OPINION AND ORDER Plaintiff Hartford Fire Insurance Co. (“Hartford”) brings this action as the subrogee of its insured, Klearwall Industries, Inc. (“Klearwall”). Klearwall ordered a shipment of windows from Munster Joinery in Cork, Ireland. Defendant Maersk Line (“Maersk”) transported the shipment by ocean vessel to Port Newark in New Jersey, where defendant Sapsan LLC (“Sapsan”) accepted the shipment and transported it by truck to Connecticut. While in Sapsan’s custody, the shipment passed through New York. The windows allegedly arrived to Klearwall’s facility in Connecticut in a damaged and unusable condition. Hartford brings claims under the Carriage of Goods by Sea Act, 46 U.S.C. §30701, et seq. (“COGSA”), the Carmack Amendment to the Interstate Commerce Act, 49 U.S.C. §14706, and a claim for common-law breach of contract. It seeks $306,760.02 in damages, plus interest. In its Answer, defendant Maersk brings cross-claims against Sapsan and Albatrans Inc. (“Albatrans”), the freight-forwarding company that retained Sapsan. (Docket # 53.) Maersk alleges that any damage to the windows was caused in whole or in part by Sapsan and/or Albatrans, and that they should be required to indemnify Maersk and/or make contribution to Maersk in the event that Maersk is found liable. Sapsan moves to dismiss Hartford’s claims and Maersk’s cross-claims pursuant to Rules 12(b)(2) and 12(b)(6), Fed. R. Civ. P. (Docket # 49.) It urges that the Second Amended Complaint (the “Complaint”) does not allege a prima facie case of personal jurisdiction or plausibly allege a claim for breach of contract or COGSA liability. After the motion was filed, the Court granted Hartford’s application to take limited jurisdictional discovery as to Sapsan. In its opposition memo, Hartford “agrees” that the COGSA and breach-of-contract claims against Sapsan should be dismissed, and that any liability on the part of Sapsan is governed exclusively by the Carmack Amendment. (Docket # 60 at 1.) However, Hartford maintains that Sapsan is subject to personal jurisdiction in New York. For the reasons that will be explained, Hartford has not met its burden of demonstrating New York’s specific personal jurisdiction over Sapsan pursuant to CPLR 302(a)(1) or general personal jurisdiction pursuant to CPLR 301. Sapsan’s motion to dismiss for lack of personal jurisdiction pursuant to Rule 12(b)(2) will therefore be granted. BACKGROUND. On or before February 23, 2017, Klearwall entered into an agreement with Munster Joinery for the purchase of certain windows. (Compl’t 9.) Klearwall contracted with Albatrans, a freight forwarder, to arrange transport of the windows from Ireland to its eventual destination in Virginia. (Compl’t 10.) The shipment was to be made by ocean carrier and truck. (Compl’t 11.) Maersk is engaged in the business of transporting goods by ocean carrier. (Compl’t 5.) The windows were tendered to Maersk in good order and condition pursuant to Maersk’s bills of lading. (Compl’t 12.) Maersk tendered the shipment to Sapsan at the Port Newark Container Terminal in New Jersey. (Compl’t 13; Nilsen Dec. 9.) On or about March 2 or 3, 2017, Sapsan delivered the shipment to a warehouse in Stratford, Connecticut, where Klearwall discovered that the windows were damaged and unusable. (Compl’t 15.) According to the Complaint, while in transit, the shipment sustained damage in excess of $306,760.02. (Compl’t 14.) In Count Three, Hartford brings a claim under the Carmack Amendment against Sapsan only, alleging that its failure to deliver the shipment of windows in good order constituted a breach of the contract of carriage. (Compl’t
25-28.) In support of its motion, Sapsan submitted a declaration from Sapsan’s owner, Yulian Nilsen, which described Sapsan’s activities in New York. (Docket # 52.) As noted, the Court granted Hartford’s application to conduct limited jurisdictional discovery as to Sapsan. (Docket # 57.) A transcript of Nilsen’s deposition is attached to Hartford’s opposition papers. (Docket # 61-1.) SAPSAN’S RULE 12(b)(2) MOTION IS GRANTED. A. Rule 12(b)(2) Standard. On a motion to dismiss for lack of personal jurisdiction, the plaintiff bears the burden of demonstrating the court’s personal jurisdiction over the defendant. Penguin Grp. (USA) Inc. v. Am. Buddha, 609 F.3d 30, 34-35 (2d Cir. 2010). The complaint’s allegations are assumed to be true, and the plaintiff need only make a prima facie showing of personal jurisdiction. Dorchester Fin. Sec., Inc. v. Banco BRJ, S.A., 722 F.3d 81, 85 (2d Cir. 2013) (per curiam). A district court may rely on affidavits without converting a Rule 12(b)(2) motion into a motion for summary judgment. Id. at 86. The court should construe any pleadings and affidavits in the light most favorable to the plaintiff and resolve all doubts in its favor. Id. at 85. However, courts should “not draw argumentative inferences in the plaintiff’s favor” or “accept as true a legal conclusion couched as a factual allegation.” In re Terrorist Attacks on Sept. 11, 2001, 714 F.3d 659, 673 (2d Cir. 2013) (quotation marks omitted). A court has “considerable procedural leeway” on a Rule 12(b)(2) motion, and may decide it on the basis of affidavits alone, permit discovery in aid of the motion, or conduct an evidentiary hearing. Dorchester, 722 F.3d at 84. “After discovery, the plaintiff’s prima facie showing, necessary to defeat a jurisdiction testing motion, must include an averment of facts that, if credited by the trier, would suffice to establish jurisdiction over the defendant. At that point, the prima facie showing must be factually supported.” Ball v. Metallurgie Hoboken-Overpelt, S.A., 902 F.2d 194, 197 (2d Cir. 1990) (citations omitted). Personal jurisdiction may be exercised over any defendant “who is subject to the jurisdiction of a court of general jurisdiction in the state where the district court is located.” Rule 4(k)(1)(A), Fed. R. Civ. P. If a plaintiff establishes a factual predicate for jurisdiction under the laws of the forum state — here, New York — then the court must consider whether the exercise of jurisdiction is consistent with due process. Walden v. Fiore, 571 U.S. 277, 283 (2014). B. Discussion. 1. Hartford Has Made Not Out a Case that Sapsan Is Subject to Specific Personal Jurisdiction Pursuant to CPLR 302(a)(1). Hartford urges that New York has specific jurisdiction over Sapsan pursuant to New York’s long-arm statute, CPLR 302(a)(1). “Specific jurisdiction…depends on an affiliation between the forum and the underlying controversy, principally, activity or an occurrence that takes place in the forum State and is therefore subject to the State’s regulation.” Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011) (quotation marks and alteration omitted). CPLR 302(a)(1) provides that “a court may exercise personal jurisdiction over any non-domiciliary…who in person or through an agent: 1. transacts any business within the state or contracts anywhere to supply goods or services in the state….” The cause of action, however, must “aris[e] from” the transaction of business or the supply of goods and services within the state. Id. “By this ‘single act statute…proof of one transaction in New York is sufficient to invoke jurisdiction, even though the defendant never enters New York, so long as the defendant’s activities here were purposeful and there is a substantial relationship between the transaction and the claim asserted.’” Deutsche Bank Sec., Inc. v. Montana Bd. of Investments, 7 N.Y.3d 65, 71 (2006) (quoting Kreutter v. McFadden Oil Corp., 71 N.Y.2d 460, 467 (1988)). A two-part test governs whether a defendant is subject to jurisdiction under CPLR 302(a)(1). First, a court “determine[s] if defendant purposefully availed itself of the privilege of conducting activities in the state by transacting business in New York.” D & R Global Selections, S.L. v. Bodega Olegario Falcon Pineiro, 29 N.Y.3d 292, 297-98 (2017) (quotation marks omitted). “A non-domiciliary defendant transacts business in New York when on his or her own initiative, the non-domiciliary projects himself or herself into this state to engage in a sustained and substantial transaction of business. The primary consideration is the quality of the non-domiciliary’s New York contacts. As relevant here, purposeful availment occurs when the non-domiciliary seeks out and initiates contact with New York, solicits business in New York, and establishes a continuing relationship.” Id. at 298 (citations, quotation marks and alterations omitted). It is appropriate to consider whether an out-of-state defendant’s activities in New York relate to a “major aspect” or “principal reason” of its business. Deutsche Bank, 7 N.Y. 3d at 72. Second, “the claim must arise from [the] business transaction or from the contract to supply goods or services….” D & R Global, 29 N.Y.3d at 297. This means that “the plaintiff’s cause of action must have an ‘articulable nexus’ or ‘substantial relationship’ with the defendant’s transaction of business here.” Id. at 298-99. “At the very least, there must be ‘a relatedness between the transaction and the legal claim such that the latter is not completely unmoored from the former, regardless of the ultimate merits of the claim.’” Id. at 299 (quoting Licci v. Lebanese Can. Bank, SAL, 20 N.Y.3d 327, 339 (2012)). “This inquiry is relatively permissive and an articulable nexus or substantial relationship exists where at least one element arises from the New York contacts rather than every element of the cause of action pleaded. The nexus is insufficient where the relationship between the claim and transaction is too attenuated or merely coincidental.” Id. (quotation marks and citation omitted). In support of its Rule 12(b)(2) motion, Sapsan has submitted a declaration from Yulian Nilsen, who states that he is the owner and managing member of Sapsan. (Nilsen Dec. 1.) Nilsen states that Sapsan operates out of his home in Wallington, New Jersey and that it leases a yard in Elizabeth, New Jersey. (Id. 3.) Nilsen states that Sapsan’s vehicles are registered in the State of New Jersey and driven by independent contractors. (Id. 4.) He states that Sapsan does not maintain bank accounts in New York or own real property in New York, but that it pays highway use taxes to the State of New York. (Id.
