1971. Instead, it notes Miller’s claim that, “even ‘if [BGC of America] learned that a local club was employing a convicted sex offender,’ it ‘did not have the authority’ ‘to require the local club to remove that person’ from their position.” Ante at ___ (slip op. at 14). Not only is this claim not credible, it is also contradicted by the record. As the majority itself acknowledges, Member Organization staff were required to be “qualified in personality, character, experience, education and training for the leadership and guidance of boys.” Ante at ___ (slip op. at 11). It strains credulity that BGC of America’s Board could not proffer a policy regarding staff “qualifi[cations] in personality [and] character” precluding the hiring and retention of a sex offender prior to or during the time period of plaintiffs’ alleged sexual abuse as children.

When former BGC of Hudson County Executive Director Greenberg was asked if he could “think of any reason why [BGC of America] . . . could not have imposed requirements on [BGC of Hudson County] regarding protecting children . . . from the danger of child sexual abuse,” he simply responded: “No.” (emphasis added).

Greenberg is correct. It is, in short, inconceivable that policies to protect children from sexual abuse -- in an organization designed to provide “safe

44

place[s] of recreation” for vulnerable children -- would be considered “inconsistent with” that organization’s membership requirements or any other existing policies.

BGC of Hudson County was obligated to follow BGC of America’s membership requirements or else risk losing all the benefits that national affiliation provided, including “marketing support, strategic planning support, leadership development and training,” and, critically, the “name recognition” BGC of America provided. Ante at ___ (slip op. at 14) (quoting the motion court’s decision). BGC of America’s plenary policymaking authority and its ability to terminate membership for noncompliance with membership requirements evidence BGC of America’s ability to exercise control over the safety policies of its Member Organizations.

C.

Lastly, the requirement of “fair play and substantial justice” -- though not addressed by the majority -- necessitates a finding of specific jurisdiction here. In assessing this third prong of specific jurisdiction, “[t]he burden . . . shifts, for it is the ‘nonresident defendant . . . [who] “must present a compelling case that the presence of some other considerations would render jurisdiction unreasonable.”’” McKesson Corp., 197 N.J. at 278 (alterations in original) (quoting Lebel v. Everglades Marina, Inc., 115 N.J. 317, 328 (1989)).

Defendants have failed to proffer any case whatsoever -- let alone “a compelling case” -- as to why jurisdiction here would be “unreasonable.” Rather, in light of the significant interests of both plaintiffs and New Jersey itself, a finding of specific jurisdiction is the only reasonable way to ensure “substantial justice” is achieved.17 In determining whether the assertion of specific jurisdiction comports with “fair play and substantial justice,” courts assess several factors, including: (1) “the plaintiff’s interest in obtaining relief”; (2) “the interests of the forum State”; (3) “‘the interstate judicial system’s interest in obtaining the most efficient resolution of controversies’”; (4) “‘the shared interest of the several

17 The majority argues that “a court may not weigh’ the ‘considerations of fair play and substantial justice . . . until it has found that the defendant has experienced sufficient minimum contacts to satisfy the threshold determination.” Ante at ___ (slip op. at 44) (quoting Waste Mgmt., 138 N.J. at 121); see also McKesson Corp., 197 N.J. at 278 (noting that this prong applies to a “nonresident defendant who has been found to have minimum contacts with the forum” (quoting Lebel, 115 N.J. at 328)).

While the U.S. Supreme Court has stated that “fair play and substantial justice” may be evaluated “[o]nce it has been decided that a defendant purposefully established minimum contacts within the forum State,” it has also noted that “[t]hese considerations sometimes serve to establish the reasonableness of jurisdiction upon a lesser showing of minimum contacts than would otherwise be required.” Burger King, 471 U.S. at 476-77. Thus, even if a defendant does not quite satisfy the purposeful availment prong of specific jurisdiction, an analysis of fair play and substantial justice is appropriate. Regardless, as discussed above in Section I.A.1., BGC of America clearly does satisfy the purposeful availment prong.

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States in furthering fundamental substantive social policies’”; and (5) “the burden on the defendant.” Asahi Metal Indus. Co., 480 U.S. at 113 (quoting World-Wide Volkswagen, 444 U.S. at 292). And, while BGC of America’s contacts are more than sufficient here, it is significant that “[t]hese considerations sometimes serve to establish the reasonableness of jurisdiction upon a lesser showing of minimum contacts than would otherwise be required.” Burger King, 471 U.S. at 477.

Plaintiffs and New Jersey maintain a strong interest in the assertion of specific jurisdiction. Plaintiffs, who were New Jersey residents at the time, were allegedly abused by a staff member of BGC of America’s New Jersey Member Organization. This alleged abuse occurred at both the BGC of America-branded facilities of BGC of Hudson County and at the staff member’s New Jersey residence. New Jersey is clearly the most appropriate forum in this matter. See id. at 473 (“A State generally has a ‘manifest interest’ in providing its residents with a convenient forum for redressing injuries inflicted by out-of-state actors.” (quoting McGee, 355 U.S. at 223)). Because resolution of these New Jersey claims is most “convenient” in New Jersey, finding specific jurisdiction here is wholly consistent with “‘the interstate judicial system’s interest in obtaining the most efficient resolution of

47

controversies.’” Id. at 473, 477 (quoting World-Wide Volkswagen, 444 U.S. at 292).

These interests are strongly bolstered by the fact that plaintiffs bring suit pursuant to the New Jersey Child Victims Act, which the Legislature enacted to reopen the statute of limitations for the very claims plaintiffs bring. See N.J.S.A. 2A:14-2a(a). This makes New Jersey the only state in the nation that can hear plaintiffs’ claims. While the District of Columbia and Georgia recognize sexual abuse tort claims, only New Jersey’s statute of limitations covers plaintiffs’ claims. Compare N.J.S.A. 2A:14-2a(a), with D.C. Code § 12-301(a)(11),18 and Ga. Code Ann. § 9-3-33.1(a)(2).19

18 The District of Columbia’s statute of limitations would likely control if plaintiffs brought suit in that forum. See Olivarius v. Stanley J. Sarnoff Endowment for Cardiovascular Sci., Inc., 858 A.2d 457, 463 (D.C. 2004) (“Under customary choice of law principles, the laws of the forum . . . apply to matters of procedure . . . [and a] limitation on the time of suit is procedural and is governed by the law of the forum.” (quoting Huang v. D’Albora, 644 A.2d 1, 4 (D.C. 1994))); Material Supply Int’l, Inc. v. Sunmatch Indus. Co., 146 F.3d 983, 992 (1998) (“[I]n diversity case[s] federal court[s] looks to forum state’s choice-of-law rules; D.C. treats statute of limitations as procedural and applies its own rule.” (citing A.I. Trade Fin., Inc. v. Petra Int’l Banking Corp., 62 F.3d 1454, 1458 (D.C. Cir. 1995))). 19 Georgia’s statute of limitations would likely control if plaintiffs brought suit in that forum. See Auld v. Forbes, 848 S.E.2d 876, 879 (Ga. 2020) (“It is well settled that the Statute of Limitations of the country, or state, where the action is brought and the remedy is sought to be enforced, controls, in the event of the conflict of laws.” (quoting Taylor v. Murray, 204 S.E.2d 747, 748 (Ga. 1974)); Erler v. Hasbro, Inc., 506 F. Supp. 3d 1275, 1291 (N.D. Ga. 2020)

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By providing a forum in which to hear victims’ claims, the State of New Jersey has clearly expressed its intent to provide “victims the ability to seek redress in court for sexual abuse that often leaves trauma lasting a lifetime.” Governor’s Statement on Signing S. Comm. Sub. for S. 477. New Jersey’s objective is consistent with “the shared interest of the several States in furthering [the] fundamental substantive social polic[y]” of vindicating the rights of childhood sexual abuse victims. See Asahi Metal Indus. Co., 480 U.S. at 113. Jurisdiction in the only forum in which these claims against BGC of America can be heard is wholly appropriate.

BGC of America, on the other hand, would not be unduly burdened by a New Jersey court’s exercise of specific jurisdiction here. BGC of America operates “throughout the United States,” 36 U.S.C. § 31102, and maintains contractual relationships with twenty-seven Member Organizations in New Jersey. BGC of America exercises control over these clubs’ governance and operations, offers training to their workers, and employs field staff that, per Greenberg, are assigned and “always available” to BGC of Hudson County and other New Jersey Member Organizations. And, “because ‘modern transportation and communications have made it much less burdensome for a

(“The Court’s jurisdiction in this matter is based on diversity of citizenship; thus, the Court must apply the choice-of-law rules of Georgia.”).

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party sued to defend himself in a State where he engages in economic activity,’ it usually will not be unfair to subject [the defendant] to the burdens of litigating in another forum for disputes relating to such activity.” Burger King, 471 U.S. at 474 (quoting McGee, 355 U.S. at 223). Finding specific jurisdiction in the only state in which these claims of sexual abuse of multiple child-residents could be heard does not violate the notion of “fair play and substantial justice.”

II.

This Court should not abdicate its duty to provide a forum of redress for plaintiffs’ claims of almost a decade of sexual abuse when they were children. This case is not about extending jurisdiction over a national organization for every tortious act of every affiliate. Rather, it is about the failure of an organization -- to which caregivers entrusted the safety of their children -- to take reasonable efforts to secure their safety from childhood sexual abuse. While it is not the place of this Court to opine whether BGC of America was negligent, this question does deserve an answer, and plaintiffs are entitled to such an answer from a New Jersey court.

BGC of America purposefully availed itself of the New Jersey forum by promoting, controlling, and training its New Jersey Member Organizations. Plaintiffs’ claims clearly “arise out of or relate to” these contacts, as plaintiffs

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allege that, had BGC of America’s policies, procedures, and trainings been “sufficient,” the years of sexual abuse they suffered as children would not have occurred. And it is consistent with the notion of “fair play and substantial justice” for these claims to be heard in New Jersey -- the state whose residents were allegedly sexually abused as children and the only forum available to plaintiffs to vindicate their interests.

Because the precedent of both the U.S. Supreme Court and this Court supports the exercise of specific jurisdiction, I would reverse the judgment of the Appellate Division.