Rimac Seguros Y Reaseguros v. C.H. Robinson International, Inc.

Background

Rimac Seguros y Reaseguros insured goods belonging to Komatsu America Corporation, Komatsu Mitsui Maquinarias Peru S.A., Distribuidora Cummins Peru SAC, Cummings, Inc., and Hensley Industries, Inc. The manufacturers contracted with C.H. Robinson International, Inc., doing business as CHRistal Lines, to ship the goods from Miami to Peru.

The vessel carrying the goods, the AS Fortuna, experienced engine failure and grounded on a sandbar outside Guayaquil, Ecuador, on September 18, 2018. A salvage company recovered the cargo, which eventually reached its destination safely. The manufacturers were required to pay 27.31 percent of the cargo’s value as their share of the salvage fee. Rimac alleged that it paid nearly $600,000 to reimburse its insureds and, along with the manufacturers, sued C.H. Robinson for indemnification under maritime common law. The plaintiffs alleged that C.H. Robinson failed to provide a seaworthy vessel.

C.H. Robinson filed a counterclaim against four plaintiffs—Komatsu Mitsui Maquinarias Peru S.A., Distribuidora Cummins Peru SAC, Cummings, Inc., and Hensley Industries, Inc.—under the house bill of lading. It argued that the contract’s “general average” clause required those manufacturers to indemnify it for losses, including the salvage expenses at issue and C.H. Robinson’s attorney’s fees and costs.

Arguments and analysis

The four plaintiffs moved to dismiss the counterclaim under Federal Rule of Civil Procedure 12(b)(6), which tests whether a pleading states a legally sufficient claim. They argued that their lawsuit sought common-law salvage indemnification rather than general-average relief. To the extent that argument depended on the house bill of lading not applying, the court held that collateral estoppel—also called issue preclusion—barred the argument because the state court had already rejected it when dismissing the earlier state-court action under the contract’s federal forum-selection clause.

The court declined to give preclusive effect to the state court’s statement that the salvage operations were general-average expenses. That statement was not necessary to the state court’s decision that the plaintiffs had selected the wrong forum, so it was dicta rather than a binding determination.

The court also held that whether the expenses were general-average expenses was a factual question that could not be resolved on a motion to dismiss. Although the plaintiffs alleged that the expenses were not general-average expenses, C.H. Robinson had plausibly alleged that they were. At this stage, the court accepted C.H. Robinson’s plausible factual allegations as true.

The plaintiffs separately argued that the general-average clause was unenforceable under Minnesota law because it would require them to indemnify C.H. Robinson for its own alleged negligence without expressly saying so. The court determined that neither C.H. Robinson’s alleged negligence nor whether Minnesota law applied to the maritime contract could be decided at this stage.

Disposition

The court denied the four plaintiffs’ Motion to Dismiss C.H. Robinson International, Inc.’s counterclaim. The order did not decide whether the expenses were actually general-average expenses, whether C.H. Robinson was negligent, or whether the contract ultimately required the claimed indemnification.