Defendant First American Title Insurance Corporation’s Demurrer to the First Amended Complaint is sustained in part, and denied in part, as follows:

5th Cause of Action – SUSTAINED with 15 days’ leave to amend on the ground of failure to state a cause of action. CCP §430.10(e). This cause of action appears barred on its face by the statute of limitations. CCP §339(1)

3rd and 4th Causes of Action for Negligent Misrepresentation and Breach of Fiduciary Duty – SUSTAINED with 15 days’ leave to amend, on the ground of failure to state a cause of action. CCP §430.10(e) Intentional breaches of duty are not governed by CCP §339(1).

1st, 2nd, and 6th Causes of Action for Breach of Contract, Fraud and Conversion, respectively – OVERRULED.

An implied-in-fact contract has been sufficiently alleged. Facts supporting misrepresentations, intent, and reliance are sufficiently alleged. Facts supporting defendant’s interference with plaintiff’s personal property are also sufficiently alleged.

The Motion of specially appearing defendant Debra Saxton for an order quashing service of the Summons is GRANTED. Plaintiff has not met its burden of establishing through a preponderance of competent evidence that this Court has personal jurisdiction.

The burden of proof is on Solutions to establish that all of the criteria for personal jurisdiction exist. See, Floveyor Int’l, Ltd. v. Superior Court (1997) 59 Cal.App.4th 789, 793; Ziller Electronics Lab GmbH v. Superior Court (1988) 206 Cal.App.3d 1222, 1232. Jurisdictional facts must be proved by competent evidence, generally declarations. See, Evangelize China Fellowship, Inc. v. Evangelize China Fellowship (1983) 146 Cal.App.3rd 440, 444 The standard of proof is preponderance of the evidence. Grosh Scenic Studios (1988) 206 Cal.App.3rd 1222, 1232

Does general jurisdiction exist? No.

General jurisdiction over a non-resident defendant exists where the defendant’s contacts are substantial, continuous, and systematic. Vons Cos. Inc. v. Seabest Foods, Inc. (1996) 14 Cal.4th 434, 446No general jurisdiction appears to exist here. There is no evidence Saxton’s contacts with CA were substantial, continuous, and systematic. Vons, supra, at p. 446

Saxton had phone and email conversations with Solutions over the period of a few months – from 05/10 to 10/10. [Opposition, pp.3-4] These emails concerned a specific transaction. She did not solicit Solutions; it was referred to her by Geary. [Opposition, pp. 2-3] The Opposition Declaration from Ken Glenn, concerning a different transaction in 2011, said after he agreed with Garey to complete a transaction, he was called by Saxton, who said she did all of Saxton’s escrows “where ever they were in the country.” She said she wanted to handle the Glenn/Garey transaction. He didn’t use her. These are the only connections established with CA. No other connections with CA are established or offered to rebut Saxton’s Declaration saying she has none. They are insufficient to establish general jurisdiction.

Does specific jurisdiction exist? No

Three criteria must be met in order for the Court to exercise specific jurisdiction over Saxton. First, Solutions must show by a preponderance of the evidence that Saxton has purposely availed herself of the CA forum’s benefits. Shearer v. Superior Court (1977) 70 Cal.app.3rd 424, 430; Vons, supra, at p. 446. Second, Solutions must show that its claim against Saxton arises out of her contacts with CA. Id. The third criterion – the reasonableness of requiring Saxton to respond to a lawsuit in CA – is only considered if Solutions establishes that she has minimum contacts with CA.

Solutions’ problem here is that it can’t establish minimum contacts because it can’t establish the first two criteria. Solutions is really arguing that because Saxton’s actions may have had some effect upon them as CA citizens, minimum contacts must be found. Effects, alone, are not sufficient to confer jurisdiction over Saxton. Sibley v. Superior Court (1976) 16 Cal.3rd 442, 446 As in that case, the record here does not disclose that Saxton purposefully availed herself of the privilege of conducting business in this state or of the benefits and protections of its laws. There is no evidence that Solutions assumed obligations to Saxton that she would seek to enforce in CA. Other than payment for services, there is no evidence that Saxton anticipated she would derive any economic benefit the underlying transaction itself. And, Glenn’s hearsay declaration doesn’t establish that Saxton’s activities here amounted to anything more than a one-time transaction with a CA entity that was purchasing property in other states. This is insufficient to establish minimum contacts. Futuresat Industries v. Superior Court (1992) 3 Cal.App.4th 155.

Solutions cites Quattrone v. Superior Court (1975) 44 CalAp.3rd 296 as support for a finding of specific jurisdiction here.

There, the submission of falsified corporate financial records designed to cause acquisition of a Pennsylvania-based corporation caused losses when the true state of the company was discovered. The trial court denied a motion to quash service of summons on Pennsylvania resident, Quattrone, who had been the corporate controller. The Court of Appeals denied Quattrone’s petition for a writ of mandate.

Although Quattrone is somewhat factually similar to the present case, the devil is in the details. And, the important details are that Quattrone was the corporate controller who fabricated the financials and was found based upon declarations to have admitted that he intended to cause effects in CA. Quattrone, supra, at pp. 304-305 There is also an issue whether Saxton’s activities as an escrow holder meet the other Quattrone standard of an activity that is “exceptional and subject[ed] to special regulation.” Id. at pp. 306-307 Saxton was not licensed in CA and did not operate here. She was not completing any transactions pertaining to CA real estate. Further, based upon the facts known, it appears that Saxton worked for a “controlled escrow company”, a title insurer, she is exempt from provisions of the Escrow Law, Financial Code §17000. See, Miller & Starr, CA Real Estate 3rd, §6.4. The point is that any escrow agent regulatory scheme does not appear to have the same significance to the state as the securities regulation present in Quattrone.

Although Saxton’s motion to quash is granted, it is, of course, without prejudice as discovery may yet yield sufficient facts showing specific jurisdiction.