United States District Court, D. Minnesota
Richard Ihrig, James M. Lockhart, James P. McCarthy, John C. Ekman, Jessica L. Meyer, Lindquist & Vennum LLP, Minneapolis, Minnesota, for Plaintiffs.
Shari Ross Lahlou, Crowell & Moring LLP, Washington, D.C., C. Todd Koebele, Peter W. Wanning, Murnane Brandt, PA, St. Paul, Minnesota, for Defendant E.I. DuPont de Nemours and Company.
James Arthur Reeder, Jr., Erica L. Krennerich, Vinson & Elkins LLP, Houston, Texas, Lawrence Zelle, Lindsey A. Davis, Zelle Hofmann Voelbel & Mason LLP, Minneapolis, Minnesota, for Defendant Huntsman International LLC.
MEMORANDUM OPINION AND ORDER
RICHARD H. KYLE, United States District Judge.
Plaintiff The Valspar Corporation (" Valspar" ) is one of the largest paint and coating producers in the world. In order to manufacture its products, it utilizes titanium dioxide -- a dry, powdered chemical used for whiteness and brightness -- purchased from a number of suppliers, including Defendants E.I. DuPont de Nemours and Company (" DuPont" ) and Huntsman International LLC (" Huntsman" ). Valspar alleges in this action that these Defendants, along with others, conspired to artificially inflate titanium dioxide prices in violation of federal antitrust law. Presently before the Court are the Motions of DuPont and Huntsman to transfer Valspar's claims to the District of Delaware and the Southern District of Texas, respectively. For the reasons that follow, their Motions will be granted.
Over the years, Valspar has purchased significant quantities of titanium dioxide from Defendants. It alleges that as early as 2002, Defendants conspired with one another and others to manipulate, raise, or maintain the market and price for titanium dioxide sold in the United States. According to Valspar, this conspiracy was successful and resulted in it paying " supra-competitive, artificially inflated prices." (Compl. ¶ ¶ 30, 189.)
It is undisputed that at least some of the purchases Valspar made from DuPont and Huntsman were governed by agreements containing forum-selection clauses. For example, Valspar and DuPont entered into
a " Supply Contract" for the purchase of titanium dioxide, effective from January 1, 2003, to January 1, 2006, which provided the contract would be " governed by and construed in accordance with the laws of the State of Delaware" and that " the courts within Delaware will be the only courts of competent jurisdiction." (Wanning Aff. Ex. 1, ¶ 15.) Similarly, Valspar and Huntsman entered into a " Sales Agreement" for the purchase of titanium dioxide, effective January 1, 2011, through December 31, 2012, providing it would be governed by Texas law and that Valspar " irrevocably submit[ted] to the exclusive jurisdiction of the Federal court . . . located in the Southern District of Texas, Houston Division, . . . solely in respect of the ...