141 F. Supp. 3d 945
D. Minnesota2015Background
- Contech contracted to design and build a pedestrian truss bridge (Holland Bridge); Element (an engineering/testing firm) inspected the bridge welds at Contech’s Minnesota facility on April 12, 2010 and issued an inspection report.
- TUV Rheinland later inspected the installed bridge in Michigan on September 14, 2010 and reported weld defects; Contech spent ~$298,096 to repair the alleged defects.
- Element provided Contech with written General Terms and Conditions (including a limitations-of-remedy clause) on multiple occasions and referenced them on the April 14, 2010 invoice.
- Contech sued Element on January 13, 2014 for breach of contract, negligence, and professional negligence arising from the inspection; Element moved for summary judgment.
- Element argued Contech’s claims are time-barred by Minn. Stat. § 541.051 (two-year limitations for claims arising from defective improvements to real property) and alternatively that contractual terms limit recovery.
- The court granted summary judgment for Element, holding § 541.051’s two-year limitations period applied and barred Contech’s claims, so it did not reach the contract-terms defense.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether inspection services fall within Minn. Stat. § 541.051 (two-year limitations for defective improvements) | Inspection is not listed in the statute and Element only inspected, not constructed, so § 541.051 does not apply | Inspection is encompassed by statutory categories such as "supervision" and "observation of construction," so § 541.051 applies | Court held inspection falls within § 541.051 and is time-limiting |
| Whether subdivision 1(d) exception (preserving claims for negligence in inspection/maintenance against owner/possessor) saves Contech’s claims | The exception shows inspections are not covered by § 541.051, so Contech’s negligence claim survives | Exception applies only to actions against an owner/possessor; Element is neither owner nor in possession | Court held exception inapplicable because Contech did not sue an owner/possessor |
| Whether § 541.051 applies when the improvement is located out-of-state (Michigan) | Applying Minnesota’s two-year rule to a Michigan-installed bridge would be extraterritorial and improperly displace Michigan law; Minnesota’s six-year statute should apply | Statute of limitations is procedural; forum state’s procedural law governs access to Minnesota courts and may be applied even when improvement is out-of-state | Court held § 541.051 is procedural and governs here; extraterritorial concern is inapposite; two-year rule applies |
| Whether contractual terms (General Terms and Conditions) preclude recovery | N/A (court did not resolve because statute barred claims) | Element alternatively argued its written terms limit remedies and impose prerequisites to suit | Court did not reach merits of contractual defense after finding claims time-barred |
Key Cases Cited
- Celotex Corp. v. Catrett, 477 U.S. 317 (summary judgment standard)
- Calder v. City of Crystal, 318 N.W.2d 838 (Minn. 1982) (statute need not enumerate every protected class; broad interpretation permitted)
- Sartori v. Harnischfeger Corp., 432 N.W.2d 448 (Minn. 1988) (purpose of § 541.051 is to limit stale suits against construction professionals who relinquished control)
- Thorp v. Price Bros. Co., 441 N.W.2d 817 (Minn. Ct. App. 1989) (broad application of § 541.051 to construction-related parties)
- Jensen-Re P’ship v. Superior Shores Lakehome Ass’n, 681 N.W.2d 42 (Minn. Ct. App. 2004) (statute’s purpose and scope in construction-defect context)
- Weston v. McWilliams & Assoc., Inc., 716 N.W.2d 634 (Minn. 2006) (statutes of limitation are procedural)
- Minch Family LLLP v. Estate of Norby, 652 F.3d 851 (applying more specific statute over general statute of limitations)