Engineering & Construction Innovations, Inc. v. L.H. Bolduc Co., 825 N.W.2d 695

Bolduc, as ECI's subcontractor, damaged the underground sewer pipe with a cofferdam sheet during a Met Council Frontier project; ECI paid to repair the pipe in the ensuing months.
Bolduc carried Travelers commercial general liability insurance that named ECI as an additional insured under a Blanket Additional Insured Endorsement for liability 'caused by acts or omissions' of Bolduc while performing its work.
ECI sued Bolduc and Travelers for negligence and breach of contract; a jury found Bolduc not negligent and awarded zero damages; district court granted summary judgment for Travelers and Bolduc on contract claims.
The Minnesota Court of Appeals held ECI covered as an additional insured despite Bolduc’s non-negligence and upheld indemnity against Bolduc; the supreme court granted review to resolve the interpretation of the endorsement and the indemnity clause.
The supreme court held: (i) ECI is not an additional insured for the pipe damage because the endorsement covers only Bolduc’s negligent acts or omissions, not independent acts by ECI; (ii) Bolduc cannot indemnify ECI under Minn. Stat. § 337.02 because the underlying damage was not attributable to Bolduc; and (iii) ECI waived any indemnity claim by not preserving it, and § 337.05 does not salvage indemnity here since there was no coextensive insurance obligation.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Is ECI covered as an additional insured for pipe repair costs?	ECI: coverage exists because Bolduc hit the pipe; acts or omissions include Bolduc's contact causing damage.	Travelers: endorsement covers only Bolduc’s acts or omissions and requires fault; Bolduc was not negligent.	No; endorsement is a vicarious-liability provision limited to Bolduc’s fault.
Can Bolduc indemnify ECI under Minn. Stat. § 337.02 given Bolduc was not at fault?	ECI: indemnity can cover contractbreach-based liability and is not limited to Bolduc’s fault.	Bolduc: § 337.02 bars indemnity for liability not caused by promisor’s negligent act; Bolduc was not negligent.	No; indemnification for ECI would violate § 337.02 because the underlying damage was not attributable to Bolduc.
Does § 337.05 salvage indemnity where § 337.02 would otherwise bar it?	ECI: § 337.05 permits indemnity if a promisor failed to obtain required insurance; insurance exists here.	Bolduc: there is no coextensive insurance obligation because Travelers denied coverage; waiver applies.	No; § 337.05 does not save indemnity here because there was no coextensive insurance obligation tied to Bolduc’s indemnity.

Katzner v. Kelleher Constr., 545 N.W.2d 378 (Minn. 1996) (narrow exception to indemnity limits contract-based liability)
Wyatt v. Wyatt, 58 N.W.2d 875 (Minn. 1953) (endorsements construed with policy as a whole)
Faber v. Roelofs, 250 N.W.2d 817 (Minn. 1977) (broad interpretation of 'arising out of' in insured endorsements)
Sutherland v. Barton, 570 N.W.2d 1 (Minn. 1997) (distinguishes direct vs. vicarious liability concepts for purposes of coverage)
Holmes v. Watson-Forsberg Co., 488 N.W.2d 473 (Minn. 1992) (construction-industry indemnity/insurance language upheld)
Consolidation Coal Co. v. Liberty Mut. Ins. Co., 406 F.Supp.1292 (W.D. Pa. 1976) (ambiguous additional insured provisions addressed in other jurisdictions)