Integrated Marine Services, L.L.C. v. Hoist Liftruck Mfg., Inc.
4:12-cv-01379
S.D. Tex.Aug 30, 2012Background
- IMS purchased three Hoist ECH trucks for $878,528.43 after assurances of quality and reliability from Hoist's agents.
- Toyota Lift acted as Hoist's salesman and dealer; Hoist purportedly warranties to the first purchaser from Toyota Lift.
- Delivery occurred June 23, 2009; IMS allegedly found substantial defects and design flaws, and ECHs have repeatedly failed.
- IMS notified Hoist of the defects but Hoist allegedly refused to accept returns or refund the purchase price.
- IMS asserts claims for breach of contract, fraudulent inducement, express and implied warranties, and negligence; Hoist moves to dismiss.
- Court allows IMS to amend and denies Hoist's motion to dismiss, addressing privity, warranties, and statute-of-limitations issues.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether IMS may pursue contract claims without privity to Hoist | IMS contends third-party beneficiary status via the Dealer Agreement. | Hoist argues no privity between IMS and Hoist. | IMS may amend to assert third-party beneficiary contract claims. |
| Whether implied warranties are excluded by the Dealer Agreement | Implied warranties survive unless expressly excluded in a conspicuous manner. | Dealer Agreement excludes implied warranties. | Implied warranties not expressly excluded; not dismissed at this stage. |
| Whether the negligence claim is barred by the two-year statute of limitations | IMS asserts a continuing-tort theory extending the period. | Complaint shows only non-continuing defects; limitations applies. | Tort claim is time-barred as pled; may replead timely with Rule 11 compliance. |
| Whether IMS should be permitted to amend to replead negligence and other claims | Amendment to cure deficiencies and assert privity-based claims. | Amendment requirements unnecessary if claims fail. | IMS may amend to replead timely negligence and assert third-party beneficiary claims. |
Key Cases Cited
- Harrington v. State Farm Fire & Cas. Co., 563 F.3d 141 (5th Cir. 2009) (motion to dismiss disfavored; allegations must be plausible)
- Ashcroft v. Iqbal, 556 U.S. 662 (2009) (pleading must show plausible claim for relief)
- Collins v. Morgan Stanley Dean Witter, 224 F.3d 496 (5th Cir. 2000) (documents attached to motions may be considered part of pleadings)
- Great Plains Trust Co. v. Morgan Stanley Dean Witter & Co., 313 F.3d 305 (5th Cir. 2002) (allowance to amend before dismissal with prejudice)
- Neitzke v. Williams, 490 U.S. 319 (1989) (pleading standards; complaint must state claims and legal theories)
- McCormick v. Stalder, 105 F.3d 1059 (5th Cir. 1997) (federal pleading requirements)
- Venture Assocs. Corp. v. Zenith Data Sys. Corp., 987 F.2d 429 (7th Cir. 1993) (integrates attachments into pleadings where referenced)
- Kane Enters. v. MacGregor (USA), Inc., 322 F.3d 371 (5th Cir. 2003) (contractual privity and third-party beneficiary concepts)
- Nobility Homes of Texas, Inc. v. Shivers, 557 S.W.2d 77 (Tex. 1977) (Texas recognizes implied warranties for downstream purchasers)
- Cate v. Dover Corp., 790 S.W.2d 559 (Tex. 1990) (implied warranty exclusions must be conspicuous)