IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF TEXAS

MARSHALL DIVISION

QUANTUM TECHNOLOGY INNOVATIONS, 

LLC

Plaintiff,

v. 

VALVE CORPORATION, 

GEARBOX SOFTWARE, LLC

Defendants

Civil Action No. 2:23-cv-425-JRG-RSP

DEFENDANT VALVE CORPORATION’S MOTION TO DISMISS 

PLAINTIFF’S FIRST AMENDED COMPLAINT UNDER 

FEDERAL RULE OF CIVIL PROCEDURE 12(b)(3) FOR IMPROPER VENUE

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TABLE OF CONTENTS

Page 

I. INTRODUCTION .............................................................................................................1

II. FACTUAL BACKGROUND ............................................................................................1

A. Valve Does Not Control Day-to-Day Operations of PC Cafés ..............................2

B. Valve’s Prior Work and Current Relationship with Co-Defendant 

Gearbox Software ..................................................................................................3

III. LEGAL STANDARDS .....................................................................................................4

IV. ARGUMENT .....................................................................................................................5

A. Venue Is Improper in the Eastern District of Texas Because Valve Has 

No Physical Place in This District .........................................................................5

1. Valve Has No Office Space, Real Property, or Employees in 

This District ...............................................................................................5

2. PC Cafés Are Not Physical Places of Valve in the District .......................6

3. Gearbox’s Physical Place in this District Cannot be Imputed to 

Valve. .........................................................................................................9

B. The Court Should Disregard Quantum’s Remaining Irrelevant Venue 

Allegations ...........................................................................................................12

1. Valve’s Texas Taxpayer Number Is Irrelevant to the Venue 

Analysis....................................................................................................12

2. Neither Valve’s Intervention in a 2013 Lawsuit nor Its Consent 

to Venue in a 2015 Lawsuit Confer Venue in 2023.................................12

3. Valve’s Sale of Gift Cards in This District Is Irrelevant to the 

Venue Analysis ........................................................................................14

C. The Court Should Dismiss the Case ....................................................................15

V. CONCLUSION ................................................................................................................15

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TABLE OF AUTHORITIES

 Page(s) 

Cases

Akurate Dynamics, LLC v. Carlisle Luid Tech., Inc., 

No. 6:20-cv-00606-ADA, 2021 WL 860006 (W.D. Tex. Mar. 8, 2021) .................................15

Alexsam, Inc. v. Simon Prop. Grp. (Texas), L.P., 

No. 2:19-CV-00331-JRG, 2021 WL 8441707 (E.D. Tex. Sept. 3, 2021) ...............................15

AptusTech LLC v. Trimfoot Co., LLC, 

No. 4:19-cv-00133-ALM, 2020 WL 1190070 (E.D. Tex. Mar. 12, 2020) ................................4

In re Cordis Corp., 

769 F.2d 733 (Fed. Cir. 1985)....................................................................................................5

In re Cray Inc., 

871 F.3d 1355 (Fed. Cir. 2017)..........................................................................................5, 6, 9

Display Technologies, LLC v. Nvida Corp., 

No. 2:15-cv-00998-JRG-RSP, Dkt. 41 ....................................................................................13

Koss Corp. v. Skullcandy, Inc., 

No. 6:20-cv-00664-ADA, 2021 WL 1226775 (W.D. Tex. Mar. 31, 2021) .............................15

In re Micron Tech., Inc., 

875 F.3d 1091 (Fed. Cir. 2017)...) ..........................................................................................14

Optic153 LLC v. ThorLabs, Inc., 

No. 6:19-cv-0067-ADA, 2020 WL 3403076 (W.D. Tex. Jun. 19, 2020) ................................15

Symbology v. Valve Corp. and Gearbox Software, LLC, 

Case No. 23-419, Dkt. 45-1 (E.D. Tex. Feb. 28, 2024) .........................................................1, 2

TC Heartland LLC v. Kraft Food Grp. Brands LLC, 

581 U.S. 258 (2017) .......................................................................................................4, 12, 14

Toshiba Int’l Corp. v. Fritz, 

993 F. Supp. 571 (S.D. Tex. 1998) ..........................................................................................13

Uniloc USA, Inc. v. Nutanix, Inc., 

No. 2:17-CV-00174-JRG, 2017 WL 11527109 (E.D. Tex. Dec. 6, 2017) ..............................15

Uniloc v. Activision Blizzard, Inc., 

No. 6:13-cv-00256-LED, Dkt. 1 ........................................................................................12, 13

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iii

Unity Opto Tech. Co. v. Lowe’s Home Centers, LLC, 

No. 18-cv-27-JDP, 2018 WL 2087250 (W.D. Wis. May 4, 2018) ....................................10, 11

V&A Collection, LLC v. Guzzini Props. Ltd., 

46 F.4th 127 (2d Cir. 2022) ...............................................................................................13, 14

In re Volkswagen Grp. of Am., Inc., 

28 F.4th 1203 (Fed. Cir. 2022) ........................................................................................ passim

Westport Fuel Sys. Canada, Inc. v. Nissan N. Am., Inc., 

No. 2:21-cv-00455-JRG-RSP, 2022 WL 4594036 (E.D. Tex. Sept. 12, 2022) .........................8

Wireless Protocol Innovations, Inc. v. TCT Mobile (US) Inc., 

No. 6:15-cv-918-KNM, 2023 WL 4626659 (E.D. Tex. July 19, 2023) ................................7, 9

Statutes

28 U.S.C. § 1400(b) ...........................................................................................................4, 5, 6, 14

Other Authorities

Fed. R. Civ. P. 12(b)(3)..............................................................................................................1, 15

Fed. R. Civ. P. 12(g)(2)..................................................................................................................14

Fed. R. Civ. P. 12(h)(1)(A) ............................................................................................................14

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I. INTRODUCTION 

In September 2023, Quantum Technology Innovations, LLC’s (“Quantum”) filed its 

original complaint. Dkt. 1. Now more than six months later, after the parties have completed 

venue discovery, Quantum filed its First Amended Complaint (“FAC”) (Dkt. 23). The FAC does 

nothing to fix the fatal defect in Quantum’s original complaint (Dkt. 1): there is no legal basis for 

finding venue is proper in this District over Valve. 

Valve has no meaningful connection to this District. Neither party disputes that Valve is 

incorporated and headquartered in Washington and does not have a regular and established place 

of business in this District. Valve does not own any office space, operate any stores, lease any 

storage space, or have any physical presence in the Eastern District of Texas. Nor does Valve 

have any employees in this District. This should end the inquiry. 

In an attempt to manufacture a connection to the Eastern District of Texas where none 

exists, Quantum alleges a series of irrelevant and misleading facts. More importantly, venue 

discovery was closed when Quantum filed its FAC, and Quantum’s venue allegations are 

specifically contradicted by Valve’s documents and testimony. Accordingly, Valve respectfully 

moves under Rule 12(b)(3) to dismiss for improper venue. 

II. FACTUAL BACKGROUND

As Quantum admits, Valve is incorporated and has its principal place of business in 

Washington. Dkt. 23, ¶ 2. Valve does not own any real property, rent any office space, or possess 

or control any “shelf space” in the Eastern District of Texas. See Decl. of Christopher Schenck 

(“Schenck Decl.”)1

, ¶ 6. Nor did Quantum identify any physical presence of Valve in its FAC. 

1

 Mr. Schenck’s declaration was originally filed in support of Valve’s motion to dismiss the 

Plaintiff’s Second Amended Complaint in related case Symbology v. Valve Corp. and Gearbox 

Software, LLC, Case No. 23-419, Dkt. 45-1 (E.D. Tex. Feb. 28, 2024). The two cases are 

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A. Valve Does Not Control Day-to-Day Operations of PC Cafés 

Quantum attempts to tie Valve to independent third-party gaming lounges in this District 

that purchased commercial licenses to provide games from Valve’s “Steam” platform to 

customers. Dkt. 23, ¶ 12. These third-party gaming lounges are generally called PC Cafés. 

An individual subscriber to Valve’s Steam platform can purchase single player licenses to 

games available on Steam, allowing that subscriber, and only that subscriber, to play their chosen 

game on their account. In contrast, under the PC Café program, 

See, e.g., Ex. 1 (PC Café Agreement), § 2(A)(2); Ex. 2, § 2(A)(2). 

Id. 

See, e.g., Ex. 1; Ex. 2. 

 

The PC Café Agreement does not give Valve any control over the operation of the 

PC Cafés. Valve only provides a license to the digital content that is purchased by the Cafés to 

provide for their patrons. The PC Café, not Valve, is responsible for providing the physical 

premises. See Ex. 1 at 1 

; Ex. 2 at 1. 

consolidated for purposes of venue discovery (Id. at Dkt. 24), and the venue allegations 

addressed in Mr. Schenck’s declaration are also at issue here. Accordingly, Valve has attached 

Mr. Schenck’s previously filed declaration to the present motion for the Court’s convenience. 

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 Ex. 1, § 4A 

 § 4C 

 § 4D 

 Ex. 2, §§ 4A; 4C; 4D. 

(Ex. 1, §§ 2(C), 5; Ex. 2, §§ 2(C), 5), 

Schenck Decl., ¶¶ 7-8. 

B. Valve’s Prior Work and Current Relationship with Co-Defendant Gearbox 

Software

Quantum also attempts to bootstrap allegations relating only to co-defendant Gearbox 

Software LLC (“Gearbox”) to Valve. See, e.g., Dkt. 23, ¶ 7. But Valve is not related to Gearbox 

and does not exercise control over Gearbox. Schenck Decl., ¶ 14. In 2001, after Gearbox 

developed two expansions to Valve’s popular “Half-Life” video game franchise, Valve entered 

into a contractual agreement with Gearbox to do additional video game development work. Id., 

¶¶ 15-17. In 2002, Valve terminated that contract. Id., ¶ 18. In the more than two decades that 

have passed since then, Valve has not collaborated with Gearbox to develop any products—

including Tiny Tina’s Wonderlands, which was released in June of 2022. The public information 

that Quantum cites in its complaint lists Gearbox Software as the game’s sole developer and 

“2K” as the game’s publisher. Dkt. 23, ¶ 5 (figure one). It is 

 Ex. 6 (Venue 30(b)(6) Dep. Tr., 37:15-38:8). Despite its recent release 

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date, Quantum references Tiny Tina’s Wonderlands in its FAC as being released at the start of 

Valve and Gearbox’s collaboration (an allegation which cannot be true given the twenty-year 

time difference). Dkt 23, ¶ 5 (figure depicting Tiny Tina’s Wonderland); id. ¶ 8; see also

Schenck Decl., ¶¶ 19-21. More particularly, Valve and Gearbox did not work together to develop 

the Steam gaming platform that Quantum accuses of infringement. Id. ¶ 22. 

The only existing relationship between Gearbox and Valve as of the time of the original 

complaint (and the FAC) is that Gearbox is one of the thousands of game developers that 

distribute their products on Valve’s Steam platform. Schenck Decl., ¶ 22. In 

 Ex. 3 

Id. ¶¶ 2.1-2.2; 11.2. The agreement 

also Id. ¶ 6. 

Id. ¶ 3.5. Further, the 

Id. ¶ 15.7. 

III. LEGAL STANDARDS

Quantum “bears the burden of establishing proper venue.” AptusTech LLC v. Trimfoot 

Co., LLC, No. 4:19-cv-00133-ALM, 2020 WL 1190070, at *1 (E.D. Tex. Mar. 12, 2020) 

(quoting In re ZTE (USA), Inc., 890 F.3d 1008, 1013 (Fed. Cir. 2018)). Because Valve is 

incorporated in the United States, 28 U.S.C. § 1400(b) is the “sole and exclusive” provision 

controlling venue. TC Heartland LLC v. Kraft Food Grp. Brands LLC, 581 U.S. 258, 265-66 

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(2017). Under Section 1400(b), Quantum can only establish venue in a district where a corporate 

defendant “resides” (i.e., is incorporated) or “where the defendant has committed acts of 

infringement2 and has a regular and established place of business.” Id. 

To find that Valve has a regular and established place of business, “(1) there must be a 

physical place in the district; (2) it must be a regular and established place of business; and (3) it 

must be the place of the defendant.” In re Cray Inc., 871 F.3d 1355, 1360 (Fed. Cir. 2017). 

“[V]enue is improper under § 1400(b)” if just one of these three requirements is missing. Id. 

To establish that Valve has a “regular and established place of business” in this District, 

“[r]elevant considerations include whether the defendant owns or leases the place, or exercises 

other attributes of possession or control over the place.” Id. at 1363. 

IV. ARGUMENT

Neither party disputes that Valve is incorporated in Washington state and does not 

“reside” in Texas. Thus, to demonstrate that venue is proper, Quantum must show that Valve has 

a physical place in this District and that the place is a “regular and established place of business.” 

In re Cray, 871 F.3d at 1360. Quantum does not plausibly allege facts to meet this burden. 

A. Venue Is Improper in the Eastern District of Texas Because Valve Has No 

Physical Place in This District

1. Valve Has No Office Space, Real Property, or Employees in This 

District

Quantum does not allege that Valve owns or leases any real property or maintains any 

office space in the Eastern District of Texas. Quantum does not allege that Valve operates any 

stores, warehouses, or fulfillment centers to sell its products. Indeed, it cannot, as Valve does not 

2

 “The issue of infringement is not reached on the merits in considering venue requirements.” In 

re Cordis Corp., 769 F.2d 733, 737 (Fed. Cir. 1985) (citation omitted). Accordingly, Valve does 

not address the sufficiency of the infringement allegations made in the FAC for the purposes of 

this Motion. For the avoidance of doubt, Valve denies all allegations of patent infringement. 

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have any physical presence here, let alone a presence that could be considered “a regular and 

established place of business.” Schenck Decl., ¶¶ 5-6. Quantum does not allege that Valve has 

any employees in this district and, indeed, it does not. Accordingly, neither prong of 28 U.S.C. 

§1400(b) is satisfied, and venue is improper. In re Cray Inc., 871 F.3d at 1360. 

2. PC Cafés Are Not Physical Places of Valve in the District

Instead of identifying a physical place of Valve in the District, Quantum relies on thirdparty PC Cafés in this District who have purchased commercial licenses to Valve’s videogames. 

Dkt. 23, ¶ 12. Quantum’s threadbare allegations fail to clear the Federal Circuit’s high bar for 

imputing the contacts of third parties to Valve. 

When determining whether to impute the contacts of a third-party to Valve for the 

purposes of venue, “the most significant factor to consider is the degree of control that [Valve] 

maintains over the daily operations of the [third party] . . . .” In re Volkswagen Grp. of Am., Inc., 

28 F.4th 1203, 1210 (Fed. Cir. 2022) (citation omitted). The control must be so expansive and 

fulsome to amount to an “agency relationship [where] the ‘principle ha[s] the right throughout 

the duration of the relationship to control the agent’s acts.’” Id. (citation omitted). Merely setting 

standards and providing constraints is insufficient to rise to an agency relationship and impute 

the contracts of a third party to Valve. Id. at 1210. 

For example, in In re Volkswagen, the Federal Circuit determined the defendant car 

manufacturers did not have control over car dealerships who sold defendants’ products, despite 

contractual provisions mandating the dealerships “(1) employ certain types of employees, . . . ; 

(2) maintain a minimum amount of inventory; (3) perform warranty work on consumer vehicles; 

(4) use specified tools . . . ; (5) use distributor-approved computer hardware and software; (6) 

comply with the distributors' standards regarding dealership appearance . . . ; (7) comply with the 

distributors' working capital requirements; and (8) attend mandatory training sessions . . . .” Id. at 

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 Ex. 2 at 1; 

Schenck Decl., ¶ 7. The PC Café Agreement makes clear that 

 Ex. 1 at §§ 4A; 4D; Ex. 2 at §§ 4A; 4D. Valve’s involvement is limited to providing a 

license to the digital content that the PC Café operator purchases through their floating licenses. 

Under the PC Café Agreement, Valve merely 

. For example, Valve 

 Ex. 1 at 2(C); Ex. 2 at 2(C). But these mere “constraints on the service provider” 

are insufficient to rise to the level of the “right to give instructions” or have control over daily 

operations. See In re Volkswagen, 28 F.4th at 1209-10 (citation omitted). 

Quantum makes much out of the fact that the PC Café Agreement also allows Valve to 

inspect PC Cafés to ensure compliance with the Agreement. Dkt. 23, ¶ 12. 

Schenck Decl., ¶ 8. Moreover, a right to 

inspect does not rise to the level of day-to-day control sufficient to convert the PC Café to a 

regular an established place of Valve. See, e.g., Westport Fuel Sys. Canada, Inc. v. Nissan N. 

Am., Inc., No. 2:21-cv-00455-JRG-RSP, 2022 WL 4594036, at *3 (E.D. Tex. Sept. 12, 2022), 

report and recommendation adopted, 2022 WL 4594018 (E.D. Tex. Sept. 28, 2022), and 2022 

WL 18861036 (E.D. Tex. Sept. 30, 2022) (finding that defendant’s employees visiting 

dealerships at least 44 times and 32 times is not “steady, uniform, orderly, and methodical” nor 

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“something more than ‘sporadic’” and does not convert the dealership into a regular and 

established place of defendant (citing In re Cray, 871 F.3d at 1362)). 

At all times, PC Cafés are independently created, owned, and operated by third parties. 

Valve’s licensing of digital content to these entities with certain restrictions and standards, 

without more, is insufficient to impute the contacts of PC Cafés to Valve. Wireless Protocol, 

2023 WL 4626659 at *11. Therefore, PC Cafés located in this District cannot be a regular and 

established place of Valve.

3. Gearbox’s Physical Place in this District Cannot be Imputed to Valve 

Quantum uses Gearbox in a transparent attempt to manufacture venue against Valve by 

imputing Gearbox’s contacts with this District to Valve. This is legally insufficient to find venue 

over Valve in this District. See In re Cray Inc., 871 F.3d at 1360. 

From 2001 to 2002, Gearbox and Valve collaborated to create video game content. 

Schenck Decl., ¶¶ 19-20. Since the project ended in 2002, Valve and Gearbox have had no 

further collaboration on the creation of any product. Id. ¶ 21. Specifically, Valve and Gearbox 

have not collaborated on any product that Quantum accuses of infringement. Id. ¶ 22. During 

venue discovery, Quantum received the 2002 termination notice and confirmed with Valve’s 

30(b)(6) deponent that Ex. 5 (2002 

Termination of Product Development Agreement); Ex. 6 (Venue 30(b)(6) Dep. Tr.) at 56:18-25. 

Despite this, Quantum’s FAC alleges that Valve “corroborated [sic: collaborated] with Frisco 

based Gearbox Software, L.L.C.” to develop “Tiny Tina’s Wonderlands,” a game that 

Quantum’s FAC shows was released in 2022. Dkt. 23, ¶ 5 (figure one); ¶ 8. Quantum’s own 

evidence shows this is not the case. The screenshot of Tiny Tina’s included in its FAC lists only 

“Gearbox Software” as the developer, and 2K as the producer. Id. Valve had no involvement in 

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the development of Tiny Tina’s Wonderland. Ex. 6 at 56:18-25. 

The only relationship between Valve and Gearbox as of the filing of the original 

complaint and FAC is . 

Id. The 

agreement does not provide any 

 Ex. 3; see also In re Volkswagen, 28 F.4th at 1210-11. To the contrary, the agreement 

makes clear that 

” Ex. 3, ¶¶ 3.5; 15.7. 

Valve and Gearbox are separate entities that do not share any common ownership, 

employees, or office space. Schenck Decl. ¶ 23. Valve does not have any control or authority 

over the actions of Gearbox. Id. For such reasons, the presence of Gearbox in this District cannot 

be used to support venue over Valve. See, e.g., Unity Opto Tech. Co. v. Lowe’s Home Centers, 

LLC, No. 18-cv-27-JDP, 2018 WL 2087250, at *3 (W.D. Wis. May 4, 2018) (“Because there is 

no authority for the view that venue is proper as to one corporation simply because that 

corporation ‘works closely’ with another corporation that may be sued in that district, [Plaintiff] 

has failed to meet its burden to show that venue is proper in this district.”). 

The Unity case is instructive as to why Quantum’s bare-bones allegations cannot support 

venue. In Unity, the plaintiff alleged that the presence of brick-and-mortar stores owned and 

operated by defendant Lowe’s Home Goods was sufficient to find venue over co-defendant L G

Sourcing, which sourced and supplied the products sold in the stores. Id. at *2. Plaintiff also 

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included in its complaint allegations that: (1) the defendants are related companies and have the 

same corporate parent; (2) that “Lowe’s Home Stores ‘must work closely with [L G] Sourcing to 

monitor supply chain . . . and address product quality issues so that its warehouse inventory is 

continuously stocked;’” and (3) that “L G Sourcing ‘inspect[s] and test[s] products manufactured 

by global vendors before approving them for shipment to Lowe’s Home stores in the United 

States,’ using standards from Lowe's Home Centers.” Id. (alterations in original). 

The Unity court found that these allegations—which allege a much closer relationship 

than the one alleged to exist between Gearbox and Valve—were insufficient to confer venue 

over L G Sourcing. The court explained that the two defendants being “subsidiaries of the same 

parent company and that they collaborate on matters common to both of them” was “not 

sufficient to treat [them] as interchangeable for the purpose of determining whether each has a 

place of business in this district.” Id. 

Quantum’s allegations are much more lacking here than in Unity. Quantum alleges in a 

single sentence that Gearbox and Valve collaborated “for years starting with Half-Life, CounterStrike, Tiny Tina’s Wonderlands, and many other offerings, that have continuations of these 

popular offerings available through present day.” Dkt. 23, ¶ 8. As describe above, this allegation 

is facially incorrect. Even if accurate, mere collaboration is insufficient to treat Gearbox and 

Valve as interchangeable for the purpose of determining whether Valve has a place of business 

in this District.4

 Moreover, nothing in the 

such that Valve “ha[s] the right throughout the duration of the relationship to control 

[Gearbox’s] acts.’” In re Volkswagen, 28 F.4th at 1210 (citation omitted). 

4

 Quantum’s argument is analogous to requesting that the Court treat the Dallas Cowboys and the 

Houston Texans as one entity, solely on the basis that the two teams collaborated on a 

community engagement project decades ago. 

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B. The Court Should Disregard Quantum’s Remaining Irrelevant Venue 

Allegations 

Recognizing that it cannot plausibly allege that Valve has any physical place in this 

District, Quantum turns to a series of legally irrelevant allegations in an attempt to circumvent 

the Supreme Court’s venue requirements. None of these allegations, individually or collectively, 

support a finding that venue is proper in this District. 

1. Valve’s Texas Taxpayer Number Is Irrelevant to the Venue Analysis

The fact that Valve has a Texas Franchise Tax Account shows only that Valve conducts 

business in Texas, not that venue is proper in this District. “The Texas franchise tax is a privilege 

tax imposed on each taxable entity formed or organized in Texas or doing business in Texas.” 

COMPTROLLER.TEXAS.GOV, Franchise Tax, https://comptroller.texas.gov/taxes/franchise/ (last 

visited November 2, 2023) (emphasis added). Every company that does any business in Texas is 

required by the state to have a Franchise Tax Account and a Texas Taxpayer Number. Under the 

Supreme Court’s ruling in TC Heartland, merely conducting business in the state, without more, 

is insufficient to demonstrate that venue is proper in this District. 

2. Neither Valve’s Intervention in a 2013 Lawsuit nor Its Consent to 

Venue in a 2015 Lawsuit Confer Venue in 2023 

Valve’s strategic approach to venue in two unrelated Texas cases filed more than 8 years 

ago does not now mean that venue is forever properly found in this District.5

 

In a case Uniloc filed in 2013, Uniloc alleged that Valve’s customer (Activision) 

infringed its patents through sales of products on Valve’s Steam platform. Uniloc v. Activision 

Blizzard, Inc., No. 6:13-cv-00256-LED, Dkt. 1, ¶ 12(c) (E.D. Tex. Mar. 21, 2013). As Quantum 

5

 Paragraphs 8(b) and 8(c) of Quantum’s FAC contain identical allegations as Paragraphs 9 

and 10. 

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recognizes in its complaint, when Valve intervened in the 2013 Uniloc case to defend its 

products, Valve specifically stated: “Valve for the purposes of this litigation only, consents to 

venue in this district.” Id. at Dkt. 154-1 (emphasis added). 

Similarly, Valve stated in response to a 2015 lawsuit brought by a different Rothschildcontrolled entity, Display Technologies, that “Valve does not dispute, for the purposes of this 

action only, that venue is proper in this judicial district. Display Technologies, LLC v. Nvida 

Corp., No. 2:15-cv-00998-JRG-RSP, Dkt. 41, ¶ 4 (E.D. Tex. Oct. 28, 2015) (emphasis added). 

Nothing about these cases support this District exercising venue over Valve. 

Valve’s intervention in 2013 is irrelevant to the question of whether venue is proper as to 

Valve in this case. See Toshiba Int’l Corp. v. Fritz, 993 F. Supp. 571, 573 (S.D. Tex. 1998) 

(“[A]s Fritz points out in his Reply, the Fifth Circuit has held that ‘the filing of a counterclaim, 

cross-claim, or third-party demand does not operate as a waiver of an objection to 

jurisdiction.’”). Taken to its conclusion, Quantum’s allegations amount to arguing that to defend 

its products against an infringement suit in which it was not named as a defendant, Valve must 

make the choice to forever waive its challenges to venue in this District. That is simply not the 

law. See, e.g., V&A Collection, LLC v. Guzzini Props. Ltd., 46 F.4th 127, 132 (2d Cir. 2022) 

(“With a few exceptions, however, ‘[a] party’s consent to jurisdiction in one case [ ] extends to 

that case alone. It in no way opens that party up to other lawsuits in the same jurisdiction in 

which consent was given, where the party does not consent and no other jurisdictional basis is 

available.’” (alteration in original) (quotation omitted)). Valve’s 2013 consent to venue is 

irrelevant to the question of whether venue is proper in this case.

As with Valve’s intervention in the 2013 case, its consent to venue in the 2015 Display 

Technologies case is also insufficient to confer venue now. As discussed above, Valve’s consent 

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for the purposes of one case only does not serve to make it forever amenable to venue in this 

District. See V&A Collection, 46 F.4th at 132. Further, Valve’s decision not to challenge venue 

in 2015 cannot be used as a waiver to the present challenge to venue because of intervening 

change in law in the wake of the Supreme Court’s decision in TC Heartland. See, e.g., In re 

Micron Tech., Inc., 875 F.3d 1091, 1096 (Fed. Cir. 2017) (“[T]he Rule 12 waiver question 

presented here is whether the venue defense was ‘available’ to Micron in August 2016. We 

conclude as a matter of law that it was not. The venue objection was not available until the 

Supreme Court decided TC Heartland ...); id. at 1099-1100 (“The Court thus clearly (if not quite 

expressly) rejected V.E. Holding and concluded that the definition of ‘resides’ in § 1391(c) does 

not apply to § 1400(b). That change of law, by severing § 1400(b) from § 1391(c), made 

available to Micron in this case the objection that it does not come within the meaning of 

‘resides’ for purposes of venue under § 1400(b). That position was not available for the district 

court to adopt before the Court decided TC Heartland ... For that reason, the objection was not 

‘available’ under Rule 12(g)(2) when Micron made its motion to dismiss in 2016. Accordingly, 

contrary to the district court's conclusion, Rule 12(h)(1)(A)'s waiver rule is inapplicable here.”).

Therefore, Valve’s decisions in 2013 and 2015 not to challenge venue are irrelevant to 

the question of whether venue is proper in this case. 

3. Valve’s Sale of Gift Cards in This District Is Irrelevant to the Venue 

Analysis 

Simply alleging that Valve sells products in this District is insufficient to prove proper 

venue over Valve. See supra § IV.B.1. In its FAC, Quantum alleges “Valve sells its Gift Cards in 

this District through prominent brick and mortar retailers including Best Buy, GameStop and 

Walmart.” Dkt. 23, ¶ 8. 

Case 2:23-cv-00425-JRG-RSP Document 30 Filed 04/08/24 Page 18 of 20 PageID #: 565
15 

This Court has already rejected the sufficiency of allegations such as these. In Alexsam, 

the plaintiff also argued that the Eastern District of Texas was a proper venue for its suit against 

AMEX because AMEX sold “prepaid, reloadable gift cards” here through vendors such as 

“Dollar General, CVS, Family Dollar, and Walmart.” Alexsam, Inc. v. Simon Prop. Grp. (Texas), 

L.P., No. 2:19-CV-00331-JRG, 2021 WL 8441707, at *2 (E.D. Tex. Sept. 3, 2021). As this 

Court explained, “[t]aking Alexsam’s argument to its logical end, retailers like CVS would be 

the ‘regular and established place of business’ of numerous brands who merely sell products in 

CVS’s retail locations. That is not consistent with current venue law in patent cases.” Id. (citing

In re Google, 949 F.3d at 1338, 1345 (Fed. Cir. 2020)). This Court’s case law makes clear that 

the sale of a single unaccused product through a general consumer goods retail store is 

insufficient to support a finding that venue is proper in this District. 

C. The Court Should Dismiss the Case

The Court should dismiss Quantum’s case because it filed in the wrong district. See 

Uniloc USA, Inc. v. Nutanix, Inc., No. 2:17-CV-00174-JRG, 2017 WL 11527109, at *4-5 (E.D. 

Tex. Dec. 6, 2017).6 Quantum has a proper forum for obtaining any alleged relief against Valve: 

the Western District of Washington. Quantum can simply refile its case there. 

V. CONCLUSION

The evidence shows venue is improper in this District. Accordingly, for the reasons 

discussed herein, Valve respectfully requests the Court dismiss this case under Rule 12(b)(3) for 

improper venue over Valve. 

6 See also Koss Corp. v. Skullcandy, Inc., No. 6:20-cv-00664-ADA, 2021 WL 1226775, at *2-4 

(W.D. Tex. Mar. 31, 2021); Akurate Dynamics, LLC v. Carlisle Luid Tech., Inc., No. 6:20-cv00606-ADA, 2021 WL 860006, at *2 (W.D. Tex. Mar. 8, 2021); Optic153 LLC v. ThorLabs, 

Inc., No. 6:19-cv-0067-ADA, 2020 WL 3403076, at *3-4 (W.D. Tex. Jun. 19, 2020). 

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Dated: April 1, 2024 Respectfully submitted,

/s/ Shaun W. Hassett, with permission by 

Kathleen R. Geyer 

Michael E. Jones (SBN: 10929400) 

Shaun W. Hassett (SBN: 24074372) 

Potter Minton

102 North College, Ste. 900 

Tyler, Texas 75702 

903-597-8311 (telephone) 

mikejones@potterminton.com 

shaunhassett@potterminton.com 

Kathleen R. Geyer

Christopher P. Damitio 

Dario A. Machleidt 

Kilpatrick Townsend & Stockton 

1420 Fifth Avenue Suite 3700 

Seattle, WA 98101 

Telephone: (206) 467-9600 

Facsimile: (206) 623-6793 

KGeyer@kilpatricktownsend.com 

CDamitio@kilpatricktownsend.com 

DMachleidt@kilpatricktownsend.com 

Attorneys for Defendant 

Valve Corp. 

CERTIFICATE OF SERVICE

I hereby certify that all counsel of record who have consented to electronic service are 

being served with a copy of this document via electronic mail on April 1, 2024. 

I also hereby certify that all counsel of record who have consented to electronic service 

are being served with a notice of filing of this document, under seal, pursuant to L.R. CV-5(a)(7) 

on April 1, 2024. 

 /s/ Shaun W. Hassett 

CERTIFICATE OF AUTHORIZATION TO FILE UNDER SEAL

 I certify that the foregoing document is authorized to be filed under seal pursuant to the 

Motion for Leave to File Under Seal filed concurrently. 

 /s/ Shaun W. Hassett 

78337050v.2

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