Samsung Electronics Co., Ltd. v. Imperium IP Holdings (Cayman), Ltd.

Filing 89

MEMORANDUM ORDER denying 76 MOTION to Transfer Case to Eastern District of Texas filed by Imperium IP Holdings (Cayman), Ltd. Signed by Judge Colm F. Connolly on 3/2/2020. (nmf)

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF DELAWARE
SAMSUNG ELECTRONICS CO.,
LTD.,
Plaintiff,
V.

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IMPERIUM IP HOLDINGS
(CAYMAN), LTD.,
Defendant.

Civil Action No. 15-1059-CFC

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MEMORANDUM ORDER
Whereas Plaintiff Samsung Electronics Co. Ltd. alleges in its Second
Amended and Supplemental Complaint that Defendant Imperium IP Holdings
(Cayman), Ltd. is subject to this Court's personal jurisdiction because lmperium
"voluntarily entered into a binding Settlement and License Agreement containing a
forum selection clause conferring exclusive jurisdiction with this Court," D.I. 63

,r

27·

'
Whereas Samsung also alleges that Samsung is a non-signatory, third-party

beneficiary of the Settlement and Licensing Agreement, id. ,r 66, and that the
Agreement "forms the basis for [Samsung's] claims in this action," id. ,r 27;
Whereas the Agreement has a forum selection clause which states "that all
disputes and litigation regarding this Agreement, its construction and matters

connected with its performance be subjected to the exclusive jurisdiction of the
state and federal courts located in Delaware," D.I. 10-1, Section 6.5;
Whereas pending before the Court is Imperium's Alternative Motion to
Transfer, D.I. 76;
Whereas Imperium argues in its motion that Samsung is not an intended
third-party beneficiary of the Agreement's forum selection clause, D.I. 77 at 5;
Whereas the Third Circuit held in In re McGraw-Hill Global Education
Holdings LLC, 909 F.3d 48, 58 (3d Cir. 2018) that its "case law directs [district

courts] to use state law to determine the scope of a 'forum selection clause"' and
that "[s]tate law, therefore, typically governs whether the clause covers a particular
claim, as well as whether the clause applies to a non-signatory as an intended
beneficiary or closely related party";
Whereas Imperium did not cite McGraw-Hill in its brief filed in support of
its motion and did not address in its briefing what state's law should govern the
interpretation of the Agreement's forum selection clause;
Whereas Samsung criticized Imperium for not citing McGraw-Hill, D.I. 79
at 3 (noting that McGraw-Hill is "inexplicably absent from Imperium's Transfer
Motion"), but then, like Imperium, failed to discuss what state's law should govern
the interpretation of the Agreement's forum selection clause; and

Whereas both parties appear to agree that the transfer "analysis starts and
ends with the Forum Selection Clause," id. at 3;
Now therefore, IT IS HEREBY ORDERED that:
1. Imperium's Alternative Motion to Transfer (D.I. 76) is DENIED
WITHOUT PREJUDICE;
2. If Imperium still seeks to transfer this case, it can refile its motion; and
3. If Imperium does refile its motion, both sides shall identify and discuss in
their briefing the case law that should guide the Court's transfer analysis
under McGraw-Hill.