United States District Court, N.D. California
ORDER GRANTING DEFENDANTS' MOTION TO DISMISS
DOCKET NO. 38
M CHEN UNITED STATES DISTRICT JUDGE.
Myra Dickert and Howard Dickert (“Plaintiffs”)
bring suit against Sanyo Energy (U.S.A) Corporation
(“Sanyo Energy”), Sanyo North America Corporation
(“Sanyo NA”), and Panasonic Corporation of North
America (“Panasonic, ” and collectively
“Defendants”) in connection with allegedly
defective solar panels manufactured and marketed by Sanyo
Energy. Plaintiffs assert claims for breach of express
warranty, breach of contract, unjust enrichment, violation of
the California Unfair Competition Law, violation of the New
Jersey Consumer Fraud Act, and violation of California
Consumer Legal Remedies Act (“CLRA”).
Court heard arguments on Defendants' motion to dismiss
the First Amended Complaint (“FAC”) on March 7,
2019. Docket No. 38 (“Mot.”). At the hearing, it
became apparent that ambiguity remained as to whether the
Court could exercise personal jurisdiction over Panasonic.
See Docket No. 48 (“Tr.”) at 56-69. The
Court accordingly ordered the parties to engage in limited
jurisdictional discovery. Docket No. 45. Following discovery,
the parties submitted supplemental briefing addressing
Panasonic's contacts with the state of California.
See Docket No. 60 (“Pl. Supp. Br.”);
Docket No. 62 (“Def. Supp. Br.”). For the reasons
discussed below, the Court finds that it lacks personal
jurisdiction over Panasonic and therefore
GRANTS Defendants' motion to dismiss.
FACTUAL AND PROCEDURAL BACKGROUND
First Amended Complaint
allege the following in the FAC. Plaintiffs were interested
in purchasing solar panels for their home to “reduce
their electric bills, save money, and benefit the
environment.” FAC ¶ 81. A representative of
GeoGenix, an installer of Sanyo panels, assured them the
panels “were the best solar panels available on the
market, ” would have “30 years useful life,
” and “would all but eliminate their electricity
bill for 30 years.” Id. ¶¶ 64, 82,
92. Sanyo provides installers, including GeoGenix, with a
specification (or “spec”) sheet stating that the
panels come with a 20-year power output limited warranty and
a 2-year warranty for workmanship. Id. ¶ 63.
Based on this spec sheet, GeoGenix told Plaintiffs that Sanyo
provides a 20-year power output warranty. Id. ¶
65. However, Sanyo did not provide GeoGenix with Sanyo's
full, written Limited Warranty at any point; Plaintiffs did
not see the Limited Warranty until after this lawsuit was
initiated. Id. ¶¶ 60, 63; see
FAC, Exh. A (Limited Warranty).
relied on GeoGenix's representations about the quality of
Sanyo's solar panels and the terms of Sanyo's
warranties when they purchased a Sanyo solar panel system
from GeoGenix in September 2005. FAC ¶¶ 95-96. They
agreed to pay extra for what they believed to be a
“premium” product. Id. ¶¶
82-83. GeoGenix installed the Sanyo solar panels.
Id. ¶¶ 91-94.
or about 2016, ” Power Overhaul, a solar energy
contractor engaged by Plaintiffs, conducted an inspection of
Plaintiffs solar panels. Id. ¶¶ 47, 97.
Power Overhaul informed Plaintiffs that “some of their
Sanyo panels were not functioning properly” and
“the power production of the panels . . . were below
the levels stated in the Power Warranty.” Id.
¶ 97. The failed Sanyo panels were a result of
“delamination.” Id. ¶ 98.
Delamination occurs when the laminated components of a solar
panel detach because the bond between the plastics and the
glass separates. Id. ¶ 42. This detachment
allows air and moisture to come in to contact with the wires
that conduct electricity, creating a safety and fire risk.
Id. ¶ 51.
submitted a warranty claim to Sanyo through GeoGenix.
Id. ¶ 100. Sanyo took approximately eighteen
months to respond to the claim, and only agreed to replace
nine of the thirteen delaminated panels. Id. ¶
101. Sanyo explained the remaining four panels would not be
replaced because Plaintiffs provided insufficient test data
of power degradation to qualify for replacement panels.
Id. Sanyo refused to conduct the necessary power
output tests and required the Plaintiffs to obtain the test
data and provide it to Sanyo. Id. ¶ 103.
Plaintiffs allege that Sanyo put the onus on consumers to
conduct power output tests on defective panels as part of a
warranty “claims suppression strategy.”
the eighteen-month period when Sanyo was processing
Plaintiffs' warranty claim, Power Overhaul provided
additional photographs to Sanyo demonstrating
“delamination throughout many of Plaintiff's
panels.” Id. ¶ 105. Although the FAC does
not make it clear, it appears that this delamination
manifested in panels other than the initial thirteen that
Plaintiffs reported as defective. It also appears that Sanyo
did not address these additional delaminated panels when it
responded to Plaintiffs' warranty claim.
18, 2018, Plaintiffs sent a letter to Sanyo pursuant to the
CLRA informing Sanyo of an alleged violation of California
Civil Code § 1770 as well as an alleged breach of
warranty. FAC, Exh. D. In the letter, Plaintiffs demanded
that Sanyo fix the panel defects within thirty days of
receipt of the letter. Id. Plaintiffs then filed
this suit on August 2, 2018, fifteen days after sending the
letter. See Docket No. 1. Defendants moved to
dismiss the original complaint. Docket No. 30. Instead of
litigating the motion, the parties stipulated that Plaintiffs
would file an amended complaint. Docket No. 36. The instant
motion to dismiss the FAC followed.
hearing on March 7, 2019, counsel for Defendants argued that
to the extent Plaintiffs' claims hinged on conduct
attributable to Panasonic, rather than Sanyo, Plaintiffs had
failed to identify any “California-related
activity” by Panasonic that would allow the Court to
exercise personal jurisdiction over it. Tr. 56:9-17. Since
Sanyo NA-a Delaware corporation whose principal place of
business was San Diego, California-ceased to exist in 2015
when it was merged into Panasonic, any acts of alleged
warranty suppression after 2015 would ...