Premcor Refining Group, Inc v. Apex Oil Company, Inc., 3:17-cv-00738

Background

Premcor sued Apex and others under CERCLA § 113(f) seeking contribution for remediation costs at the Hartford refinery site.
Previously, U.S. EPA sued Apex under RCRA and Judge Herndon issued a detailed bench order (the Herndon Order) finding Apex jointly and severally liable and ordering wide-ranging remediation and groundwater monitoring.
U.S. EPA later issued a Unilateral Administrative Order (Hartford UAO) prescribing cleanup structure and noting that assignments among responsible parties would not alter site-wide liability.
In state proceedings, Apex and the Illinois EPA entered a State Consent Order that included a broad release language but expressly preserved liabilities imposed by the Herndon Order and the U.S. EPA Order.
This Court initially held (Sept. 20, 2019) that the State Consent Order triggered CERCLA’s § 113(f)(2) settlement-bar and dismissed Premcor’s contribution claim against Apex; Premcor moved to reconsider, arguing the State Consent Order carved out federal liabilities.
The state court approving the State Consent Order indicated it did not relieve Apex of liabilities under the federal orders and contemplated federal litigation by third parties over those liabilities.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the State Consent Order operates as a CERCLA § 113(f)(2) settlement bar to Premcor’s contribution claim	The State Consent Order expressly carved out liabilities imposed by the Herndon Order and UAO, so it did not "resolve" those liabilities and cannot trigger the settlement bar	The carve-out was intended only to preserve federal enforcement rights, not to leave Apex exposed to third-party contribution claims; thus the state settlement bars Premcor	Court: The State Consent Order preserved "any liability" under the federal orders (broadly read), so it does not resolve the matters addressed and therefore cannot serve as a § 113(f)(2) settlement bar; Premcor’s motion to reconsider granted and Apex reinstated
Whether extrinsic evidence supports interpreting the State Consent Order as preserving third-party liabilities	Premcor: Extrinsic evidence (state court approval, EPA materials) shows the settlement did not extinguish Apex’s liabilities to other parties under federal orders	Apex: The state settlement should still function to bar contribution claims despite the carve-out language	Court: Extrinsic evidence (state court findings and EPA docket context) supports Premcor’s interpretation; language is broad and contemporaneous record shows intent not to extinguish third-party liabilities
Whether interlocutory appeal or Rule 54(b) judgment is warranted following reconsideration	Premcor alternatively sought certification for interlocutory appeal	Apex sought entry of judgment under Rule 54(b)	Court: Both requests moot after granting reconsideration and reinstating Apex as defendant
Standard for reconsideration	Premcor argued prior ruling reflected error of apprehension regarding the State Consent Order’s scope	Apex defended prior holding	Court: Applied Seventh Circuit standard for reconsideration and found error of apprehension meriting partial grant

Key Cases Cited

Broaddus v. Shields, 665 F.3d 846 (7th Cir. 2011) (standards for reconsideration motions)
Bank of Waunakee v. Rochester Cheese Sales, Inc., 906 F.2d 1185 (7th Cir. 1990) (grounds for reconsideration)
Air Line Stewards and Stewardesses Assoc. v. Trans World Airlines, Inc., 713 F.2d 319 (7th Cir. 1983) (settlement interpretation uses contract principles)
Encyclopaedia Britannica, Inc. v. Guerrero, 598 F. Supp. 2d 849 (N.D. Ill. 2009) (Illinois law: start with plain contract language; use extrinsic evidence if ambiguous)
TAS Distributing Co., Inc. v. Cummins Engine Co., 491 F.3d 625 (7th Cir. 2007) (contract-interpretation principles under Illinois law)
GE Capital Corp. v. Lease Resolution Corp., 128 F.3d 1074 (7th Cir. 1997) (courts may judicially notice public records to interpret agreements)