Melissa Neblock and Lucinda Odea v. Gene by Gene, Ltd. d/b/a FamilyTreeDNA

                  UNITED STATES DISTRICT COURT                           
              FOR THE NORTHERN DISTRICT OF ILLINOIS                      
                        EASTERN DIVISION                                 

MELISSA NEBLOCK and LUCINDA ODEA,                                        

          Plaintiffs,                                                    
                                      No. 24 CV 12118                    
      v.                                                                 
                                      Judge Manish S. Shah               
GENE BY GENE, LTD. d/b/a                                                 
FAMILYTREEDNA,                                                           

          Defendant.                                                     

                 MEMORANDUM OPINION AND ORDER                            

    Defendant Gene by Gene, Ltd. (FamilyTreeDNA) sells and processes genetic 
testing kits. Plaintiffs Melissa Neblock and Lucinda Odea allege that defendant 
tracked  and  shared  their  personal  genetic  information  with  third  parties  when 
plaintiffs visited defendant’s website and bought testing kits. Defendant moves to 
dismiss the complaint based on lack of personal jurisdiction. In the alternative, 
defendant moves to compel arbitration. Finally, to the extent the court has personal 
jurisdiction over it and declines to enforce the arbitration provision, defendant moves 
to transfer the case to the Southern District of Texas. For the reasons discussed 
below, the motion is granted in part and denied in part.                  
I.   Legal Standards                                                      
    Federal Rule of Civil Procedure 12(b)(2) governs dismissals based on lack of 
personal jurisdiction. When a defendant challenges jurisdiction under Rule 12(b)(2), 
“the plaintiff bears the burden of demonstrating the existence of jurisdiction.” NBA 
Props., Inc. v. HANWJH, 

46 F.4th 614, 620

 (7th Cir. 2022). If the decision is based 
solely on written materials without an evidentiary hearing, the plaintiff need only 
make a prima facie showing of personal jurisdiction over the defendant. Matlin v. 
Spin Master Corp., 

921 F.3d 701, 705

 (7th Cir. 2019). All well-pleaded facts alleged 

in the complaint are taken as true and any factual disputes are resolved in plaintiff’s 
favor. 

Id.

                                                                
    The  Federal  Arbitration  Act  directs  a  federal  district  court  to  compel 
arbitration when there is (1) a written agreement to arbitrate; (2) a dispute within 
the scope of the arbitration agreement; and (3) a refusal to arbitrate. See 

9 U.S.C. § 4

; 
Coatney v. Ancestry.com DNA, LLC, 

93 F.4th 1014, 1019

 (7th Cir. 2024). Where a 

court has determined that the parties agreed to arbitrate the issues at hand, it must 
compel arbitration and “on application of one of the parties stay the trial of action 
until such arbitration has been had in accordance with the terms of the agreement.” 

9 U.S.C. § 3

; see also Halim v. Great Gatsby’s Auction Gallery, Inc., 

516 F.3d 557, 561

 
(7th  Cir.  2008).  Courts  review  motions  to  compel  arbitration  under  a  standard 
analogous to summary judgment. See Tinder v. Pinkerton Sec., 

305 F.3d 728, 735

 (7th 
Cir. 2002). The party opposing arbitration must raise an issue of material fact about 

whether the parties are bound by contract to arbitrate. 

Id.

               
II.  Background                                                           
    Defendant  FamilyTreeDNA  is  a  direct-to-consumer  genetic  testing  kit 
provider. [50] ¶ 9.1 To use defendant’s genetic testing service, consumers purchase 

1 Bracketed numbers refer to entries on the district court docket and page numbers are taken 
from the CM/ECF header placed at the top of the filing. The facts are taken from the amended 
consolidated  class  action  complaint,  [50],  and  the  evidence  submitted  by  defendant  in 
one of FamilyTreeDNA’s testing kits through its website or from a third-party retailer 
and provide a saliva sample to defendant for analysis. [50] ¶ 10. To receive their 
genetic testing results, customers are required to register on defendant’s website and 

log into their portal to view the results. [50] ¶ 11. Plaintiffs Melissa Neblock and 
Lucinda Odea purchased (and received) genetic testing kits through defendant’s 
website and viewed their results by registering for accounts and logging into their 
portals. [50] ¶¶ 20–31.                                                   
    FamilyTreeDNA allegedly installed “tracking tools” (including pixels) onto its 
website that collected plaintiffs’ data and transmitted it to unauthorized third parties 

like Meta and Google. [50] ¶¶ 63, 92. Pixels are used by website operators to track 
user behavior. [50] ¶ 64. Meta and Google’s pixels acquire information from a user’s 
browser—including details about the user and her interactions with the website—
without notifying the user. [50] ¶ 72. This information includes the fact that plaintiffs 
have purchased a genetic testing kit. [50] ¶ 83.                          
    Pixels  on  defendant’s  website  allow  Meta  and  Google  to  link  collected  
information to the user’s identity, via her Meta or Google profile. [50] ¶ 74. In turn, 

these companies deploy targeted advertisements and identify new market segments 
to exploit. [50] ¶ 5.                                                     


opposition to the exercise of jurisdiction, [54-1]; [58-1]; [58-2]. The court has subject-matter 
jurisdiction  over  the  state-law  claims  under  the  Class  Action  Fairness  Act,  

28 U.S.C. § 1332

(d)(2): defendant is a limited partnership owned entirely by a corporation organized in 
Delaware and with its principal place of business in Texas, [57] at 1, plaintiffs Neblock and 
Odea are citizens of Illinois, [50] ¶¶ 20, 26, and the aggregate claims of all members of the 
proposed class are in excess of $5,000,000. [50] ¶ 32.                    
    Before creating their accounts on defendant’s website, plaintiffs were required 
to agree to certain terms of service. [54-1] at 55. By clicking a box that stated, “I 
agree,” plaintiffs consented to be bound by certain policies and procedures. [54-1] at 

55. The relevant terms of service included sections on arbitration and disputes and 
governing law, which informed users that any claims or disputes arising out of the 
agreement, excluding claims by defendant for injunctive or other equitable relief, 
would be resolved through arbitration by the American Arbitration Association in 
Houston. [54-1] at 78, 91.                                                
    Plaintiffs  allege  negligence  and  violations  under  the  Illinois  Genetic 

Information Privacy Act. [50] ¶¶ 133–157. Defendant moves to dismiss for lack of 
personal jurisdiction. In the alternative, defendant moves to compel arbitration. 
III.  Analysis                                                            
    A.   Personal Jurisdiction                                           
    With exceptions not relevant here, personal jurisdiction is governed by the law 
of the forum state. Fed. R. Civ. P. 4(k)(1). The Illinois long-arm statute confers 
personal jurisdiction if “permitted by the Illinois Constitution and the Constitution 

of  the  United  States.”  735  ILCS  5/2-209(c);  see  also  J.S.T.  Corp.  v.  Foxconn 
Interconnect Tech. Ltd., 

965 F.3d 571, 575

 (7th Cir. 2020). Thus, the question is 
whether  exercising  personal  jurisdiction  on  FamilyTreeDNA  “comports  with  the 
limits imposed by federal due process.” Walden v. Fiore, 

571 U.S. 277, 283

 (2014). 
    Personal jurisdiction can be general or specific. Ford Motor Co. v. Mont. Eighth 
Jud. Dist. Ct., 

592 U.S. 351, 358

 (2021). Plaintiff does not argue that FamilyTreeDNA 
is subject to general jurisdiction in Illinois but instead argues that the company is 
subject to specific jurisdiction for its suit-related contacts with the state. [56] at 8–13. 
    Specific jurisdiction analyzes the connection between the defendant, the forum, 

and the underlying controversy. See Curry v. Revolution Lab’ys, LLC, 

949 F.3d 385, 395

 (7th Cir. 2020). Jurisdiction is proper when the defendant takes some act by 
which it “purposefully avails itself of the privilege of conducting activities with the 
forum State.” Ford Motor, 

592 U.S. at 359

. The defendant’s contacts with the forum 
state must be its own choice and not random or fortuitous. 

Id.

 And the litigation must 
arise out of or relate to those contacts. B.D. ex rel. Myer v. Samsung SDI Co., 

91 F.4th 856, 861

 (7th Cir. 2024).                                                 
         1.   Purposeful Availment                                       
    FamilyTreeDNA first argues that it did not purposefully avail itself of the 
privilege of transacting business in Illinois. [54] at 6. It is true that an interactive 
website, standing alone, is not sufficient to establish jurisdiction over a defendant. 
See Telemedicine Sols. LLC v. WoundRight Techs., LLC, 

27 F.Supp.3d 883, 891

 (N.D. 
Ill. 2014) (citing be2 LLC v. Ivanov, 

642 F.3d 555

, 558–59 (7th Cir. 2011)). Further, 

“[c]ourts  should  be  careful  in  resolving  questions  about  personal  jurisdiction 
involving online contacts to ensure that a defendant is not haled into court simply 
because the defendant owns or operates a website that is accessible in the forum 
state, even if that site is ‘interactive.’” Illinois v. Hemi Grp. LLC, 

622 F.3d 754, 760

 
(7th Cir. 2010).                                                          
    But defendant did more than operate an interactive website. Defendant does 
not challenge plaintiffs’ allegations that they ordered genetic testing kits and that 
the  kits  were  shipped  to  their  respective  Illinois  addresses.2  This  allegation  is 

supported by Odea’s account information with FamilyTreeDNA, which shows that 
she was billed for shipping defendant’s product to Illinois, [54-1] at 65–68, and that 
over 2 percent of the company’s revenue was derived from Illinois residents, [54-1] at 
50. Though the number is relatively small, it is nonetheless distinguishable from the 
“single incident conjured up by the plaintiffs’ attorney for the exclusive purpose of 
establishing personal jurisdiction over the defendants” that was at issue in Matlin, 

921 F.3d at 706

.                                                          
    “[S]pecific jurisdiction should not be exercised based on a single sale in a 
forum.” 

Id.

 (quoting Russell v. SNFA, 

987 N.E.2d 778

, 794 (Ill. 2013)). But plaintiffs 
are alleging a class action (composed of thousands of sales to Illinois residents) and 
defendant cannot rationally argue that only a singular sale has been made to an 
Illinois consumer. The timing of defendant’s sales also distinguishes the present case 
from Matlin, as plaintiffs indisputably purchased the testing kits before filing the 

present lawsuit.                                                          



2 Defendant does, however, argue in its reply brief that “nowhere do [plaintiffs] allege or 
submit evidence that [FamilyTreeDNA] shipped the genetic testing kits into Illinois.” [58] at 
7. Issues raised for the first time in a reply brief are waived. See Billhartz v. Comm’r of 
Internal Revenue, 

794 F.3d 794

, 801 n.4 (7th Cir. 2015). Even if the argument were not 
waived, the allegations in the amended class action complaint provide a basis to reasonably 
infer that the products were shipped to plaintiffs at their home addresses in Illinois. See [54] 
¶¶ 20, 26.                                                                
    Although plaintiffs did not contradict defendant’s sworn declarations stating 
that FamilyTreeDNA has never solicited business in Illinois, [54-1] at 49, personal 
jurisdiction may be proper irrespective of whether a company has “advertised in print 

media  in  Illinois.”  Curry,  

949 F.3d at 400

  (quoting  Hemi,  

622 F.3d at 756

). 
FamilyTreeDNA’s sale of testing kits to Illinois residents “provides solid evidence 
that [defendant] has ‘purposely exploited the Illinois market.’” 

Id.

 (quoting be2, 

642 F.3d at 558

).                                                             
         2.   Suit-Related Conduct                                       
    Specific jurisdiction also requires that defendant’s minimum contacts with 

Illinois be suit-related. Curry, 

949 F.3d at 400

. There must be a connection between 
the forum state and the specific claims at issue. See 

id.

                 
    FamilyTreeDNA submits that its alleged contact with Illinois is not suit-
related. [58] at 6. Unlike in NBA Properties, 46 F.4th at 626–27, where the act of 
selling infringing products to Illinois formed the basis for personal jurisdiction, or 
Hemi, 

622 F.3d at 759

, where the sale and shipment of cigarettes triggered the 
plaintiff’s claims against the defendant, FamilyTreeDNA contends that there is “no 

allegation in this case that the kits caused any infringement or damages.” [58] at 6. 
In support, defendant argues that the pixels at issue were installed on its website in 
Texas, and any alleged privacy violation would have occurred in Texas—not in Illinois 
as a direct result of the shipping of testing kits. [58] at 7.            
    But plaintiffs plausibly allege that defendant violated their privacy rights 
when they checked the results of their genetic testing from their browsers in Illinois—
an act that would not have been made possible but for defendant’s shipment of the 
testing kits into the state. See [56] at 10–12. I can reasonably infer from plaintiffs’ 
amended class action complaint that defendant’s suit-related conduct—its alleged use 

of pixels to capture genetic information through its website—relates to its sale of 
testing kits into Illinois in furtherance of an alleged GIPA violation.   
    This is further supported by the fact that GIPA protects not only the results of 
an individual’s genetic test, but also information regarding her request for genetic 
services.  See  410  ILCS  513/10.  Shipping  testing  kits  to  Illinois  residents  made 
possible  the  capture  of  plaintiffs’  protected  information.  There  is  a  sufficient 

connection between the suit-related conduct and the forum.                
    Defendant’s reliance on Matlin and Advanced Tactical Ordinance Systems v. 
Real Action Paintball, Inc., 

751 F.3d 796, 801

 (7th Cir. 2014), is misplaced. In Matlin, 
“the sale was not related to the underlying royalties dispute in the slightest.” NBA 
Props.,  

46 F.4th at 625

.  And  in  Advanced  Tactical,  the  court  found  that  any 
connection between a singular sale into Indiana and the trademark infringement 
claim underlying the litigation was “entirely fortuitous.” 

751 F.3d at 803

. 

    Here, plaintiffs have plausibly alleged that the sale of defendant’s product in 
Illinois contributed to (and furthered) the violation of their rights to privacy in their 
genetic  information  as  set  forth  by  GIPA.  Whether  plaintiffs  can  prove  these 
allegations is not the issue at this stage of the litigation, where they need only 
establish a prima facie case of specific personal jurisdiction over FamilyTreeDNA. 
Defendant is subject to jurisdiction in Illinois.3                        
    B.   Arbitration                                                     

    Defendant next argues that plaintiffs’ claims are subject to arbitration. The 
Federal Arbitration Act “reflects the fundamental principle that arbitration is a 
matter of contract.” Rent-A-Center, West, Inc. v. Jackson, 

561 U.S. 63

, 67 (2020). Here, 
FamilyTreeDNA argues that the applicable terms of service provided that the parties 
expressly agreed to binding arbitration in Houston to resolve any dispute related to 
defendant’s services. [54] at 11. The only exception to the arbitration provision allows 

FamilyTreeDNA to seek injunctive relief to protect its proprietary interests. [54-1] at 
78.                                                                       
    Plaintiffs do not challenge whether they had fair notice of the arbitration 
provision. They argue instead that the clause is unenforceable because (1) the present 
dispute arose before plaintiffs’ alleged acceptance of its terms, and (2) defendant’s 
specific arbitration clause is unconscionable. [56] at 14–18.             
         1.   Timing                                                     

    The instant arbitration clause is limited to disputes “arising out of or in 
connection  with  or  related  to  this  Agreement.”  [54-1]  at  78.  “Courts  construing 
arbitration clauses have refused to subject claims to arbitration where the claims 

3 Defendant does not argue that subjecting it to jurisdiction in Illinois offends traditional 
notions of fair play and substantial justice. And nor could it. FamilyTreeDNA derives revenue 
from Illinois and its use of an interactive website enables the company to conduct business 
nationwide. See Curry, 

949 F.3d at 402

. Further, “Illinois has a strong interest in providing 
a forum for its residents … to seek redress for harms suffered within the state by an out-of-
state actor.” 

Id.

                                                         
arise from or relate to conduct occurring prior to the effective date of the agreement, 
and where the clause is limited to claims under ‘this Agreement.’” TradeComet.com 
LLC v. Google, Inc., 435 Fed. App’x 31, 34 (2d Cir. 2011) (emphasis in original); see 

also Carter v. Doll House II, Inc., 608 Fed. App’x 903, 904 (11th Cir. 2015). 
    Plaintiffs argue that the arbitration clause is inapplicable because their claims 
pre-date their acceptance of the terms of service. [56] at 16. Specifically, plaintiffs 
contend that they did not create accounts with defendant—and therefore did not 
agree to defendant’s terms of service—until after they had already purchased their 
genetic testing kits. In support, plaintiffs cite to Odea’s account information with 

FamilyTreeDNA, which shows that Odea purchased a testing kit from defendant on 
July 22, 2017, and then joined certain user groups a few days later on July 31, 2017. 
[54-1] at 65.4                                                            
    Plaintiffs contend that this is evidence that Odea created her account on July 
31, 2017. But that statement is not supported by the record. In contrast, defendant 
included a sworn declaration from its Chief Information Technology Officer stating 
that plaintiffs “could not have purchased each of their genetic testing kits without 

first agreeing to” defendant’s terms of service at the time of purchase. [58-1] ¶ 6. This 
understanding  is  strengthened  by  defendant’s  screenshot  showing  what  was 
presented to Odea when she agreed to the terms of service and created her account: 
Odea was required to accept the terms of service in order to complete her purchase. 


4 Plaintiffs argue that Neblock similarly did not create her account until after she purchased 
a testing kit in February 2017, [56] at 7 n.1, but neither party has produced a document 
confirming the exact date when her account was created.                   
[54-1] at 83. Even accepting as true plaintiffs’ allegation that defendant violated 
GIPA the moment they purchased a testing kit (and thus formally requested genetic 
services), this could have been done only after plaintiffs accepted defendant’s terms 

of service, including the arbitration provision.                          
    Plaintiffs agreed to the arbitration clause before the disputed matter occurred. 
         2.   Unconscionability                                          
    Plaintiffs next argue that the arbitration clause is unenforceable because its 
unilateral terms render it substantively unconscionable. [56] at 17. “[A] contract is 
substantively unconscionable when a clause or term in the contract is totally one-

sided or harsh.” Hanover Ins. Co. v. N. Bldg. Co., 

751 F.3d 788, 794

 (7th Cir. 2014); 
see also Jackson v. Payday Fin., LLC, 

764 F.3d 765, 778

 (7th Cir. 2014) (“Indicative 
of substantive unconscionability are contract terms so one-sided as to oppress or 
unfairly surprise an innocent party, an overall imbalance in the obligations and 
rights  imposed  by  the  bargain,  and  significant  cost-price  disparity.”  (citation 
omitted)).                                                                
    Plaintiffs argue that the arbitration clause is substantively unconscionable 

because it preserves defendant’s right to seek injunctive or equitable relief in court, 
while  preventing  plaintiffs  from  doing  the  same.  [56]  at  17.5  But  the  kind  of 
proprietary  interests  defendant  seeks  to  protect  through  this  carve-out  are 


5 The arbitration clause at issue does not include a cost-price disparity or manifest as an 
overall imbalance in the parties’ rights and obligations. For example, the provision does not 
include “a strong possibility of arbitrator bias,” nor require fees that would make claims cost-
prohibitive. See, e.g., Jackson, 

764 F.3d at 789

.                         
meaningfully different from the kind of redress plaintiffs are seeking through the 
instant lawsuit, especially given that the carve-out is limited to equitable relief. This 
is consistent with the general understanding that federal courts are authorized to 

grant preliminary injunctive relief pending arbitration when such relief is necessary. 
See, e.g., Toyo Tire Holdings of Ams. Inc. v. Cont’l Tire N. Am., Inc., 

609 F.3d 975, 981

 
(9th Cir. 2010); Sauer-Getriebe KG v. White Hydraulics, Inc., 

715 F.2d 348, 350

 (7th 
Cir. 1983).                                                               
    The one-sided nature of the carve-out is insufficient by itself to render the 
entire arbitration clause unconscionable. The cases relied upon by plaintiffs do not 

suggest otherwise. In some, the one-sided nature of the agreements is distinguishable 
from the limited carve-out found here. See, e.g., Vassilkovska v. Woodfield Nissan, 
Inc., 

358 Ill.App.3d 20, 28

 (2005) (noting that the defendant exempted itself from 
arbitration for “a host of issues, primarily those dealing with the recoupment of 
money from the plaintiff”); Peavy by Peavy v. Skilled Healthcare Grp., Inc., 

470 P.3d 218, 226

  (N.M.  2020)  (relying  on  New  Mexico  law  to  find  substantive 
unconscionability where an arbitration clause exempts only the drafter’s likeliest 

claim). In others, the court found that other factors contributed to its finding of 
unconscionability. See, e.g., Hwang v. Pathway LaGrange Prop. Owner, LLC, 

260 N.E.3d 99

, 110 (Ill. App. Ct. 2024) (finding that the one-sided nature of the arbitration 
obligation,  paired  with  a  confidentiality  clause,  a  provision  prohibiting  punitive 
damages, and a damages cap, rendered the arbitration agreement unconscionable). 
    Even if the arbitration clause’s unilateral terms were unenforceable, they may 
nevertheless be severable. “In determining whether it is appropriate to sever an 
unconscionable  provision  from  an  agreement  and  enforce  the  remainder  of  the 

agreement,  Illinois  courts  are  to  consider  whether  the  provisions  operate 
independently of each other or whether the valid provisions are ‘so closely connected 
with unenforceable provisions that to do so would be tantamount to rewriting the 
Agreement.’” Tortoriello v. Gerald Nissan of N. Aurora, Inc., 

379 Ill.App.3d 214, 238

 
(2008). Given that “the strong policy in favor of enforcing arbitration agreements … 
is best served by allowing the valid portions of the arbitration agreement to remain 

in force while severing the unconscionable provision,” 

id. at 239

, plaintiffs have failed 
to establish why the arbitration provision as a whole must be struck down. 
    The arbitration provision is not unenforceable. The arbitration provision is 
part of defendant’s privacy policy; plaintiffs’ GIPA and negligence claims, which 
allege violations of their privacy rights, arise out of or are related to the agreement. 
    I grant defendant’s motion to compel arbitration of plaintiffs’ claims.6 Here, 
defendant notes that “federal cases should be stayed or dismissed,” [54] at 11, which 

I take to be a request for either a stay or dismissal. “When a district court finds that 
a  lawsuit  involves  an  arbitrable  dispute,  and  a  party  requests  a  stay  pending 
arbitration, § 3 of the FAA compels the court to stay the proceeding.” Smith v. 
Spizzirri, 

601 U.S. 472, 478

 (2024). This case is stayed pending arbitration. 


6 Because defendant’s motion to compel arbitration is granted, I do not reach the motion to 
transfer venue.                                                           
IV.    Conclusion 
     Defendant’s motion to dismiss for lack of personal jurisdiction, [54], is denied. 
Defendant’s motion to compel arbitration, [54], is granted.  The case is stayed pending 
arbitration. 

ENTER: 
                                         fad S. Shah 
                                         United States District Judge 
Date: May 19, 2026 

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