Plaintiff, Contract Wholesale Distributors LLC (CWD), brought this action against defendants, Weseler Teppich GmbH & Co. KG (Weseler), Sergio Minervini, and Infinite Weave Flooring LLC, asserting causes of action for fraud, breach of fiduciary duty, tortious interference, and related claims. CWD was Weseler's U.S. distributor for carpeting-related products. Minervini was an employee of, and then a consultant for, CWD. Infinite Weave is Minervini's company.

In brief, CWD alleges that Minervini used his position as its consultant to conspire with Weseler to divert sales from CWD to Infinite Weave, and ultimately to cut CWD out of distribution of Weseler's products altogether. Minervini and Infinite Weave now move to dismiss CWD's claims against them under CPLR 3211 (a) (1) and (a) (8). The motion is granted.

The amended complaint reflects that CWD's claims against Minervini arise from their consulting agreement. That agreement provides that it will be governed by the laws of New Jersey; and that the "[p]arties agree to litigate any claim regarding, related to or arising under this Agreement in the State, City and County of New Jersey."^[FN1] (NYSCEF No. 46 at 5 § 20.) Given this clear, mandatory language, the court has little difficulty concluding that CWD must bring its claims against Minervini in the New Jersey courts, rather than here.^[FN2] (See Boss v American Express Fin. Advisors, Inc., 6 NY3d 242, 245-246 [2006] [holding that a contractual forum-selection clause under which the parties "agree to the jurisdiction of [the] State of Minnesota courts for determining any controversy in connection with this Agreement" is mandatory].) To the extent CWD is arguing that its claims against Minervini may (or must) be brought in the New York courts based on the separate forum-selection clause in CWD's distribution agreement with Weseler, this court disagrees: Minervini is not a party to the agreement, and CWD's claims against him are not based on the terms of that agreement in any event. CWD's claims against Minervini are therefore subject to dismissal under CPLR 3211 (a) (1) as conclusively foreclosed by the language of their contract.^[FN3]

CWD's claims against Infinite Weave are not governed by the language of the consulting agreement with Minervini. Infinite Weave argues instead that it is a New Jersey corporation over [*2]which this court lacks long-arm specific personal jurisdiction. This court agrees. CWD provides two grounds for long-arm jurisdiction under CPLR 302: That its claims arise from Infinite Weave's transaction of business in New York for purposes of CPLR 302 (a) (1), and that Infinite Weave regularly does business in New York and committed tortious acts in New Jersey that caused injury in New York, satisfying CPLR 302 (a) (3) (i). Neither ground is sufficient.

With respect to the transacting-business basis for jurisdiction, CWD provides no evidence of Infinite Weave's business activities in New York—only allegations on information and belief. In opposing the motion to dismiss, CWD relies heavily on the affidavit of its chief information officer. (See NYSCEF No. 32.) But that affidavit discusses, and attaches documentation of, Minervini's sales activities in New York, not Infinite Weave's. And the affidavit does not identify which, if any, of the carpeting orders allegedly diverted by Minervini from CWD to Infinite Weave were sold to New York customers. CWD's conclusory allegations that Infinite Weave transacts business in New York do not meet its burden "to present sufficient facts to demonstrate jurisdiction" for purposes of CPLR 302 (a) (1). (Cotia (USA) Ltd. v Lynn Steel Corp., 134 AD3d 483, 484 [1st Dept 2015].) Nor does CWD allege that the injuries it claims to have suffered due to Infinite Weave's conduct were felt in New York, as needed to satisfy CPLR 302 (a) (3). Given that CWD is itself a New Jersey corporation, this omission is telling.

Accordingly, it is

ORDERED that Minervini's CPLR 3211 (a) (1) motion to dismiss the claims against him is granted, and plaintiff's claims against Minervini are dismissed; and it is further

ORDERED that Infinite Weave's CPLR 3211 (a) (8) motion to dismiss the claims against him is granted, and plaintiff's claims against Infinite Weave are dismissed; and it is further

ORDERED that Minervini and Infinite Weave are awarded costs and disbursements, as taxed by the Clerk upon the submission of a single bill of costs; and it is further

ORDERED that CWD and Weseler shall appear before this court for a telephonic preliminary conference on March 10, 2025; and it is further

ORDERED that Minervini serve a copy of this order with notice of its entry on all parties and on the office of the County Clerk (by the means set forth in the court's e-filing protocol, available on the e-filing page of the court's website, https://ww2.nycourts.gov/courts/1jd/supctmanh/E-Filing.shtml), which shall enter judgment accordingly.