State of California v. Valero Energy Corporation et al

Filing 115

ORDER OF DISMISSAL AND FINAL JUDGMENT Signed by Judge Alsup on 10/12/2017. (whalc1, COURT STAFF) (Filed on 10/12/2017)

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UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF CALIFORNIA

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STATE OF CALIFORNIA,
Plaintiff,
Civil Action No. 17-cv-3786 (WHA)

v.
VALERO ENERGY CORPORATION,
VALERO ENERGY PARTNERS LP,
and
PLAINS ALL AMERICAN
PIPELINE, L.P.,
Defendants.

[PROPOSED] STIPULATED ORDER
OF DISMISSAL AND FINAL
JUDGMENT

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1.

All parties have agreed to the provisions of this order through their

designated counsel.
2.

Subject to the provisions of paragraph 5 below, Defendants Valero Energy

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Corporation, Valero Energy Partners LP, and any Affiliate (as defined below) are

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hereby ordered and enjoined for a period of 10 years from the date of entry of this order

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not to acquire or seek to acquire the Martinez and Richmond Facilities (as defined

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below).

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subsidiary of Valero Energy Corporation or Valero Energy Partners LP, or any other

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As used in this order, the term “Affiliate” means any direct or indirect

entity that controls, is controlled by, or is under common control with either Valero
Energy Corporation or Valero Energy Partners LP, where the terms “controls,”
“controlled by” and “under common control with” mean the power to direct the
management and policies of an entity, directly or indirectly, through the ownership of

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voting securities, by contract, or otherwise. As used in this order, the term “Martinez
Order and Final Judgment
No. 17-cv-3786 (WHA)
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and Richmond Facilities” means the petroleum storage and distribution terminals

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presently owned by a subsidiary of Plains All American Pipeline, L.P. and located in

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Martinez and Richmond, California, and/or any of the pipelines presently owned by a

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subsidiary of Plains All American Pipeline, L.P. leading to or from the Martinez and
Richmond terminals.
3.

Subject to the provisions of paragraph 5 below, if defendants Valero

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Energy Corporation, Valero Energy Partners LP, or any Affiliate, attempts to acquire or
seek to acquire the Martinez and Richmond Facilities, they are ordered, for a period of
10 years from the date of entry of this order, to provide written notice to the California
Attorney General’s Office, Antitrust Section no later than the date of filing of a form

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required to be submitted to the Federal Trade Commission by the Hart-Scott-Rodino

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Act, 15 U.S.C. § 18A, or 30 days prior to the proposed closing, whichever is earlier.

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4.

Pursuant to Federal Rule of Civil Procedure 60(b)(5) or (6), Valero

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Energy Corporation, Valero Energy Partners LP, or any Affiliate, may apply to this

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Court for a termination or modification of this Order if there is a change in factual

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conditions or in law sufficient to satisfy Rules 60(b)(5) or (6).
5.

Neither the parties nor this Court shall use, cite or rely upon the provisions

of this order, or any of the discussions at the October 5, 2017 case management

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conference, as a basis for any claim for attorney’s fees or costs in this case.
6.

Subject to the provisions of paragraph 5 above, this Court shall retain

jurisdiction for a period of 10 years to enforce the terms of this order.
Order and Final Judgment
No. 17-cv-3786 (WHA)
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7.

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Nothing herein shall be construed as an admission on the merits by any

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This case is dismissed in its entirety as moot and administratively closed.

9.

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Final judgment is hereby entered. Judgment shall not be in favor or

party.

against either side.

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Dated: October ___, 2017 .

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_______________________________
Hon. William H. Alsup
United States District Court Judge

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Order and Final Judgment
No. 17-cv-3786 (WHA)
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Case 3:17-cv-03786-WHA Document 114 Filed 10/11/17 Page 4 of 4

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Dated: October 11, 2017

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XAVIER BECERRA
Attorney General
KATHLEEN E. FOOTE
Senior Assistant Attorney General
PAUL MOORE
Deputy Attorney General
ESTES LAW GROUP

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/S/ Polly J. Estes
Polly J. Estes
Attorneys for Plaintiff State of California

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Dated: October 11, 2017
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VINSON & ELKINS L.L.P
/s/ William R. Vigdor
William R. Vigdor (admitted pro hac vice)
Attorneys for Defendant
Plains All American Pipeline, L.P.

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Dated: October 11, 2017

BAKER BOTTS LLP
/s/ Stephen Weissman
Stephen Weissman (pro hac vice)
Counsel for Defendants
Valero Energy Corporation and Valero Energy
Partners, LP

I attest that concurrence in the filing of this document has been obtained from all
signatories.
/s/ Polly J. Estes
Polly J. Estes
Attorneys for Plaintiff State of California

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Order and Final Judgment
No. 17-cv-3786 (WHA)
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