Opinion
Civil Action No. 10-cv-02701-RPM
11-28-2011
RENLER COMPANY INC., Plaintiff, v. UNIFRAX l LLC, Defendant.
Senior District Judge Richard P. Matsch
ORDER DETERMINING CHOICE OF LAW
On October 21, 2011, the defendant filed a motion for a determination on choice of law for the plaintiff's two claims for relief, being a claim for breach of contract and a claim for breach of fiduciary duty. The plaintiff filed a response and the defendant filed its reply.
There is agreement that the franchise agreement which the plaintiff claims was breached includes a choice of law provision which makes New York law applicable to that claim. The dispute concerns whether Colorado law should apply to the breach of fiduciary duty claim. The allegations of the complaint on that claim are that Unifrax Corporation and Renler Company developed a close end confidential relationship in the marketing of Unifrax products in Colorado, Utah and Wyoming where Renler had a pre-existing customer base for products manufactured by other companies. The claimed fiduciary relationship arose out of the manner in which the defendant participated in the operation of the plaintiff's business, centered in Colorado. Thus, the conduct upon which the plaintiff's claim is based impacted on the plaintiff's business in Colorado. Under these circumstances, the claim is governed by the laws of the State of Colorado. Accordingly, it is
ORDERED that New York law will apply as to the second claim for relief and Colorado law will apply as to the first claim for relief in the plaintiff's complaint.
BY THE COURT:
Richard P. Matsch, Senior District Judge