World Fuel Services Trading, DMCC v. Hebei Prince Shipping Co.
783 F.3d 507
4th Cir.2015Background
- World Fuel Services Trading, DMCC (DMCC) arranged delivery of marine fuel (bunkers) via agent in Athens to the M/V HEBEI SHIJIAZHUANG, then time‑chartered by Tramp Maritime; DMCC claimed it sold the bunkers and invoiced Tramp Maritime, which did not pay.
- The bunker confirmation identified the seller as "BUNKERFUELS A DBA/DIVISION OF WFS Trading DMCC," stated sales were on the vessel's credit and that the seller’s general terms (available at wfscorp.com) were incorporated, and disclaimed that no‑lien stamps would defeat the seller’s lien.
- The Vessel’s delivery receipts bore a no‑lien stamp placed by the chief engineer; Tramp Maritime and Hebei Prince relied on charter provisions forbidding liens against the vessel.
- DMCC filed an in rem action under the Federal Maritime Lien Act (FMLA), sought arrest of the Vessel, and moved for summary judgment asserting a maritime lien for unpaid bunkers; the district court granted summary judgment and awarded damages.
- Hebei Prince appealed, arguing lack of admiralty jurisdiction, that DMCC was not the contracting party (no privity), that the general terms were not validly incorporated or did not authorize reliance on the FMLA, that DMCC had actual knowledge of the no‑lien charter clause, and raising comity concerns.
Issues
| Issue | Plaintiff's Argument (DMCC) | Defendant's Argument (Hebei Prince) | Held |
|---|---|---|---|
| Admiralty jurisdiction | In rem action on a maritime contract; vessel arrested in forum so admiralty jurisdiction exists | No admiralty jurisdiction because disputes concern maritime lien merits and statutory scope | Jurisdiction proper: admiralty jurisdiction relates to contract being maritime and res being in custody; lien questions are merits, not jurisdictional (Resolute). |
| Privity / Who contracted | DMCC (via agent Vogas/Bunkerfuels Hellas) was the seller; verified pleadings, invoice, and corporate testimony show agency and affiliation | DMCC not shown to be party; WFS/WFS Trading distinctions create genuine issue of fact | No genuine issue: record supports that Vogas contracted as agent for DMCC and WFS naming is consistent; DMCC in privity. |
| Incorporation of general terms (website) | Bunker confirmation explicitly incorporated seller’s general terms and offered to provide copies; website navigation (two clicks) made terms available | Incorporation fails because confirmation didn’t specify exact URL path and preamble didn’t name DMCC | Incorporation valid: language was clear and gave opportunity to obtain terms; website links reasonably located terms; preamble’s non‑exhaustive list and WFS subsidiary status mean terms apply. |
| Choice‑of‑law / FMLA coverage | General terms select "General Maritime Law of the United States" and Florida law fallback; that choice permits application of the FMLA | "General Maritime Law" excludes statutory maritime law like the FMLA, so clause doesn’t authorize FMLA liens | Clause covers FMLA: even if phrase meant judicial maritime law, the Florida fallback incorporates federal law; federal statutes are part of state law framework—thus FMLA applies. |
| Rebuttal of FMLA presumption (authority to bind vessel) | FMLA presumes charterers have authority to procure necessaries; no evidence DMCC had actual knowledge of no‑lien clause | Hebei Prince points to prior delivery no‑lien stamps and the delivery receipt stamp as proof of actual knowledge or at least disputed fact requiring trial | No genuine issue: Hebei Prince produced no evidence DMCC actually knew of the operative charter’s no‑lien clause before delivery; the no‑lien stamp on delivery was insufficient and the confirmation precluded its effect. |
| Comity / international law concerns | (DMCC) U.S. law governs under contract terms and admiralty; FMLA applicable | U.S. maritime lien law conflicts with international practice; comity should bar U.S. lien | Court declined to revisit binding Fourth Circuit precedent (Triton Marine); comity argument rejected. |
Key Cases Cited
- Triton Marine Fuels Ltd., S.A. v. M/V PAC. CHUKOTKA, 575 F.3d 409 (4th Cir. 2009) (discusses FMLA scope, presumption re charterers, and enforcement of choice‑of‑law clauses)
- Bominflot, Inc. v. M/V HENRICH S, 465 F.3d 144 (4th Cir. 2006) (maritime lien principles and effect of incorporated choice‑of‑law clauses)
- The Resolute, 168 U.S. 437 (1897) (distinguishes admiralty jurisdiction from merits—lien is a merits issue)
- Norfolk S. Ry. Co. v. Kirby, 543 U.S. 14 (2004) (criterion for maritime contract depends on reference to maritime service or transactions)
- Lake Charles Stevedores, Inc. v. PROFESSOR VLADIMIR POPOV MV, 199 F.3d 220 (5th Cir. 1999) (discusses effect of no‑lien clauses and supplier knowledge under FMLA)
- Belcher Oil Co. v. M/V GARDENIA, 766 F.2d 1508 (11th Cir. 1985) (supplier actually knew of charter’s no‑lien clause prior to delivery—distinguished)
- One Beacon Ins. Co. v. Crowley Marine Servs., Inc., 648 F.3d 258 (5th Cir. 2011) (website terms located several clicks in may be validly incorporated by reference)