{"cached_at":"2026-11-07T11:44:25.181283+00:00","cl_docket_id":"5536119","docket":{"resource_uri":"https://www.courtlistener.com/api/rest/v4/dockets/5536119/","id":5536119,"court":"https://www.courtlistener.com/api/rest/v4/courts/nhd/","court_id":"nhd","original_court_info":null,"idb_data":{"resource_uri":"https://www.courtlistener.com/api/rest/v4/fjc-integrated-database/22239062/","date_created":"2018-11-21T05:14:08.048422-08:00","date_modified":"2022-01-27T18:04:50.177725-08:00","dataset_source":9,"office":"1","docket_number":"0700170","origin":4,"date_filed":"2010-06-22","jurisdiction":4,"nature_of_suit":190,"title":"","section":"1441","subsection":"","diversity_of_residence":45,"class_action":null,"monetary_demand":0,"county_of_residence":33013,"arbitration_at_filing":"","arbitration_at_termination":"","multidistrict_litigation_docket_number":"","plaintiff":"CB SULLIVAN COMPANY, INC.","defendant":"GRAHAM WEBB INTERNATIONAL, INC","date_transfer":null,"transfer_office":"","transfer_docket_number":"","transfer_origin":"","date_terminated":"2010-06-23","termination_class_action_status":null,"procedural_progress":2,"disposition":5,"nature_of_judgement":0,"amount_received":0,"judgment":4,"pro_se":0,"year_of_tape":2010,"nature_of_offense":"","version":null,"circuit":"https://www.courtlistener.com/api/rest/v4/courts/ca1/","district":"https://www.courtlistener.com/api/rest/v4/courts/nhd/"},"clusters":[],"audio_files":[],"assigned_to":"https://www.courtlistener.com/api/rest/v4/people/2097/","referred_to":null,"bankruptcy_information":null,"absolute_url":"/docket/5536119/cb-sullivan-company-inc-v-graham-webb-international-inc/","date_created":"2017-04-24T11:09:14.578360-07:00","date_modified":"2024-11-12T10:20:48.680499-08:00","source":9,"appeal_from_str":"","assigned_to_str":"Steven J. McAuliffe","referred_to_str":"","panel_str":"","date_last_index":"2020-12-24T18:02:20.913983-08:00","date_cert_granted":null,"date_cert_denied":null,"date_argued":null,"date_reargued":null,"date_reargument_denied":null,"date_filed":"2007-06-07","date_terminated":"2010-06-23","date_last_filing":"2010-06-23","case_name_short":"","case_name":"CB Sullivan Company, Inc. v. Graham Webb International, Inc.","case_name_full":"","slug":"cb-sullivan-company-inc-v-graham-webb-international-inc","docket_number":"1:07-cv-00170","docket_number_core":"0700170","docket_number_raw":"1:07-cv-00170","docket_number_source":0,"federal_dn_office_code":"","federal_dn_case_type":"","federal_dn_judge_initials_assigned":"","federal_dn_judge_initials_referred":"","federal_defendant_number":null,"pacer_case_id":"31060","cause":"28:1441 Petition For Removal--Other Contract","nature_of_suit":"Contract: Other","jury_demand":"","jurisdiction_type":"Diversity of citizenship","appellate_fee_status":"","appellate_case_type_information":"","mdl_status":"","filepath_ia":"","filepath_ia_json":"https://archive.org/download/gov.uscourts.nhd.31060/gov.uscourts.nhd.31060.docket.json","ia_upload_failure_count":null,"ia_needs_upload":true,"ia_date_first_change":"2018-09-30T00:00:00-07:00","date_blocked":null,"blocked":false,"appeal_from":null,"parent_docket":null,"tags":[],"panel":[]},"parties":[],"entries":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/18005016/","id":18005016,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/5536119/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/18853283/","id":18853283,"tags":[],"absolute_url":"/docket/5536119/22/cb-sullivan-company-inc-v-graham-webb-international-inc/","date_created":"2017-04-24T11:09:14.599136-07:00","date_modified":"2024-11-12T10:20:48.733047-08:00","sha1":"aedc50874e639ee5248a74893d7e65c4bcb45a52","page_count":15,"file_size":63057,"filepath_local":"recap/gov.uscourts.nhd.31060/gov.uscourts.nhd.31060.22.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.nhd.31060/gov.uscourts.nhd.31060.22.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 1 of 15\n\n\n\n\n                    UNITED STATES DISTRICT COURT\n\n                     DISTRICT OF NEW HAMPSHIRE\n\n\nC.B. Sullivan Company, Inc.,\n     Plaintiff\n\n     v.                                      Civil No. 07-cv-170-SM\n                                             Opinion No. 2008 DNH 021\nGraham Webb International, Inc.,\n     Defendant\n\n\n                               O R D E R\n\n\n     In January of 2007, defendant, Graham Webb International\n\n(\u201cGWI\u201d), notified plaintiff, C.B. Sullivan Company (\u201cSullivan\u201d),\n\nthat it no longer required Sullivan\u2019s services as a distributor\n\nof its products and, therefore, was terminating the parties\u2019\n\ncontractual relationship, effective April 1, 2007.         Sullivan\n\nfiled suit against GWI in the New Hampshire Superior Court,\n\nadvancing three state law claims, each of which arises out of\n\nGWI\u2019s allegedly wrongful conduct relating to that termination.\n\n\n\n     Invoking this court\u2019s diversity jurisdiction, GWI removed\n\nthe case here, and now moves to dismiss each of Sullivan\u2019s three\n\nclaims, saying they are subject to the parties\u2019 various\n\narbitration agreements.    Sullivan objects.     For the reasons set\n\nforth below, GWI\u2019s motion to dismiss is granted in part and\n\ndenied in part.\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 2 of 15\n\n\n\n\n                              Background\n\n     GWI is a manufacturer of beauty supply products, including\n\nhair, personal care, and fragrance products.        Sullivan is a\n\ndistributor of beauty supply products in New England and operates\n\nmore than two dozen wholesale beauty supply stores in that\n\nregion.   In February of 1998, the parties entered into a\n\ndistribution agreement, pursuant to which GWI granted Sullivan\n\nthe exclusive right to sell its products to professional stores\n\nin New Hampshire, Vermont, and Maine, and to sell its products to\n\nboth professional stores and salons in Massachusetts (the\n\n\u201cSullivan Distribution Agreement\u201d or the \u201cSDA\u201d).        Exhibit 2 to\n\nAffidavit of Jack B. Middleton (document no. 7-5).         Among other\n\nthings, the SDA provided that \u201c[a]ll disputes and claims relating\n\nto or arising under or out of this Agreement shall be fully and\n\nfinally settled by arbitration.\u201d       Id. at para. 22.\n\n\n\n     The Sullivan Distribution Agreement (as extended by the\n\nparties) expired on May 31, 2003.      See Exhibit A to Affidavit of\n\nCharles B. Sullivan (document no. 9-2).       Nevertheless, the\n\nparties continued their relationship under the same terms and\n\nconditions as had governed that relationship when the SDA was\n\nstill in force.\n\n\n\n\n                                   2\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 3 of 15\n\n\n\n\n     Approximately two-and-one-half years later, in November of\n\n2005, another of GWI\u2019s regional distributors - Kaleidoscope/BOA,\n\nInc. - assigned to Sullivan all of its \u201cright, title, and\n\ninterest under the Kaleidoscope Distribution Agreement [with GWI]\n\ndated August 16, 2004, save and except the right to distribute\n\nGraham Webb Classic line products to salons in the territory.\u201d\n\nAssignment/Sale of Distributorship (document no. 7-8) at 2 (the\n\n\u201cAssignment Agreement\u201d).    GWI assented to that assignment.\n\n\n\n     By acquiring an assignment of Kaleidoscope\u2019s rights under\n\nits distribution agreement with GWI, Sullivan obtained the\n\nexclusive right to distribute GWI products to professional salons\n\nin Maine, New Hampshire, and Vermont (previously, it had the\n\nexclusive right to distribute GWI products only to professional\n\nstores in those states).    Like the original distribution\n\nagreement between GWI and Sullivan, both the distribution\n\nagreement between Kaleidoscope and GWI (the rights under which\n\nwere assigned to Sullivan) and the agreement evidencing that\n\nassignment contained arbitration provisions.        See Assignment\n\nAgreement (document no. 7-8) at 3; Domestic Distribution\n\nAgreement between GWI and Kaleidoscope (the \u201cKaleidoscope\n\nDistribution Agreement\u201d) (document no. 7-6) at para. 23.\n\n\n\n\n                                   3\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 4 of 15\n\n\n\n\n     Despite the fact that the Sullivan Distribution Agreement\n\nhad expired, the Assignment Agreement specifically references\n\nthat document, describing the parties\u2019 respective rights and\n\nobligations and noting that the SDA will have to be amended to\n\ntake into account Sullivan\u2019s newly expanded distribution rights.\n\nThe parties\u2019 reference to the Sullivan Distribution Agreement in\n\nthe Assignment Agreement provides strong evidence that, although\n\nthe SDA agreement had expired, the parties were continuing their\n\nbusiness relationship pursuant to its terms.\n\n\n\n     A little more than a year later, by letter dated January 31,\n\n2007, GWI notified Sullivan of its intention to terminate its\n\ndistribution relationship with Sullivan, effective April 1, 2007.\n\nIn that letter, GWI specifically invoked the termination\n\nprovisions contained in both the Sullivan Distribution Agreement\n\nand the Kaleidoscope Distribution Agreement.        When Sullivan was\n\nunable to persuade GWI to change its mind, it filed this suit\n\nalleging that GWI breached its implied contractual obligation to\n\nact fairly and in good faith, engaged in unfair and deceptive\n\ntrade practices, and tortiously interfered with Sullivan\u2019s\n\nadvantageous contractual relations with its customers.\n\n\n\n\n                                   4\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 5 of 15\n\n\n\n\n     GWI moves to dismiss Sullivan\u2019s three state law claims,\n\nasserting that each relates to, or arises under or out of: (1)\n\nthe original Sullivan Distribution Agreement; (2) the\n\nKaleidoscope Distribution Agreement, which was assigned to\n\nSullivan; and/or (3) the Assignment Agreement - all of which\n\ncontain comprehensive arbitration provisions.        Sullivan objects,\n\nasserting that the arbitration provision in the Assignment\n\nAgreement is not relevant to this dispute and claiming that it is\n\nnot bound by the arbitration provisions in the Kaleidoscope\n\nDistribution Agreement.    It also says that because its original\n\ndistribution agreement with GWI expired on May 31, 2003, GWI\n\ncannot now seek to enforce that agreement\u2019s arbitration\n\nprovisions.   The court disagrees.\n\n\n\n                              Discussion\n\nI.   General Legal Principles.\n\n     As the Supreme Court has made clear, \u201c[w]hen deciding\n\nwhether the parties agreed to arbitrate a certain matter\n\n(including arbitrability), courts generally . . . . should apply\n\nordinary state-law principles that govern the formation of\n\ncontracts.\u201d   First Options of Chicago, Inc. v. Kaplan, 514 U.S.\n\n938, 944 (1995).   Under New Hampshire law, \u201ca contractual\n\nprovision creating a right to arbitration [is] subject to the\n\n\n                                   5\n\f       Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 6 of 15\n\n\n\n\ntraditional principles of contract law, and its interpretation\n\nand construction is therefore a question of law for the court.\u201d\n\nDemers Nursing Home v. R.C. Foss & Son, 122 N.H. 757, 760 (1982).\n\nSee also J. Dunn & Sons v. Paragon Homes of New England, 110 N.H.\n\n215, 217 (1970) (\u201cIt is well settled law here and elsewhere that\n\nthe scope of an arbitration clause in a contract presents a\n\nquestion of law for the court.      Such a clause is to be\n\ninterpreted so as to make it speak the intention of the parties\n\nat the time it was made bearing in mind its purpose and policy.\u201d)\n\n(citations and internal punctuation omitted).\n\n\n\n      It is, then, the court\u2019s obligation to determine whether the\n\nparties, by their written agreements and through their course of\n\ndealings, evidenced an intention to submit their current disputes\n\nto arbitration.    They did.\n\n\n\nII.   The Original Distribution Agreement.\n\n      Notwithstanding the fact that the parties\u2019 written contract\n\n- the Sullivan Distribution Agreement - expired in 2003, Sullivan\n\nis bound by that agreement\u2019s arbitration provisions.          The\n\narbitration clause contained in that contract provides:\n\n\n      All disputes and claims relating to or arising under or\n      out of this Agreement shall be fully and finally\n      settled by arbitration in Minneapolis, Minnesota\n\n                                    6\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 7 of 15\n\n\n\n\n     pursuant to the rules of commercial arbitration of the\n     American Arbitration Association and the terms of the\n     Federal Arbitration Act. The decision of the\n     arbitrator or arbitrators shall be final and may be\n     enforced by any court of competent jurisdiction. The\n     foregoing paragraph of this Section shall survive any\n     termination of this Agreement.\n\n\nSullivan Distribution Agreement (document no. 7-5) at para. 22\n\n(emphasis supplied).    Plainly, then, the parties contemplated\n\nthat any disputes arising out of their commercial relationship\n\nand relating to Sullivan\u2019s distribution of GWI\u2019s products in New\n\nEngland would be submitted to binding arbitration - even those\n\nthat might arise after the agreement expired or the parties\n\nterminated their relationship.     Equally plain is the fact that\n\nSullivan\u2019s state law claims arise directly out of GWI\u2019s decision\n\nto terminate Sullivan as its exclusive distributor of GWI\n\nproducts in this region.    Those claims are, then, properly\n\nsubjected to arbitration.     See, e.g., Gaston Andrey of\n\nFramingham, Inc. v. Ferrari of N. America, Inc., 983 F. Supp. 18,\n\n20-21 (D. Mass. 1997) (\u201cThere is no doubt here that the parties\n\nhad agreed in their written franchise agreement to submit to\n\narbitration \u2018any and all disputes arising out of or in connection\n\nwith this Agreement.\u2019    Whether the obligation to arbitrate\n\nendured as the parties continued their business relationship\n\nwithout a renewed written franchise agreement is a dispute\n\n\u2018arising out of or in connection with\u2019 the last written agreement\n\n                                   7\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 8 of 15\n\n\n\n\nthey had.\u201d) (citations omitted).       See also Providence Journal Co.\n\nv. Providence Newspaper Guild, 308 F.3d 129, 132 (1st Cir. 2002)\n\n(\u201cThe expiration of a collective bargaining agreement does not\n\nnecessarily extinguish a party\u2019s obligation to arbitrate\n\ngrievances.    In fact, a presumption favors arbitration in such\n\ncircumstances.\u201d).\n\n\n\n     Even if the SDA did not specifically provide that its\n\narbitration provisions survived termination of the contract,\n\nSullivan would still be obligated to arbitrate its current claims\n\nagainst GWI.    Because the parties allowed the SDA to expire, but\n\ncontinued a course of dealing prescribed by that contract, they\n\nwere operating under what is typically viewed as a contract\n\nimplied-in-fact.    See, e.g., Lorenz v. N.H. Admin. Office of the\n\nCourts, 152 N.H. 632, 638 (2005) (\u201cA contract implied in fact is\n\nbased on a promise manifested in language, conduct, silence or by\n\nimplication from the circumstances, including a course of dealing\n\nor course of performance.\u201d (citing Restatement (Second) of\n\nContracts \u00a7 4 at 3 (1981)).     See also    Newfield House, Inc. v.\n\nMass. Dep\u2019t of Public Welfare, 651 F.2d 32, 36 (1st Cir. 1981)\n\n(\u201cOur task in such matters is one of resolving the obviously\n\nunanticipated problem that has arisen in a way that effectuates\n\nthe parties\u2019 contractual intent or, if it is clear that the\n\n\n\n                                   8\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 9 of 15\n\n\n\n\nparties had no meaningful intent as to the matter, as one of\n\nconstruing their dealings so as to give them the most appropriate\n\nlegal effect.   Put another way, we look here first to the\n\nintended terms of what we discern as an actual implied-in-fact\n\ncontract between the parties and then to the terms imposed in any\n\nevent by the constructive quasi-contract implied in law between\n\nthem. . . . . In supplying a term omitted from the implied actual\n\ncontract, our focus must be on what it is likely that the parties\n\nwould have agreed upon had they focused on the problem.\u201d)\n\n(citations and footnote omitted).\n\n\n\n     Although the parties allowed the SDA to lapse without\n\nfurther extension, they continued to conduct their business\n\nrelationship in accordance with the terms and conditions set\n\nforth in the SDA and even referenced the SDA several times in the\n\nlater Assignment Agreement.     So, by their ongoing course of\n\ndealings, the parties plainly manifested an intention to have\n\ntheir conduct governed by the terms of the SDA - including its\n\narbitration provisions.\n\n\n\nIII. The Kaleidoscope Distribution Agreement and the Assignment.\n\n     Despite the fact that the Kaleidoscope Distribution\n\nAgreement contains a broad arbitration provision, Sullivan says\n\n\n\n                                   9\n\f     Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 10 of 15\n\n\n\n\nit did not agree to be bound by that provision when it took the\n\nassignment of Kaleidoscope\u2019s rights under that agreement.\n\nAccordingly, says Sullivan, it is not required to arbitrate\n\ndisputes arising out of distribution rights acquired from\n\nKaleidoscope.   Again, the court disagrees.\n\n\n\n     In support of its position, Sullivan asserts that, \u201cWhile it\n\nis true that in 2005 CB Sullivan agreed to purchase \u2018certain\n\nassets\u2019 of Kaleidoscope and to accept an \u2018assign[ment] [of]\n\nportions of Kaleidoscope\u2019s distribution agreement,\u2019 CB Sullivan\n\nnever agreed to become a party to that agreement or otherwise to\n\nbe bound by the arbitration clause therein.\u201d       Plaintiff\u2019s\n\nobjection (document no. 8) at 3.       But, Sullivan\u2019s intent at the\n\ntime, as expressed in the Assignment Agreement, suggests\n\notherwise.\n\n\n\n     Under the Assignment Agreement, Sullivan acquired \u201call of\n\nKaleidoscope\u2019s right, title, and interest under the Kaleidoscope\n\nDistribution Agreement dated August 16, 2004, save and except the\n\nright to distribute Graham Webb Classic line products to salons\n\nin the territory.\u201d   Assignment Agreement (document no. 7-8) at 2,\n\npara. 1.   Accordingly, as to any rights or remedies against GWI,\n\nSullivan stood in Kaleidoscope\u2019s shoes.      That is, it acquired\n\n\n\n                                  10\n\f     Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 11 of 15\n\n\n\n\nonly those rights possessed by Kaleidoscope, so its \u201cright\u201d to\n\nassert claims against Sullivan arising out of their relationship\n\nwas constrained by the limitations imposed on Kaleidoscope by the\n\nKaleidoscope Distribution Agreement.      See generally City of Hope\n\nNat\u2019l Med. Ctr. v. HealthPlus, Inc., 156 F.3d 223, 228 (1st Cir.\n\n1998) (\u201cIt is generally understood that \u2018the assignee acquires\n\nrights similar to those of the assignor, and is put in the same\n\nposition with reference to those rights as that in which the\n\nassignor stood at the time of assignment.\u2019) (quoting 3 Samuel\n\nWilliston & Walter H.E. Jaeger, A Treatise on the Law of\n\nContracts \u00a7 404, at 5 (3d ed. 1960)).      See also Smith v.\n\nCumberland Group, 455 Pa. Super. 276, 285-86, 687 A.2d 1167, 1172\n\n(Pa. Super. 1997) (\u201cWhere an assignment is effective, the\n\nassignee stands in the shoes of the assignor and assumes all of\n\nhis rights.   Among these rights are the remedies the assignor\n\nonce possessed.   Conversely, an assignee\u2019s right against the\n\nobligor is subject to all of the limitations of the assignor\u2019s\n\nright, to all defenses thereto, and to all set-offs and\n\ncounterclaims which would have been available against the\n\nassignor had there been no assignment, provided that these\n\ndefenses and set-offs are based on facts existing at the time of\n\nthe assignment.\u201d).   Consequently, absent evidence that the\n\nparties specifically intended otherwise, Sullivan would, as the\n\n\n                                  11\n\f     Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 12 of 15\n\n\n\n\nassignee of all of Kaleidoscope\u2019s rights under the Kaleidoscope\n\nDistribution Agreement, be bound by that agreement\u2019s arbitration\n\nprovisions.\n\n\n\n     Even if GWI and Sullivan understood (and agreed) that\n\nSullivan would not be bound by the specific arbitration\n\nprovisions in the Kaleidoscope Distribution Agreement when it\n\ntook an assignment of Kaleidoscope\u2019s rights (a point for which\n\nSullivan has provided no evidence), the parties still evidenced\n\nan intention to arbitrate any disputes arising out of, or\n\nrelating to, that contract.    In the Assignment Agreement, GWI and\n\nSullivan specifically acknowledged that they would amend both the\n\nSullivan Distribution Agreement and the Kaleidoscope Distribution\n\nAgreement to reflect Kaleidoscope\u2019s assignment of various rights\n\nto Sullivan.\n\n\n     To complete this transaction, it will be necessary to\n     make certain amendments to the distribution agreements\n     to reflect the change in distribution rights. In this\n     regard, we will need to amend the CB Sullivan\n     Distribution Agreement to include salon rights for\n     Maine, Vermont, and New Hampshire; in the case of the\n     Kaleidoscope Distribution Agreement, we will need to\n     amend the distribution agreement to delete the salon\n     sales rights for all brands except the Graham Webb\n     Classic Line. The parties agree to execute such\n     amendments, and sign such other documents as may be\n     necessary to complete this transaction.\n\n\n\n\n                                  12\n\f     Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 13 of 15\n\n\n\n\nId. at 3.   That language suggests two things.      First, as noted\n\nabove, it reveals that, although the Sullivan Distribution\n\nAgreement had lapsed, the parties were plainly behaving as though\n\nit still remained in effect, governing all of their respective\n\nrights and obligations.\n\n\n\n     Second, the Assignment Agreement\u2019s language quoted above\n\nplainly demonstrates that the parties intended Sullivan\u2019s newly-\n\nacquired distribution rights to be governed by the Sullivan\n\nDistribution Agreement (or the implied-in-fact contract that\n\nreplaced it upon the SDA\u2019s expiration) - including, of course,\n\nthe SDA\u2019s arbitration provisions.      That is, the parties\n\nunmistakably contemplated amending Sullivan\u2019s existing\n\ndistribution agreement with GWI to include the newly-acquired\n\ndistribution rights.   Consequently, any disputes relating to, or\n\narising under or out of, Sullivan\u2019s distribution of GWI products\n\nin the New England region would be governed by the SDA.         That, in\n\nturn, would require that any such disputes be arbitrated.         This\n\ncase involves just such a dispute.\n\n\n\n     Finally, to the extent there is any confusion about what the\n\nparties intended when they executed the Assignment Agreement,\n\nthat, too, must be arbitrated.     See id. at 3 (\u201cIn the event of\n\n\n\n                                  13\n\f     Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 14 of 15\n\n\n\n\nany dispute arising from or pertaining to this agreement, the\n\nparties agree to submit such dispute to binding arbitration\n\nbefore the American Arbitration Association in accordance with\n\nits rules for commercial matters.\u201d).\n\n\n\n                              Conclusion\n\n      Each of Sullivan\u2019s three state law claims against GWI\n\narises out of the parties\u2019 business relationship and GWI\u2019s\n\ndecision to terminate that relationship.       And, each of the\n\ncontracts governing the terms and conditions of that relationship\n\ncontains a comprehensive arbitration provision, one of which -\n\nthe Sullivan Distribution Agreement - specifically provides that\n\nthe obligation to arbitrate any disputes between the parties\n\nshall survive termination of the agreement itself.        Thus, GWI and\n\nSullivan have plainly and consistently evidenced a desire to\n\nsubmit any and all disputes arising out of their business\n\nrelationship to arbitration.\n\n\n\n     In light of the foregoing, and for the reasons set forth in\n\nGWI\u2019s memoranda, GWI\u2019s motion to dismiss (document no. 7) is\n\ngranted in part and denied in part.      It is granted to the extent\n\nit seeks an order of the court remanding this case for\n\narbitration in accordance with the parties\u2019 agreements.         In all\n\n\n                                  14\n\f      Case 1:07-cv-00170-SM Document 22 Filed 01/28/08 Page 15 of 15\n\n\n\n\nother respects, that motion is denied.       The Clerk of the Court\n\nshall administratively close the case, subject to reopening upon\n\nmotion of either party after Sullivan\u2019s claims have been fully\n\narbitrated.\n\n\n      SO ORDERED.\n\n\n                                  ____________________________\n                                  Steven J. McAuliffe\n                                  Chief Judge\n\nJanuary 28, 2008\n\ncc:   Steven E. Grill, Esq.\n      Joanne e. Caruso, Esq.\n      Michael L. Resch, Esq.\n      Scott H. Harris, Esq.\n      Coleen M. Penacho, Esq.\n\n\n\n\n                                   15\n\f","ocr_status":2,"date_upload":null,"document_number":"22","attachment_number":null,"pacer_doc_id":"1170438142","is_available":true,"is_free_on_pacer":true,"is_sealed":null,"document_type":1,"description":"","acms_document_guid":""}],"date_created":"2017-04-24T11:09:14.591009-07:00","date_modified":"2024-11-12T10:20:48.723062-08:00","date_filed":"2008-01-28","time_filed":null,"entry_number":22,"recap_sequence_number":"2008-01-28.001","pacer_sequence_number":123,"description":"///ORDER granting in part and denying in part  7  GWI's Motion to Dismiss. So Ordered by Judge Steven J. McAuliffe. (lag)","tags":[]}],"entries_total":"https://www.courtlistener.com/api/rest/v4/docket-entries/?count=on&docket=5536119&page_size=40"}