DECISION AND ORDER DENYING DEFENDANT’S MOTION TO DISMISS FOR LACK OF PERSONAL JURISDICTION On February 6, 2020, Plaintiff Stan Church (“Church”) and Plaintiff Wallace Church, & Co. Inc. (“Wallace Church”) brought this action against Defendant Kenneth Wyatt (“Wyatt”), Defendant Ronald Zier (“Zier”) (collectively “Individual Defendants”), and Defendant WyattZier, LLC dba Iconic Brands (“WyattZier”). The Complaint alleges that Defendants breached various contractual obligations owed to Plaintiffs under a Master Service Agreement and an associated Scope of Work Agreement (collectively, “the MSA Agreements”) — both entered into in 2006 — which governed the parties’ relationship as distiller (Defendants) and brander (Plaintiffs). This case was originally filed in the New York State Supreme Court; it was removed by Defendants on diversity grounds. The Individual Defendants, who originally moved in the State Supreme Court for dismissal, on the ground that New York courts lack personal jurisdiction over them, press that motion here. They contend that they cannot be sued in New York because any New York-related activities they conducted were performed on behalf of the corporate defendant. This, they claim, means they are not personally amenable to suit under either CPLR §301 (general jurisdiction) or §302 (transactional/long arm jurisdiction). Defendants’ motion is DENIED. BACKGROUND The following facts are either undisputed or are alleged in plaintiffs’ complaint or the affidavits and exhibits submitted in support of and opposition to the motion to dismiss for lack of personal jurisdiction. This Court will accept these facts as true for the purposes of resolving this jurisdictional dispute. Agency Rent A Car Sys., Inc. v. Grand Rent A Car Corp., 98 F.3d 25, 27-28 (2d Cir. 1996).1 I. The Parties Plaintiff Wallace Church is incorporated and maintains its principal place of business in New York. (Dkt. No. 1-1 at 2). Wallace Church provides branding and marketing services to its clients. (Id. at 17). These types of services are valuable to establishing the commercial identity of products in the marketplace. Plaintiff Church is a New York resident and a corporate officer of Plaintiff Wallace Church. (Id. 1; Dkt. No. 15-1). Defendant WyattZier is a New Hampshire limited liability company with its principal place of business either in New Hampshire, (Dkt. No. 1-1 at 4), or in Rigby, Idaho. (Dkt. No. 1-2, Ex. 2 at 1). WyattZier is alleged to do business under the rubric Iconic Brands. (Dkt. No. 1-1 at 3). Iconic Brands is in the liquor business; it markets various distilled products, including beverages bearing the brands ZYGO and 44° North. Just as the citizenship of an LLP is determined by the citizenship of each of its partners, the citizenship of an LLC is determined by the citizenship of each of its members. See Catskill Litig. Trust v. Park Place Entm’t Corp., 169 F. App’x 658, 659 (2d Cir. 2006) (“[T]he citizenship of a limited liability corporation is determined by reference to the citizenship of its members.”); Maxim Group LLC v. Life Ptnrs. Holdings, Inc., No. 07 Civ. 8099, 2010 U.S. Dist. LEXIS 405, at *1-2 (S.D.N.Y. Jan. 5, 2010) (Preska, C.J.) (“For the purposes of diversity jurisdiction, a limited liability company’s…citizenship is determined not by the LLC’s place of incorporation or principal place of business, but by the citizenship of each member of the LLC.”). For subject matter jurisdiction purposes, it is, therefore, relevant who the members of the LLC are. The parties, apparently ignorant of the rule, have failed to apprise the Court about that key fact. In response to an inquiry from the Court, defendants’ attorneys confirmed that Wyatt and Zier are members of the LLC, but so are WZ Holdings, LLC, a New Hampshire limited liability company; Hood River Distillers, Inc., an Oregon corporation; Peter Ewing, whom the defendants understand is a citizen of New Hampshire; Lehy II Investment Partners, LLC, a Kentucky limited liability company; and Frank McDonough, whom the defendants understand is a citizen of South Carolina.2 (Dkt. No. 19) Wyatt is also alleged to be the Registered Agent of WyattZier. (Dkt. No. 1-1, Ex. 1 at 7). Zier is also alleged to be the co-founder of Idaho Mercantile Distillers Association. (Id. at 12). Until 2018, Zier maintained a residence in New York. (Dkt. No. 15-3, Ex. B at 2). And in 2006, Plaintiff designed a business card for Zier that listed a New York address and phone number. (Dkt. No. 15-8, Ex. G at 2-10, 12-15). However, Zier claims that he no longer maintains a New York residence or an address for business purposes in New York. (Dkt. No. 1-2, Ex. C at
5-12). Zier asserts that he is a citizen of California; and Wyatt asserts that he is a citizen of New Hampshire. Plaintiffs do not contest the proposition that there is complete diversity. II. Background From 2001 until 2006, Plaintiffs or their principals provided Defendants with branding and marketing services under several individual scope of work documents and contract purchase orders. (Dkt. No. 1-1 at 4; Dkt. No. 15-6, Ex. E). In particular, Plaintiffs provided branding services for two of WyattZier’s beverage lines, ZYGO and 44° North. The latter line was distilled in Idaho and included a potato vodka flavored with huckleberry, and a base vodka, flavored with cherry and mint. (Dkt. No. 1-1 at
