Heard: September 6, 2017.
action commenced in the Superior Court Department on February
19, 2016. A motion to dismiss was heard by Mitchell H.
Supreme Judicial Court on its own initiative transferred the
case from the Appeals Court.
C. Carroll for the plaintiff.
Jeffrey J. Pyle for the defendant.
Present: Gants, C.J., Lenk, Gaziano, Budd, Cypher, &
SCVNGR, Inc., doing business as LevelUp (LevelUp), is a
Massachusetts-based company that develops software
applications for restaurants. Punchh, Inc. (Punchh), is a
California-based company that develops competing
applications. LevelUp filed a complaint in the Superior Court
against Punchh alleging that, in 2015 and 2016, Punchh
repeatedly made knowingly false statements about LevelUp to
LevelUp's clients and potential clients, causing it harm.
Punchh appeared specially, moving under Mass. R. Civ. P. 12
(b) (2), 365 Mass. 754 (1974), to dismiss the complaint on
the grounds that it had insufficient contacts with
Massachusetts to permit the exercise of personal
jurisdiction. Focusing upon whether it would comport with due
process to hale Punchh into a Massachusetts court, the
parties disputed the proper application of two United States
Supreme Court cases that partially define the constitutional
parameters guiding the exercise of personal jurisdiction over
a nonresident defendant.
that the constitutional analysis resolved the jurisdictional
question in Punchh's favor, a Superior Court judge
allowed Punchh's motion to dismiss. The judge noted that,
because of the parties' focus on due process, he had not
determined whether the Massachusetts long-arm statute would
permit the exercise of personal jurisdiction over Punchh.
LevelUp appealed, and we transferred the case to this court
on our own motion.
to exercising personal jurisdiction over a nonresident
defendant, a judge must determine that doing so comports with
both the forum's long-arm statute and the requirements of
the United States Constitution. World-Wide Volkswagen
Corp. v. Woodson, 444 U.S. 286, 290
(1980). Because the long-arm statute imposes specific
constraints on the exercise of personal jurisdiction that are
not coextensive with the parameters of due process, and in
order to avoid unnecessary consideration of constitutional
questions, a determination under the long-arm statute is to
precede consideration of the constitutional question. See,
e.g., Morrill v. Tong, 390 Mass.
120, 133 (1983). See also Beeler v.
Downey, 387 Mass. 609, 613 n.4 (1982) (recognizing
"duty to avoid unnecessary decisions of serious
constitutional issues"). Because the requisite statutory
analysis did not occur, we remand the matter to the Superior
Court for further proceedings.
is a Delaware corporation headquartered in Massachusetts, and
designs and markets applications (apps) that run on
customers' cellular telephones. LevelUp's apps enable
customers to earn and redeem rewards at restaurants, and to
make purchases, by scanning a code on their cellular
telephones at the point of sale. These apps are designed to
help restaurants both engage with their customers and gather
information about customer behavior. As of 2016, all but four
of LevelUp's ninety employees were based in
is a Delaware corporation with its principal place of
business in California; it also provides apps to restaurants.
Punchh's clients include businesses that, while
headquartered outside Massachusetts, own restaurants in the
Commonwealth. LevelUp asserts that Punchh regularly markets
its apps within Massachusetts and to businesses operating
restaurants here, and derives substantial revenue from the
use of its apps in Massachusetts. Punchh has not directly
contradicted LevelUp's claims concerning such contacts
with Massachusetts. Punchh maintains, however, that it is not
registered to do business in ...