IN THE COURT OF APPEALS OF IOWA
No. 24-1830 Filed December 3, 2025
LM INSURANCE CORPORATION, Plaintiff-Appellee,
vs.
PPC ROOFING, LLC, Defendant-Appellant. ________________________________________________________________
Appeal from the Iowa District Court for Linn County, Jason D. Besler, Judge.
An insured employer appeals adverse summary judgment rulings.
AFFIRMED.
Austin J. McMahon of Lange & McMahon, P.L.C., Independence, for
appellant.
Kevin V. Abbott of Abbott Osborn Jacobs PLC, West Des Moines, for
appellee.
Considered without oral argument by Schumacher, P.J., and Buller and
Sandy, JJ. 2
BULLER, Judge.
PPC Roofing LLC (PPCR) appeals from adverse summary judgment rulings
in its case against LM Insurance Corporation (LMI). The district court denied
PPCR’s motion for summary judgment because of a genuine issue of material fact
and granted LMI’s cross-motion because PPCR failed to exhaust administrative
remedies under Iowa Code section 515A.9 (2023). We affirm.
I. Background Facts and Proceedings
PPCR is a limited liability company with a single member. It acted as a
general contractor and exclusively used subcontractors for labor during the period
relevant to this appeal. PPCR contracted with LMI for two consecutive one-year-
term workers’ compensation insurance policies through the State of Iowa’s
assigned risk plan. Debits and credits for both policies were accrued under a single
account payable by PPCR. Both policies required PPCR to pay an initial premium,
with a final premium to be formulated based on the number of PPCR’s officers,
employees, and “all other persons engaged in work” that could subject LMI to
liability for workers’ compensation claims. The policy also gave LMI the authority
to audit PPCR’s related records, and PPCR was required to provide LMI with all
relevant bookkeeping records.
In April 2022, LMI sent PPCR an audit summary calculating a $18,893 final
premium for the first policy. In September, PPCR cancelled the second policy—
three months into the term—and by the end of the year it paid LMI $6864 toward
the balance due on its account. In January 2023, LMI sent PPCR a revised audit
for the cancelled second policy, adjusting the balance due upwards an additional
$2167, resulting in an outstanding account balance for the two policies of $14,095. 3
LMI included PPCR’s subcontractors in premium calculations for both policies.
After this, PPCR made no further payments to LMI and offered no explanation for
its failure to pay the balance due.
In November, LMI sued PPCR for breach of contract, and PPCR
counterclaimed for unjust enrichment. In an interrogatory response, LMI asserted
“employees were not included on the audits; only uninsured subcontractors were.”
And PPCR’s sole member attested that PPCR is a general contractor and only
used subcontractor labor during the policy term. PPCR moved for summary
judgment. LMI resisted and also counter-moved for summary judgment. The court
denied PPCR’s motion, reasoning the legal status of the subcontractors used by
PPCR was a genuine issue of material fact. It also granted LMI’s motion for
summary judgment, ruling PPCR was barred from asserting a defense against
LMI’s motion for failing to exhaust administrative remedies under Iowa Code
section 515A.9 and Travelers Indemnity Co. v. D.J. Franzen, Inc., 792 N.W.2d 242
(Iowa 2010).
PPCR appeals.
II. Standard of Review
We review a ruling on a motion for summary judgment for correction of
errors at law. Slaughter v. Des Moines Univ. Coll. of Osteopathic Med.,
925 N.W.2d 793, 800 (Iowa 2019). “Summary judgment is proper when the
moving party has shown there is no genuine issue as to any material fact and the
moving party is entitled to judgment as a matter of law.” EMC Ins. Grp. v. Shepard,
960 N.W.2d 661, 668 (Iowa 2021) (cleaned up). “Summary judgment is not a dress
rehearsal or practice run; it is the put up or shut up moment in a lawsuit when a 4
nonmoving party must show what evidence it has that would convince a trier of
fact to accept its version of the events.” Slaughter, 925 N.W.2d at 808 (cleaned
up). We review evidence “in the light most favorable to the nonmoving party.” Id.
at 800 (citation omitted).
III. Discussion
To succeed on a breach-of-contract claim, a plaintiff must prove:
(1) the existence of a contract; (2) the terms and conditions of the contract; (3) that it has performed all the terms and conditions required under the contract; (4) the defendant’s breach of the contract in some particular way; and (5) that plaintiff has suffered damages as a result of the breach.
Iowa Mortg. Ctr., L.L.C. v. Baccam, 841 N.W. 2d 107, 111 (Iowa 2013) (citation
omitted). As we understand it, PPCR argues LMI conceded it could not prove an
element of its breach-of-contract claim; as for LMI’s motion, PPCR urges that
administrative exhaustion wasn’t required, and even if it was, LMI was not entitled
to summary judgment. We take each claim in turn.
First, PPCR argues LMI failed to show it performed all the terms and
conditions of the contract allegedly because LMI admitted it did not adhere to the
final premium formula and was thus not obligated to pay. We disagree. The
contract called for the premium to be calculated based on the payroll or other
remunerations for all officers, employees, and all other persons engaged in work
possibly implicated by workers’ compensation liability. PPCR points to LMI’s
interrogatory response that it only included subcontractors in its audit, that PPCR’s
sole member attested to only using subcontractors, and that employers need not
cover workers’ compensation for independent contractors. See Iowa Code
§ 85.61(11)(c)(2). But the district court found, and we agree, that PPCR did not 5
provide sufficient facts to support its legal assertion that these subcontractors
weren’t legally employees. See, e.g., Stark Constr. v. Lauterwasser, No. 13-0609,
2014 WL 1495479, at *4 (Iowa Ct. App. Apr. 16, 2014) (discussing an eight-factor
test to determine independent contractor status or employer-employee
relationship); see also Nelson v. Cities Serv. Oil Co., 146 N.W.2d 261, 265
(Iowa 1966) (“The principal accepted test of an independent contractor is that he
is free to determine for himself the manner in which the specified results shall be
accomplished.” (citation omitted)). Reviewing the pleadings in the light most
favorable to the nonmovant, we agree with the district court that reasonable minds
could draw different legal conclusions as to the workers’ status, and we discern no
reversible error.
Next, PPCR challenges district court’s application of Iowa Code
section 515A.9. The statute creates a comprehensive dispute-resolution scheme
for workers’ compensation insurers and the insured. Iowa Code § 515A.9; Chartis
Ins. v. Iowa Ins.
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IN THE COURT OF APPEALS OF IOWA
No. 24-1830 Filed December 3, 2025
LM INSURANCE CORPORATION, Plaintiff-Appellee,
vs.
PPC ROOFING, LLC, Defendant-Appellant. ________________________________________________________________
Appeal from the Iowa District Court for Linn County, Jason D. Besler, Judge.
An insured employer appeals adverse summary judgment rulings.
AFFIRMED.
Austin J. McMahon of Lange & McMahon, P.L.C., Independence, for
appellant.
Kevin V. Abbott of Abbott Osborn Jacobs PLC, West Des Moines, for
appellee.
Considered without oral argument by Schumacher, P.J., and Buller and
Sandy, JJ. 2
BULLER, Judge.
PPC Roofing LLC (PPCR) appeals from adverse summary judgment rulings
in its case against LM Insurance Corporation (LMI). The district court denied
PPCR’s motion for summary judgment because of a genuine issue of material fact
and granted LMI’s cross-motion because PPCR failed to exhaust administrative
remedies under Iowa Code section 515A.9 (2023). We affirm.
I. Background Facts and Proceedings
PPCR is a limited liability company with a single member. It acted as a
general contractor and exclusively used subcontractors for labor during the period
relevant to this appeal. PPCR contracted with LMI for two consecutive one-year-
term workers’ compensation insurance policies through the State of Iowa’s
assigned risk plan. Debits and credits for both policies were accrued under a single
account payable by PPCR. Both policies required PPCR to pay an initial premium,
with a final premium to be formulated based on the number of PPCR’s officers,
employees, and “all other persons engaged in work” that could subject LMI to
liability for workers’ compensation claims. The policy also gave LMI the authority
to audit PPCR’s related records, and PPCR was required to provide LMI with all
relevant bookkeeping records.
In April 2022, LMI sent PPCR an audit summary calculating a $18,893 final
premium for the first policy. In September, PPCR cancelled the second policy—
three months into the term—and by the end of the year it paid LMI $6864 toward
the balance due on its account. In January 2023, LMI sent PPCR a revised audit
for the cancelled second policy, adjusting the balance due upwards an additional
$2167, resulting in an outstanding account balance for the two policies of $14,095. 3
LMI included PPCR’s subcontractors in premium calculations for both policies.
After this, PPCR made no further payments to LMI and offered no explanation for
its failure to pay the balance due.
In November, LMI sued PPCR for breach of contract, and PPCR
counterclaimed for unjust enrichment. In an interrogatory response, LMI asserted
“employees were not included on the audits; only uninsured subcontractors were.”
And PPCR’s sole member attested that PPCR is a general contractor and only
used subcontractor labor during the policy term. PPCR moved for summary
judgment. LMI resisted and also counter-moved for summary judgment. The court
denied PPCR’s motion, reasoning the legal status of the subcontractors used by
PPCR was a genuine issue of material fact. It also granted LMI’s motion for
summary judgment, ruling PPCR was barred from asserting a defense against
LMI’s motion for failing to exhaust administrative remedies under Iowa Code
section 515A.9 and Travelers Indemnity Co. v. D.J. Franzen, Inc., 792 N.W.2d 242
(Iowa 2010).
PPCR appeals.
II. Standard of Review
We review a ruling on a motion for summary judgment for correction of
errors at law. Slaughter v. Des Moines Univ. Coll. of Osteopathic Med.,
925 N.W.2d 793, 800 (Iowa 2019). “Summary judgment is proper when the
moving party has shown there is no genuine issue as to any material fact and the
moving party is entitled to judgment as a matter of law.” EMC Ins. Grp. v. Shepard,
960 N.W.2d 661, 668 (Iowa 2021) (cleaned up). “Summary judgment is not a dress
rehearsal or practice run; it is the put up or shut up moment in a lawsuit when a 4
nonmoving party must show what evidence it has that would convince a trier of
fact to accept its version of the events.” Slaughter, 925 N.W.2d at 808 (cleaned
up). We review evidence “in the light most favorable to the nonmoving party.” Id.
at 800 (citation omitted).
III. Discussion
To succeed on a breach-of-contract claim, a plaintiff must prove:
(1) the existence of a contract; (2) the terms and conditions of the contract; (3) that it has performed all the terms and conditions required under the contract; (4) the defendant’s breach of the contract in some particular way; and (5) that plaintiff has suffered damages as a result of the breach.
Iowa Mortg. Ctr., L.L.C. v. Baccam, 841 N.W. 2d 107, 111 (Iowa 2013) (citation
omitted). As we understand it, PPCR argues LMI conceded it could not prove an
element of its breach-of-contract claim; as for LMI’s motion, PPCR urges that
administrative exhaustion wasn’t required, and even if it was, LMI was not entitled
to summary judgment. We take each claim in turn.
First, PPCR argues LMI failed to show it performed all the terms and
conditions of the contract allegedly because LMI admitted it did not adhere to the
final premium formula and was thus not obligated to pay. We disagree. The
contract called for the premium to be calculated based on the payroll or other
remunerations for all officers, employees, and all other persons engaged in work
possibly implicated by workers’ compensation liability. PPCR points to LMI’s
interrogatory response that it only included subcontractors in its audit, that PPCR’s
sole member attested to only using subcontractors, and that employers need not
cover workers’ compensation for independent contractors. See Iowa Code
§ 85.61(11)(c)(2). But the district court found, and we agree, that PPCR did not 5
provide sufficient facts to support its legal assertion that these subcontractors
weren’t legally employees. See, e.g., Stark Constr. v. Lauterwasser, No. 13-0609,
2014 WL 1495479, at *4 (Iowa Ct. App. Apr. 16, 2014) (discussing an eight-factor
test to determine independent contractor status or employer-employee
relationship); see also Nelson v. Cities Serv. Oil Co., 146 N.W.2d 261, 265
(Iowa 1966) (“The principal accepted test of an independent contractor is that he
is free to determine for himself the manner in which the specified results shall be
accomplished.” (citation omitted)). Reviewing the pleadings in the light most
favorable to the nonmovant, we agree with the district court that reasonable minds
could draw different legal conclusions as to the workers’ status, and we discern no
reversible error.
Next, PPCR challenges district court’s application of Iowa Code
section 515A.9. The statute creates a comprehensive dispute-resolution scheme
for workers’ compensation insurers and the insured. Iowa Code § 515A.9; Chartis
Ins. v. Iowa Ins. Comm’r., 831 N.W.2d 119, 127 (Iowa 2013). The supreme court
has held there is an implicit administrative exhaustion requirement before seeking
judicial review. Travelers, 792 N.W.2d at 249 (“We find the comprehensive nature
of the statute’s remedial scheme implies that section 515A.9 is mandatory.”). And
that court specifically permitted an insurer “to offensively use the exhaustion
doctrine” to prohibit an insured from asserting this defense in court. Id. at 250–51.
Here, PPCR objects to the application of section 515A.9 because the contract did
not contemplate an external, statutory grievance mechanism and argues the facts
of Travelers are distinguishable. We are not convinced on either point. 6
First, there is a longstanding “presumption that parties incorporate
applicable statutes into their contracts,” and we doubt the parties could contract
around the statutory scheme. See Miller v. Marshall Cnty., 641 N.W.2d 742, 751
(Iowa 2002). As for distinguishing Travelers, we are reluctant to do so. Both cases
involve a factual dispute over the characterization of agents as employees or
independent contractors. See Travelers, 792 N.W.2d at 244–45. Like the insured
in Travelers, PPCR inhibited the opportunity for agency expertise input on this
issue and the development of an administrative record. See id. at 250. And while
PPCR did not disregard three years of notice to its right to seek review under
section 515A.9 like the insured in Travelers, we are not aware of any case law
requiring LMI to provide notice under the statute. See id.
Finally, PPCR complains that it did not have notice or knowledge it was
subject to an exhaustion requirement. And it argues that, by omitting any reference
to such a requirement in the contract language, LMI misrepresented the contract
and should be estopped from offensively using the exhaustion doctrine. Again,
neither the statutory scheme nor case law required LMI to notify PPCR of its rights.
And we are unaware of any relevant case law that excuses PPCR’s ignorance of
the statute, and we are bound by controlling supreme court precedent that
section 515A.9 is mandatory. See id. at 249. Because the supreme court has held
LMI can offensively use the exhaustion doctrine, PPCR is prohibited from asserting
its counterclaim for unjust enrichment.