Msc Mediterranean Shipping Company S.A. v. Bnsf Railway Company

• Court: Court of Appeals for the Ninth Circuit
• Decided: July 14, 2025
• Docket: 24-3957
• Status: Unpublished

Opinion

NOT FOR PUBLICATION FILED UNITED STATES COURT OF APPEALS JUL 14 2025 MOLLY C. DWYER, CLERK U.S. COURT OF APPEALS FOR THE NINTH CIRCUIT

MSC MEDITERRANEAN SHIPPING No. 24-3957 COMPANY S.A., D.C. No. 2:23-cv-09693-JLS-AJR Plaintiff - Appellant, MEMORANDUM* v.

BNSF RAILWAY COMPANY,

Defendant - Appellee.

Appeal from the United States District Court for the Central District of California Josephine L. Staton, District Judge, Presiding

Argued and Submitted June 6, 2025 Pasadena, California

Before: HURWITZ, MILLER, and SUNG, Circuit Judges.

Under a through bill of lading with both ocean and rail legs, MSC

Mediterranean Shipping Company S.A. (MSC) transported cargo for a third party

from the Port of Zhongshan in China to Kansas City via the Port of Los Angeles.

MSC subcontracted with BNSF Railway Company (BNSF) to perform the rail leg

from Los Angeles to Kansas City. After MSC settled a claim for cargo loss or

* This disposition is not appropriate for publication and is not precedent except as provided by Ninth Circuit Rule 36-3. damage with the cargo owner’s insurer, it made a written demand for

indemnification to BNSF. Then, more than nine months after BNSF rejected the

demand, MSC brought this action asserting equitable indemnification and

contribution claims against BNSF. The district court dismissed the claims as

untimely. We affirm.

The district court had jurisdiction under 28 U.S.C. § 1333 because the claims

relate to MSC’s liability under its bill of lading. See Norfolk S. Ry. Co. v. Kirby,

543 U.S. 14, 18–19 (2004) (explaining that a bill of lading is a maritime contract);

id. at 22–23 (confirming that admiralty and maritime jurisdiction extends to

maritime contracts). We have jurisdiction under 28 U.S.C. § 1291.

BNSF’s Intermodal Rules and Policies Guide (Intermodal Rules) govern.

The Intermodal Rules limit BNSF’s liability on “claim[s] for recovery of amounts

sought in connection with loss or damage to the cargo” and require that MSC first

file a written claim with BNSF and then “file all loss or damage suits against

BNSF within nine (9) months from the date BNSF declines the claim on which the

suit is based.” Because MSC did not bring this action within nine months of

BNSF’s denial of its written claim, the district court found it untimely.

The Intermodal Rules do not contain an express indemnification provision,

so MSC contends that its claims for equitable indemnification and contribution are

not subject to the contractual time limits. Instead, MSC says, its claims are subject

2 24-3957 only to the equitable doctrine of laches, which borrows the statute of limitations

from state law. See Hercules, Inc. v. Stevens Shipping Co., Inc., 698 F.2d 726, 733

(5th Cir. 1983) (en banc) (explaining that the limitations period for maritime

claims is “generally determined by the equitable doctrine of laches”).

That argument, however, is foreclosed by the plain language of the contract,

which covers all claims “in connection with loss or damage to the cargo.” As MSC

correctly points out, not all indemnification claims are related to cargo loss or

damage. See, e.g., States S.S. Co. v. American Smelting & Refin. Co., 339 F.2d 66,

69 (9th Cir. 1964) (indemnification claim for vessel salvage services was not

related to cargo loss or damage); Hercules, 698 F.2d at 735 (indemnification claim

for damage to a barge was not subject to contractual limitation period for cargo

loss or damage). But MSC’s complaint alleged that “BNSF failed to make delivery

of the Cargo in . . . good order and condition” and that “the damage sustained . . .

was due solely to the acts, omissions, fault, negligence, misconduct[,] or other

actionable activity of BNSF.”

Because MSC’s claims are based on the assertion that BNSF was liable for

cargo loss or damage, it does not matter whether MSC’s specific causes of action

are equitable or contractual. While the existence of a contract does not necessarily

preclude equitable claims, see All Alaskan Seafoods, Inc. v. M/V Sea Producer, 882

F.2d 425, 430 (9th Cir. 1989), the contract here requires that any claim “in

3 24-3957 connection with loss or damage to the cargo” be brought according to the

procedures and timeline to which MSC agreed in the Intermodal Rules. Under the

Intermodal Rules, MSC’s claims are time barred because it did not bring this

action within nine months of BNSF’s denial of its written demand.

AFFIRMED.

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