International Marine Underwriters v. ABCD Marine, LLC, 313 P.3d 395

Boogaard, a general partner of ABCD Marine, seeks coverage under IMU's marine liability policy for injuries suffered while working as an independent contractor for NSI.
The policy lists ABCD Marine as named insured and Boogaard as an insured, with an insured contract exception for tort liability to third parties.
ABCD previously obtained certificates naming Naknek and Northland as additional insureds, but no endorsements for NSI as additional insured were issued until later.
ABCD signed the NSI Access Agreement in September 2004, indemnifying NSI for all bodily injuries arising from ABCD's operations and requiring ABCD to maintain a $1,000,000 general liability policy with NSI as additional insured.
Boogaard signed the Access Agreement in his capacity as Senior Partner, without clarifying or seeking advice on additional insured requirements; he later was injured in October 2004.
After the accident, ABCD converted to an LLC, and IMU did modify the policy to reflect the new LLC status and added NSI as an additional insured for a prospective premium.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether Boogaard is a third party to the NSI indemnity contract	Boogaard is a third party because he was injured and the indemnity contract covers third parties.	Boogaard is not a third party because he is a partner in ABCD, which is bound by the Access Agreement under partnership liability rules.	Boogaard is not a third party; partnership liability flows to the partners, who are parties to the Access Agreement.
Effect of RUPA on partnership entity status for liability	RUPA entity theory could treat ABCD as distinct from Boogaard for purposes of indemnity and coverage.	RUPA maintains aggregate liability for partners; partners are personally liable and bound by partnership agreements.	RUPA treats the partnership as an entity for certain purposes, but aggregate liability remains for partners; Boogaard and ABCD were parties to the Access Agreement.
Policy construction and interpretation of 'insured contract' as to Boogaard	The insured contract exception should cover Boogaard because he is a third party to the indemnity contract.	The term 'third party' refers to non-principals to the Access Agreement; Boogaard is a partner and thus a party.	The term 'third party' is construed to mean non-principals to the Access Agreement; Boogaard is not a third party.

Cowan Systems, Inc. v. Harleysville Mutual Insurance Co., 457 F.3d 368 (4th Cir. 2006) (injured party can be a third party to an indemnity contract)
Truck Insurance Exchange v. BRE Properties, Inc., 119 Wn. App. 582 (Wash. App. 2003) (insured contract coverage depends on additional insured status and contract structure)
McDowell v. Austin Co., 105 Wn.2d 48 (1985) (indemnity and sole negligence contexts in Washington law)
Gildon v. Simon Property Grp., Inc., 158 Wn.2d 483 (2006) (RUPA liability framework and partnership concepts)
Queen City Farms, Inc. v. Cent. Nat’l Ins. Co. of Omaha, 126 Wn.2d 50 (1994) (interpretation and construction standards for insurance policies; ambiguities in context)
Western American Insurance Co. v. State Farm Mut. Auto. Ins. Co., 80 Wn.2d 38 (1971) (narrow construction of exclusions in insurance contracts)
Marlin v. Wetzel County Bd. of Education, 569 S.E.2d 462 (W. Va. 2002) (insurance coverage and indemnity principles in context of indemnities)
Hunt v. Ciminelli-Cowper Co., 93 A.D.3d 1152 (N.Y. App. Div. 2012) (indemnity and insured contract concepts in New York appellate law)