Electrolux Home Prod v. Whitesell Corp

Filing 785

ORDER denying Whitesell's Motion to Overrule Husqvarna's objections to the period of time requested in Interrogatories 10, 12, and 17. The Clerk is directed to terminate as denied document number 771 . Signed by Judge J. Randal Hall on 03/09/2016. (thb)

IN THE UNITED

STATES

DISTRICT

COURT

FOR THE

SOUTHERN DISTRICT OF GEORGIA
AUGUSTA DIVISION

WHITESELL CORPORATION,

*
•

Plaintiff,

*

v.

*

ELECTROLUX HOME PRODUCTS,
INC., HUSQVARNA, A.B., and
HUSQVARNA OUTDOOR PRODUCTS,
INC.,

CV

103-050

*
*
*
*

Defendants.

*

ORDER

This

Order

will

address

Defendant

Husqvarna

Outdoor

Products,

Inc.'s ("Husqvarna") obj ections to Interrogatories

10,

and

12,

17

served

upon

Corporation ("Whitesell") .

it

by

Plaintiff

Whitesell

These Interrogatories are part of

Whitesell's Third Set of Interrogatories to Defendants.
Doc.

No.

771,

(See

Ex. A.)

The subject Interrogatories pertain to the Brunner and

Matrix parts.

Interrogatory 10 seeks pricing information for

the .parts and all components of the parts from January 2001 to

present.

Interrogatories 12 and 17 seek specific information

about the supply and/or manufacture of component parts from

January 2001 to present.

In response, Husqvarna has provided

all information requested for the year 2 002 and from January

1, 2004 to October 31, 2008 (a period of time that Husqvarna

refers

to

as

the

"contract term").

Husqvarna objects

to

providing information for the years 2000 to 2001, 2003, and
from 2009 to present.

The scope of duration was addressed at the January 21,
2016

monthly

discovery

hearing.

Whitesell

attempted

to

explain its position with respect to broadening the scope past
what had already been provided by Husqvarna.

The Court asked

for

concerned

briefing

on

the

issue,

specifically

that

Whitesell's request was overly broad and immaterial to the
claims in the case respecting the Brunner and Matrix parts.

Whitesell filed a supportive brief on February 11, 2016, and
Husqvarna responded on March 3, 2016.

Upon reviewing the briefs, and having had the benefit of
argument at the January 21,

2 016

hearing,

the Court hereby

DENIES Whitesell's motion to overrule Husqvarna's objections
to the period of time requested in Interrogatories 10, 12, and

17.1

In summary, Husqvarna has established that the supply of

Brunner and Matrix parts from Whitesell

to Husqvarna began

with the execution of the Settlement Agreement in May 2003.2

1
number

2

The Clerk is directed to TERMINATE as DENIED document
771.

Prior to the execution of the Settlement Memorandum,

the parties disputed whether the Brunner parts fell within the
scope of the Supply Agreement. This ambiguity as to the scope
of covered parts is what led to the Court's Order of October
14, 2008, defining the four enforceable categories of parts.
2

Pursuant to that Settlement Agreement,

the contract term for

these parts should have run from January 1, 2 004 to October

31,

2008.

Matrix

The parties do not dispute that the Brunner and

parts

were

never

transitioned

to

Whitesell

as

contemplated by the Settlement Memorandum, thus giving rise to
Whitesell's breach of contract claim.

In the Court's view,

only information and pricing for the contract term is relevant
to Whitesell's breach of contract claim.3

By way of further explanation, the fact that the Brunner
and Matrix parts were never transitioned differentiates them
from other non-transitioned parts.

Non-transitioned parts

will

point-a

have

a

contract

term-an

end

transition plus a 58-month extension period.

date

of

full

The Brunner and

Matrix parts do not have a determinable contract term other

than the one provided for in the Settlement Memorandum.

that

point,

the

parties

have

consistently

To

differentiated

Only because the Settlement Memorandum definitively placed the
Brunner parts within the scope of the Supply Agreement did the
Court include them by name within the four enforceable
categories of parts in this lawsuit.
Accordingly, the Court
readily agrees that the parties' obligations vis-a-vis the
Brunner and Matrix parts began with the Settlement Memorandum.
3 The Settlement Memorandum provides that if the Brunner
and Matrix parts are not transitioned,
Husqvarna must
"transition additional mutually agreed upon parts . . . equal
to the calender year 2002 purchase value" of the Brunner and
Matrix parts not transitioned.
(Doc. No. 578-2, Second Am.

Compl. Ex. 2, H 3.)
Because of this "substitute parts"
provision, Husqvarna has provided the 2002 purchase, usage and
pricing data as well.
3

between the Brunner and Matrix parts and other parts.

Joint Discovery Plan bears this out.

The

The Parts in Suit agreed

to by all parties are separated into categories that include
Brunner and Matrix parts apart from "Other Included Parts,"

nNon-Transition Parts in Suit," and the Padilla parts.
No. 723, Fifth Revised JDP, I.B.)

and Matrix parts,

(Doc.

With respect to the Brunner

the JDP contemplates that Husqvarna would

initially provide "purchase history receipt data for all parts
purchased for any purpose from [Brunner and Matrix] during the

period 01/01/04 to 11/01/08."
reserved the right to

periods,
It has

(IcL, II.7.)

While Whitesell

seek information for additional time

it must establish a reasonable basis for doing so.

not.

For the period of time prior to Husqvarna's obligation to
obtain its supply of Brunner and Matrix parts from Whitesell,
i.e.

2000-2001,

2003, Whitesell only points to the fact that

the parties' relationship began with the Supply Agreement in
2 000.

That fact,

however, has no bearing on the Brunner and

Matrix parts because they did not become an obligation between

the parties until the execution of a negotiated Settlement
Memorandum in May 2003. The number of parts and at what cost

Husqvarna obtained these parts prior to its obligation to get
the parts from Whitesell is simply not relevant.

With respect to the period of time from 2009 to present,

Whitesell

suggested

at

the

January

21st

hearing

that

the

contract term for Brunner and Matrix parts is still ongoing

even as of today.

(See Hrg.

Tr.

of Jan.

21,

2016,

wherein

Whitesell's counsel states "If [the Brunner and Matrix parts]
didn't

transition,

.

.

.

then

there

is

no

end

date,

essentially, until the sunset of, you know, which is today -which is now.")

Even though the Brunner and Matrix parts were

never fully transitioned as

Agreement,

it

does

not

contemplated by the Settlement

necessarily

follow

that

Husqvarna

remains obligated to purchase those parts from Whitesell ad

infinitum such that Whitesell may seek damages ad infinitum.
A party may not obtain damages for a breach of contract claim

that would put that party in a better position than it would

have

been

in

if

the

Gainesville Glass Co.

185-86

(Ga. Ct. App.

contract
v.

had

been performed.

Don Hammond,

1981) .

Here,

Inc.,

E.g. ,

278 S.E.2d 182,

Whitesell was to supply

Brunner and Matrix parts for a 58-month period; if Husqvarna
breached

this

obligation through no

fault

of

Whitesell's,

Whitesell cannot be awarded damages for what would now amount

to a 58-month period plus over seven years.

Accordingly, the

Court finds unavailing Whitesell' s contention that Brunner and

Matrix part information from 2009 to present is relevant on
this basis.

In

conclusion,

Whitesell

has

failed

to

show

that

information concerning Brunner and Matrix parts for periods of
time outside of the contract term are relevant to its claims
5

in this case.

Accordingly,

the Court sustains Husqvarna's

duration objections to Whitesell's Interrogatories 10, 12, and
17.

ORDER ENTERED at Augusta, Georgia, this
March,

/^ciay of

2016.

J.

RANDAL

HALL

UNITED fiTATES DISTRICT JUDGE
SOUTHERN DISTRICT OF GEORGIA