Cards against Humanity sues SpaceX

Ryujin

Legend
From the Complaint (um, Petition. TEXAS!):

4. Plaintiff Cards Against Humanity, LLC, is a Delaware limited liability company with its principal place of business in Chicago, Illinois. Further, CAH is the sole member of Hole Holding LLC, a Delaware limited liability company with its principal place of business in Chicago, Illinois, which is wholly owned by CAH.

5. Defendant Space Exploration Technologies Corp. is a Texas corporation* that maybe served with process by serving its registered agent, Corporation Service Company d/b/aLawyers Incorporating Service Company, 211 E.7th Street, Suite 620, Austin, Texas 78701-3218.

*A footnote states:
Formerly a Delaware corporation, effective as of February 14, 2024, SpaceX has filed a Certificate of Conversion to convert that entity to a Texas Corporation. Its principal place of business remains at 1 Rocket Road, Hawthorne, California 90250.

The Amount in Controversy exceeds $75k, exclusive of attorney's fees, costs, etc. (see, e.g., paragraph 1).


Analysis:
For federal jurisdiction (in other words, could the Defendant, SpaceX, remove it to federal court) you have to have complete diversity of the parties and an amount in controversy greater than $75,000 (exclusive of interest and costs).

The amount is satisfied.

Diversity might be satisfied. On the face of the Complaint, it appears to be. Let's quickly look at this:
Normally, a corporation is a "citizen" of both the state of its incorporation, and the state it is headquartered in.

So plaintiff is alleging:
Plaintiff is Delaware/Illinois
Defendant is Texas/California

But but! There are a few different issues. Because there always are.
1. The lawsuit is brought by CAH. But the property is owned by Hole Holding LLC ("Hole"). I assume Hole is just an SPE ("special purpose entity") that does nothing more than own the land and is wholly owned by CAH. But it's unclear to me why the claim is not brought by Hole since it is Hole's property- there is no allegation that the land was transferred. Federal court requires the "real party in interest" to bring the claim; Texas may allow more relaxed rules.

2. The principal place of business for a corporation isn't just what the corporation says it is. In 2010, the Supreme Court clarified that this will be the "nerve center" - where the high level officers of the corporation direct and control the corporation. This can be factually disputed (burden of persuasion is on party asserting diversity jurisdiction).

3. I don't know when the effective date of the changeover from Delaware to Texas is for SpaceX, or if that conversion creates any diversity issues. Assuming the effective date is as stated in the footnote, that's fine.

4. Finally, there is an additional issue with the complaint (PETITION, UGH, TEXAS!). CAH (and Hole) aren't corporations, they are limited liability companies (LLCs). They aren't treated like corporations, they are treated like a partnership (there is a long and complicated history here). So ... neither Hole nor CAH is a citizen of the state of their LLC incorporation OR their principal place of business. Instead, they are citizens of every state of every member of the LLC. Now, here is fun part. A lot of LLCs (such as, um, Hole) have LLCs as members. Which means you have to trace the citizenship of those members, and then if there are other LLCs, those members, and so on and so on and so on ... it can be LLCs all the way down. So we don't actually know the citizenship of Hole and CAH based on the pleadings.

This last point is important. LLCs can have serious issues getting cases into federal court because of this; both because they might not have diversity, and also because they just don't want to reveal all of their members (and their members' members, etc.). There was a case in Georgia a while ago involving a defamation claim filed against Open AI, LLC for hallucinating false statements. OpenAI removed it to federal court. They had to file a statement about the citizenship of their members. They did. But it wasn't enough. The judge demanded that they file (name and identify) the members of the LLCs that were members of OpenAI, which included certain fancy investment LLCs.

Rather than announce the members, OpenAI just let the case go back to state court.

Remember kids- PROCEDURE IS FUN!
Thanks. I made the erroneous conclusion that CAH was suing as the holding company that owns the land, not as themselves, without reading the brief. As to the legal difference between LLC and Corporation I'm glad that I never did go into law, after all. (It was one of three possible careers for me, way back when.)
 

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My favorite professor in law school would tell us, "Look, anyone can eventually learn the black letter law.* But if you want to make the big bucks, you have to learn how to argue, and win, when the black letter law is against you."


*Black letter law is lawyer-speak for well-know and indisputable legal principles.
“If the facts are against you, argue the law. If the law is against you, argue the facts. If the law and the facts are against you, pound the table and yell like hell”
― Carl Sandburg
 

Whizbang Dustyboots

Gnometown Hero
My favorite professor in law school would tell us, "Look, anyone can eventually learn the black letter law.* But if you want to make the big bucks, you have to learn how to argue, and win, when the black letter law is against you."

*Black letter law is lawyer-speak for well-know and indisputable legal principles.
To quote Mel Brooks' History of the World, Part I ... (redacted).
 

IANAL ... Snarf?!

Could CAH simply confiscate (and subsequently dispose of / destroy) the equipment that SpaceX has trespassed on their property? I mean, if it's a marked area that's mine, and you're not supposed to be there, and you throw trash on my property, it would seem like I should be within my right to have it removed.
 

Whizbang Dustyboots

Gnometown Hero
IANAL ... Snarf?!

Could CAH simply confiscate (and subsequently dispose of / destroy) the equipment that SpaceX has trespassed on their property? I mean, if it's a marked area that's mine, and you're not supposed to be there, and you throw trash on my property, it would seem like I should be within my right to have it removed.
That seems like a good way to make Elon Musk decide to tie you up in court forever and bankrupt you out of spite.
 


Umbran

Mod Squad
Staff member
Supporter
Could CAH simply confiscate (and subsequently dispose of / destroy) the equipment that SpaceX has trespassed on their property?

That seems like a good way to make Elon Musk decide to tie you up in court forever and bankrupt you out of spite.

Well moot point if it isn't actually valuable to Space X.

If it is valuable, hold it hostage you collect it, put it in proper storage, and keep adding the rising storage costs onto the invoices you bring to court...
 

Snarf Zagyg

Notorious Liquefactionist
Supporter
IANAL ... Snarf?!

Could CAH simply confiscate (and subsequently dispose of / destroy) the equipment that SpaceX has trespassed on their property? I mean, if it's a marked area that's mine, and you're not supposed to be there, and you throw trash on my property, it would seem like I should be within my right to have it removed.

Three things-

1. I just saw this. If you want to summon me like Bettlejuice, you need to "at" me. :)

2. I can't give you a specific answer; every state is different, and Texas is always very different. And I'm not going to look into the law there. But I will provide you a generic answer that I think applies to most jurisdictions in (3).

3. As a general rule... NO! Please do not do that. The law generally frowns on this sort of "self help." Here's the problem- this is the personalty (personal property) of someone else. Even if the person was a trespasser, you can't just appropriate their personal property without a lawful basis to do so. Depending on what you do, you can be liable for, inter alia, conversion, theft, or the damage you cause (and that's just the beginning). You need to get some lawful basis to do so (contractual, court order, by statute, etc.).

When there are situations when the issue of another's personal property that has been left on your property often arises (landlord/tenant, for example, or storage container owners) there is usually a detailed statutory mechanism detailing the steps you have to take regarding the personalty.


In the instant case, I s'pose the either Plaintiff (CAH) can move for an order (injunction) requiring the removal, or SpaceX might want to mitigate damages by removing them.
 

Bacon Bits

Legend
3. As a general rule... NO! Please do not do that. The law generally frowns on this sort of "self help." Here's the problem- this is the personalty (personal property) of someone else. Even if the person was a trespasser, you can't just appropriate their personal property without a lawful basis to do so. Depending on what you do, you can be liable for, inter alia, conversion, theft, or the damage you cause (and that's just the beginning). You need to get some lawful basis to do so (contractual, court order, by statute, etc.).

When there are situations when the issue of another's personal property that has been left on your property often arises (landlord/tenant, for example, or storage container owners) there is usually a detailed statutory mechanism detailing the steps you have to take regarding the personalty.

I can attest to this. My cousin has some land that's in a mostly undeveloped and forested area known for hunting and trail riding. Well, he went up there and found a vehicle, a cargo trailer with a big air compressor on it, and a bunch of other stuff on his land. Like ruggedized toolboxes, work tools, some old coolers, a gas generator, and stuff like that.

The funny part is that each of those things had completely different laws determining when the property could be called "abandoned" and what you could do with it once it was. Like completely different procedures. It took him like three months before he could actually get rid of all of it. The vehicle he could have towed after two days just by calling a tow company, but the rest was really complicated. I think he had to post something in the local newspaper to get the tools considered abandoned.
 

Snarf Zagyg

Notorious Liquefactionist
Supporter
I think he had to post something in the local newspaper to get the tools considered abandoned.

It's really ... funny, or sad, or interesting ... how the law moves so slowly and conservatively.

One of the concepts in the law that is super-duper important is "notice." And so there is an issue when you aren't sure who you are supposed to give notice to, or when you want to notice "everyone" to start a time limit running.

And usually, you do this by posting in a newspaper. Yeah, those legal notices. Which given what has been happening with newspapers ...

Anyway, this is a long way of saying that this is why a lot of attorney's offices have a subscription to the local paper, and why attorney's will still look at them and check the legal notices that they publish.
 

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