Gruver v. Montesa

UNITED STATES DISTRICT COURT

CENTRAL DISTRICT OF ILLINOIS

PEORIA DIVISION

TIMOTHY GRUVER and KARRI )

GRUVER, )

)

Plaintiffs, )

) Case No. 1:21-cv-1210

v. )

)

MONTESA EXPRESS, INC., PINOY )

TRUCKING, INC., REX EXPRESS, INC., )

TENNESSEE COMMERCIAL )

WAREHOUSE, INC., NOLASCO )

MONTESA, REX MONTESA, and )

ANTHONY DUNN, )

)

Defendants. )

ORDER & OPINION

This matter is before the Court on motion by Defendant Tennessee Commercial

Warehouse, Inc., for summary judgment. (Doc. 75). Plaintiffs Timothy and Karri

Gruver have responded (doc. 82), and Defendant replied (doc. 83). This matter is

therefore ripe for review. For the following reasons, Defendant’s Motion for Summary

Judgment (doc. 75) is GRANTED.

BACKGROUND

On August 23, 2019, Plaintiff Timothy Gruver’s motor vehicle was struck as he

was driving northbound on Illinois Route 47 near Livingston County. (Doc. 82 at 2).

The collision occurred when Anthony Dunn, who was operating a tractor going

southbound, rear-ended the vehicle in front of him and then swerved into oncoming

traffic. (Doc. 82 at 1–2). At the time, Illinois Route 47 was under construction,

requiring the southbound lanes to split into single paths of traffic going both

directions. (Doc. 75 at 1–2). Plaintiff Timothy Gruver suffered various injuries from

the accident. (Docs. 5 at 37–38, 82 at 2). His wife, Plaintiff Karri Gruver, alleges a

loss of consortium due to the injuries suffered by her husband. (Doc. 5 at 16).

The instant lawsuit was filed on July 28, 2022. (Doc. 1). Plaintiffs’ Amended

Complaint is now the operative pleading. (Doc. 5). It names seven Defendants:

Montesa Express, Inc. (“Montesa Express”), Pinoy Trucking, Inc. (“Pinoy Trucking”),

Rex Express, Inc. (“Rex Express”), Tennessee Commercial Warehouse, Inc. (“TCW”),

Nolasco Montesa, Rex Montesa, and Anthony Dunn (“Dunn”). (Doc. 5). TCW, Montesa

Express, Pinoy Trucking, and Rex Express are listed as “Corporate Defendants” by

Plaintiffs. (Doc. 5 at 4). TCW, who moves for summary judgment, is an “asset leasing

company and equipment owner” which owned the chassis, or the base frame, attached

to the tractor involved in the accident. (Doc. 82 at 3). The chassis (identified as “TCWZ

417132”) was leased as a part of a Master Lease Agreement between TCW and North

American Chassis Pool Cooperative (“NACPC”). (Doc. 82 at 3). The equipment was

then placed by NACPC into the Chicago-Ohio Valley Consolidated Chassis Pool LLC

(“COCP”) to be used by various motor carriers. (Doc. 82 at 3). Pinoy Trucking signed

a Uniform Intermodal Interchange Agreement (“UIIA”) with the chassis pool. (Doc.

83 at 4). Through this agreement, Pinoy Trucking gained access to the chassis and

used it to transport a shipping container on the day of the accident. (Docs. 83 at 4, 82

at 2). Pinoy Trucking employed Anthony Dunn, who was assigned as the driver of the

tractor, which pulled the chassis and container. (Doc. 82 at 5).

Plaintiffs allege each Defendant is liable for the accident on August 23, 2019,

through various legal theories. (See doc. 5). Count I is directed at Montesa Express

for negligent hiring, training, entrustment, supervision, retention, and maintenance.

(Doc. 5 at 16). Counts II and III contain the same claim against Pinoy Trucking and

Rex Express, respectively. (Doc. 5 at 20, 24). Count IV is aimed at TCW, alleging a

claim of negligence in hiring, entrustment, and maintenance. (Doc. 5 at 28). Counts

V, VI, and VII allege a claim of negligence against Nolasco Montesa, Rex Montesa,

and Anthony Dunn, respectively. (Doc. 5 at 30, 31). Count VIII alleges gross

negligence by one or more of the Corporate Defendants. (Doc. 5 at 35). Count IX

contains the loss of consortium claim and is generally aimed at all Defendants. (Doc.

5 at 36). Count X is similarly directed at all Defendants and alleges Plaintiffs have

suffered damages. (Doc. 5 at 37).

The procedural history of this case has been somewhat convoluted. Defendants

Rex Express, Rex Montesa, Pinoy Trucking, Nolasco Montesa, and TCW answered

the Amended Complaint. (See docs. 30, 31, 37, 39, 55). A special representative of the

estate of Anthony Dunn, who passed away in the time between the accident and

Plaintiffs’ filing of this lawsuit, also answered. (See doc. 61). TCW filed crossclaims

against both Pinoy Trucking and Dunn, seeking contribution and indemnity. (See doc.

66). Default was entered against Montesa Express for failure to file an answer or

responsive pleading. (Text Order dated May 3, 2023). The parties then moved into

discovery, and Defendant TCW moved for summary judgment on the claims against

it.1 (Doc. 75).

LEGAL STANDARD

Summary judgment is proper when “the movant shows that there is no genuine

dispute as to any material fact and the movant is entitled to judgment as a matter of

law.” Fed. R. Civ. P. 56(a). A genuine dispute as to any material fact exists if “the

evidence is such that a reasonable jury could return a verdict for the nonmoving

party.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986). The substantive law

controls which facts are material. Id. After a “properly supported motion for summary

judgment is made, the adverse party must set forth specific facts showing that there

is a genuine issue for trial.” Id. at 250 (internal quotations omitted).

The Court must construe the record in the light most favorable to the

nonmovant, Payne v. Pauley, 337 F.3d 767, 770 (7th Cir. 2003), “resolving all factual

disputes and drawing all reasonable inferences in favor of [the nonmovant],” Grant

v. Trs. of Ind. Univ., 870 F.3d 562, 568 (7th Cir. 2017). It “must refrain from making

credibility determinations or weighing evidence.” Viamedia, Inc. v. Comcast Corp.,

951 F.3d 429, 467 (7th Cir. 2020) (citing Anderson, 477 U.S. at 255). In ruling on a

motion for summary judgment, the Court does not give the non-moving party

“speculative inferences in [its] favor.” White v. City of Chicago, 829 F.3d 837, 841 (7th

1 While the instant Motion was pending, default was entered against both Defendants

Rex Montesa and Rex Express for failure to appear at a hearing and subsequent

failure to respond to a Show Cause Order. It appears that Defendant Rex Express no

longer retains corporate counsel. (Text Order dated January 3, 2024).

Cir. 2016) (internal citations omitted). “The controlling question is whether a

reasonable trier of fact could find in favor of the non-moving party on the evidence

submitted in support of and opposition to the motion for summary judgment.” Id.

(citation omitted). Not all factual disputes will preclude the entry of summary

judgment, only those that “could affect the outcome of the suit under governing law.”

Outlaw v. Newkirk, 259 F.3d 833, 837 (7th Cir. 2001) (citation omitted).

DISCUSSION

Defendant TCW moves for summary judgment on the claims asserted by

Plaintiffs. (Doc. 75). The Court has jurisdiction over this matter pursuant to 28 U.S.C.

§ 1332. (See docs. 4, 5). “In a diversity case, the federal court must apply the choice of

law rules of the forum state to determine applicable substantive law.” Thomas v.

Guardsmark, Inc., 381 F.3d 701, 704–05 (7th Cir. 2004). Personal injury actions,

under Illinois law, are presumptively governed by the law of the state where the

accident occurred, unless some other state has a more significant relationship to the

matter. Townsend v. Sears, Roebuck & Co., 227 Ill.2d 147, 163 (2007). Thus, the Court

will apply Illinois law as the accident occurred within the state and the parties agree.

In Count IV, Plaintiffs allege Defendant TCW is liable for negligent

entrustment, negligent hiring, and failure to maintain the chassis. (Doc. 5 at 28–30).

TCW, as a Corporate Defendant, is also alleged to have been grossly negligent in

Count VIII. (Doc. 5 at 35–36). Next, Plaintiffs allege a loss of consortium claim (Count

IX) and damages (Count X) against TCW. (Doc. 5 at 36–38). As an initial matter,

Plaintiffs’ claim for damages is not a cause of action. Damages are a remedy;

therefore, Count X is summarily dismissed. This is not to say Plaintiffs are prevented

from seeking damages. The Court will address the remaining claims in turn.

I. Negligence – Counts IV & VIII

Plaintiffs allege TCW was negligent in various ways scattered throughout

Counts IV and VIII. Some of the claims pertain to actions by other parties, such as

Dunn or Pinoy Trucking. (See e.g., doc. 5 at 29, 35–36). Some relate to TCW’s actions,

including a claim of negligent entrustment. (See e.g., doc. 5 at 28–30, 36).

A. Negligent Entrustment

In the Amended Complaint, Plaintiffs allege TCW is liable for its own

negligence in entrusting the chassis to Pinoy Trucking and Dunn when it knew or

should have known that both were unfit. (Doc. 5 at 28). As an initial matter within

the Response, they argue that several factual statements are in dispute and preclude

summary judgment, including whether Plaintiffs have identified evidence that Dunn

had TCW’s permission to use the chassis; whether TCW had direct involvement with

the chassis after transferring it to NACPC; and whether TCW had the right to use

the chassis after transferring it to NACPC. (See doc. 82). After considering the factual

statements and responses, this Court disagrees that a genuine dispute exists.

In response to TCW’s factual statement that Plaintiffs have no evidence to

support the necessary elements of a negligent entrustment claim, Plaintiffs cite

testimony that demonstrates TCW knew the leased chassis would be placed in a

chassis pool to be used by various motor carriers. (Doc. 82 at 12). This, as argued by

Plaintiffs, demonstrates implied permission on the part of TCW for Pinoy and Dunn

to use the chassis. (Doc. 83 at 12). Plaintiffs’ contention that TCW’s actions constitute

permission is not a fact, but rather a legal conclusion related to this claim. For that

reason, the Court does not find the dispute to be genuine and deems the factual

statement that Plaintiffs have not identified evidence to support the element of

permission, admitted. Also, in disputing factual statements that TCW did not have

further direct involvement nor the right to use the chassis after the transfer,

Plaintiffs state “[t]he lease agreement speaks for itself, and contains provisions for

TCW to recall the chassis[,]” citing Paragraph 11 of the Master Lease Agreement.

(Doc. 82 at 10–11). However, Paragraph 11 describes the termination rights of the

parties. (See doc. 75-7 at 3). To label this as a right of recall held by Defendant TCW

is misleading, and the Court views this type of response as argumentative rather

than providing evidentiary support to a dispute. Responsive statements that amount

to legal argument will not be considered. Thus, those facts are also not in genuine

dispute, and are deemed admitted. The listed disputes do not impede the Court’s

ability to resolve this argument on the merits.

To state a negligent entrustment claim, Plaintiffs must allege that TCW “gave

another express or implied permission to use or possess a dangerous article or

instrumentality which [defendant] knew, or should have known, would likely be used

in a manner involving an unreasonable risk of harm to others.” Evans v. Shannon,

201 Ill.2d 424, 434 (2002). Here, relevant considerations are: “(1) whether the owner

of the vehicle entrusted the car to an incompetent or unfit driver, and (2) whether the

incompetency was a proximate cause of a plaintiff’s injury.” Id. Entrustment may be

given by either express or implied permission; the latter “can be inferred from a

course of conduct of the parties, their relationship, or from the behavior of the parties

in specific circumstances.” Bishop v. Morich, 250 Ill. App. 3d 366, 369 (1st Dist. 1993).

This includes “a mutual acquiescence or lack of objection under circumstances

signifying permission.” Watson v. Enter. Leasing Co., 325 Ill. App. 3d 914, 922 (1st

Dist. 2001) (quotation omitted).

TCW argues that summary judgment is appropriate on this claim because

Plaintiffs cannot establish any of the necessary elements. (Docs. 75 at 17–18, 83 at

14–15). It points out that Plaintiffs admitted that TCW did not control the chassis,

had nothing to do with booking the chassis, did not know Pinoy Trucking would use

it, had no contact with Dunn, did not hire or retain Pinoy Trucking, and was “four

steps removed from the driver of the tractor involved in the accident and did not have

any relationship with the driver or the motor carrier transporting the chassis (TCW

– NACPC – chassis pool – Pinoy Trucking – Anthony Dunn).” (Doc. 83 at 14).

Considering these admissions, TCW argues that the suggestion that it gave implied

permission to either Pinoy Trucking or Dunn is misplaced. (Doc. 83 at 15). TCW then

contends that a successful negligent entrustment claim under these circumstances

would be akin to finding TCW strictly liable “for the negligence of a truck driver who

is involved in an accident while driving a truck that fortuitously happens to be

transporting a chassis that TCW leased to NACPC.” (Doc. 83 at 15).

A situation resembling the circumstances presented here was discussed in

Johnson v. XTRA Lease, LLC, 2010 WL 706037 (N.D. Ill. Feb. 24, 2010). There,

Defendant XTRA leased equipment, including semi-tractor trailers, that was

involved in an accident. Id. at *4. A negligent entrustment claim was leveled against

XTRA; however, the district court found no evidence to support it. Id. at *5. Various

courts outside of the Seventh Circuit have come to similar conclusions regarding a

lessor’s liability in negligent entrustment claims. While the Court applies Illinois law,

the out-of-state cases provide insight into an infrequent issue of law. In Guinn v.

Great West Cas Co., a court rejected a negligent entrustment claim against an

equipment lessor under Oklahoma law. No. CIV-09-1198, 2010 WL 4811042, at *6

(W.D. Okla. Nov. 19, 2010). There, the undisputed facts failed to establish that the

lessor authorized the driver to use the vehicle or could have known that the lessee

would fail to properly supervise trainees, and therefore did not “ha[ve] the requisite

knowledge to render it liable for negligent entrustment.” Id. at *8. Applying New

York state law, the court in Muller v. Gilliard held that a commercial lessor, Penske,

could not be liable as a matter of law for negligent entrustment when Penske’s lessee

later allowed another individual to drive the leased equipment. 2010 WL 2245567

(N.Y.Sup.Ct. May 26, 2010). The court wrote:

It is not disputed that Penske did not entrust the subject truck to

Gilliard, the operator of such truck. Rather, Penske leased the truck to

International who in turn, entrusted it to Gilliard. The moving papers

sufficiently established that Gilliard was not an employee, servant or

agent of Penske or otherwise known to it. The opposing papers

submitted by the plaintiffs failed to raise any question of fact regarding

knowledge, actual or constructive, on the part of moving defendant

Penske that its entrustee, International, had a propensity to use leased

vehicles in an improper or dangerous fashion.

Muller, 2010 WL 2245567 at *2.

Here, the chassis at issue was leased as a part of an agreement to lease over

one thousand pieces of equipment to NACPC, which then placed the equipment into

a chassis pool. (Doc. 82 at 3). There are no facts submitted by Plaintiffs that

demonstrate TCW was involved with any day-to-day operations concerning the

chassis, or that it had any knowledge of who was using it on the day of the accident.

(Doc. 82 at 4). The undisputed facts fail to establish that Dunn was an employee,

agent, or otherwise in service to TCW. (Doc. 82 at 5–8, 11). The Court agrees with

TCW that no reasonable jury could find it liable for negligent entrustment under

these circumstances because there is not enough evidence to support a finding of

implied permission. The evidence submitted by Plaintiffs fails to raise a question of

fact as to TCW’s knowledge that NACPC would place the chassis in a pool in which

motor carriers improperly use the equipment, and nevertheless, Plaintiffs do not even

make that argument. Instead, Plaintiffs argue that TCW should have ensured the

parties who utilized the equipment in the chassis pool were motor carriers with

adequate safety records, and because TCW did not take this affirmative action, it was

reasonably foreseeable that it would be used by an “unsafe carrier.” (Doc. 82 at 21–

22). However, TCW had never communicated with the parties involved in the

accident until this lawsuit, and so that argument fails to establish how TCW could

check the history of a motor carrier it did not know existed.

There are not enough facts to support the necessary foresight element of

negligent entrustment. See Watson, 325 Ill. App. 3d at 925 (“To impose foresight on

defendant under the particular circumstances present in this case would render it

liable for anyone who drove the car, thus making it strictly liable.”). This Court cannot

say that under these circumstances, TCW knew or should have known that Dunn was

going to operate the chassis “in a manner involving an unreasonable risk of harm to

others,” Evans, 201 Ill.2d at 434, when it did not retain control over the chassis after

leasing it to NACPC (doc. 82 at 4). Additionally, Plaintiffs do not submit authority to

support the argument that a lessor like TCW may be found liable for negligent

entrustment when TCW did not know who would have access to it and was not

required to track the motor carriers who use the chassis pool. See Mwangangi v.

Nielsen, 48 F.4th 816, 832 (7th Cir. 2022) (“A litigant who fails to press a point by

supporting it with pertinent authority, or by showing why it is a good point despite a

lack of supporting authority or in the face of contrary authority, forfeits the point.”).

Therefore, summary judgment is proper for TCW on the negligent entrustment claim

contained in Count IV.

B. Negligence in Leasing Chassis

Aside from negligent entrustment, Plaintiffs allege that TCW was negligent in

hiring, contracting with, and retaining Pinoy Trucking to use the equipment at issue.

(Doc. 5 at 28). In Plaintiffs’ Response, they argue TCW can be held liable under

“traditional common law principals for its own negligent breaches of its duties,” like

ensuring that its equipment was operated by “safe, qualified motor carriers and

drivers, and not conjoined with unsafe commercial motor vehicles.” (Doc. 82 at 27–

29). TCW rejects this, stating that Plaintiffs fail to explain how such safety screening

could occur when it had no knowledge of which motor carriers would utilize the

equipment in the chassis pool. (Doc. 83 at 15).

Here, Plaintiffs attempt to invoke a common-law duty to safeguard motorists

who share the roadway with those who may use the leased equipment owned by TCW.

(Doc. 82 at 28). There is no cited authority as to the existence of such duty under

Illinois law; instead, Plaintiffs ask this Court to infer a duty so “a jury can conclude

that TCW was negligent in leasing its chassis into a system that fails to take any

precautions to prohibit the use of the equipment by unsafe carriers.” (Doc. 82 at 27–

28). In Illinois, “[t]he existence of a duty depends on whether the plaintiff and the

defendant stood in such a relationship to each other that the law will impose upon

the defendant an obligation of reasonable conduct for the benefit of the plaintiff.”

Marshall v. Burger King Corp., 222 Ill. 2d 422, 436 (2006). “This question turns

largely on public policy considerations, informed by consideration of four traditional

factors: (1) the reasonable foreseeability of the injury; (2) the likelihood of the injury;

(3) the magnitude of the burden of guarding against the injury; and (4) the

consequences of placing that burden on the defendant.” Simpkins v. CSX

Transportation, Inc., 2012 IL 110662, ¶ 18. Whether a common-law duty exists is a

question of law for the court. Iseberg v. Gross, 227 Ill.2d 78, 87 (2007).

After considering the factors, the Court rejects the argument that TCW owed

a duty of care to motorists, as the equipment lessor under these circumstances is not

in the best position to prevent injuries like those suffered by Plaintiffs. In Abdo v.

Trek Transportation Co., Inc., 221 Ill. App. 3d 493 (2nd Dist. 1991), the plaintiff’s

decedent was killed when his vehicle struck the flatbed trailer of a truck that was

making a delivery to a facility owned by a different company. Id. at 496. The plaintiff

sued the facility owner for negligence, alleging that it “had the duty to insure that

deliveries to and pickups from its facility were made in a safe manner[.]” Id. at 495.

The Abdo court noted that the plaintiff was attempting to impose a duty on the facility

owner to ensure that its invitees acted in a reasonably safe manner, attributing the

defendant’s liability “not to the foreseeability of an injury resulting from a condition

of a landowner’s property, but rather resulting from the alleged negligent actions of

another.” Id. Even though the court held that “the driver’s alleged violation of his

statutory duty not to obstruct traffic was a reasonably foreseeable consequence of the

configuration of driveway and the materials there placed[,]” it did not impose a duty

upon the owner. Id. Because the defendant “had neither the right nor ability to control

the truck driver’s conduct . . . [t]he trucking company and truck driver, rather than

[the defendant], were in the best position to prevent plaintiff’s decedent’s injury.” Id.

at 252–53. The circumstances there reinforced “the soundness of the policy of not

imposing a general duty to guard against the negligence of others.” Id.

Turning to the instant matter, Plaintiffs largely argue that the parties

ultimately responsible for their injuries are Dunn and his employer, Pinoy Trucking,

but contend that a duty to protect motorists should fall on TCW. While they argue

that it is customary in the commercial trucking industry to screen motor carriers for

adequate safety records (doc. 82 at 28), Plaintiffs do not point to evidence that the

chassis at issue posed any danger to motorists absent independent, negligent actions

or omissions by third parties.2 Nor do they explain why the burden should fall on

TCW and not others like NACPC or the chassis pool. While the factual circumstances

differ from those in Abdo, it is undisputed that TCW had “neither the right nor ability

to control” the conduct of Pinoy Trucking and Dunn, and no control over the day-to-

day use of the chassis. (Doc. 82 at 4, 7). Therefore, it logically follows that TCW is

likely not in the “best position” to prevent injuries of this nature, and Plaintiffs fail

to cite any case law justifying placement of this burden on the equipment owner and

lessor. Illinois law is clear that “ ‘[the] imposition of a general duty to anticipate and

guard against the negligence of others would place an intolerable burden on society.’

” Ziemba v. Mierzwa, 142 Ill.2d 42, 53 (1991) (quoting Dunn v. Baltimore & Ohio

Railroad Co., 127 Ill.2d 350, 366 (1989)). Thus, this Court rejects the plea to find

TCW owed a common-law duty to protect motorists at large from the negligence of

others.

C. Liability Related to the FMCSR

Plaintiffs next argue that TCW has duties and responsibilities under the

Federal Motor Carrier Safety Regulations (“FMCSR”) and point to several factual

disputes to contend summary judgment is inappropriate. (See doc. 82). Many of these

relate to TCW’s classification under the regulations. Namely, it is disputed whether

2 Plaintiffs do not allege the chassis was defective when TCW leased it to NACPC.

(See docs. 82 at 4–5, 83 at 18). Another consideration is that relevant, uncontested

facts include “[t]here were no defects or deficiencies in the chassis, including the

brakes of the chassis, involved in the incident at the time of the incident[,]” and

“Plaintiffs have not identified any evidence to support their contention that there was

any mechanical defect, defect in the brakes, and/or improperly maintained brakes on

chassis TCWZ417132 on the date of the accident.” (Doc. 82 at 4–5).

TCW is considered a “motor carrier” under the definitions found within 49 C.F.R. §

390.5 (“Section 390.5”); whether TCW was acting as a “motor carrier” with respect to

the chassis; whether TCW has the duties and responsibilities attendant on the “motor

carrier” classification, including “to see that companies that are allowed to operate

their vehicles hire properly qualified commercial motor vehicle operators” and

operate within the FMCSR; and whether either TCW or Pinoy Trucking qualifies as

a statutory employer of Dunn under Section 390.5. (See docs. 82, 83).

Plaintiffs rely on an expert witness, Lewis Grill (“Mr. Grill”), to establish that

TCW is considered a “motor carrier” under the applicable regulations and is therefore

responsible for duties like maintenance and inspections. (Doc. 82). TCW asks the

Court to ignore Mr. Grill’s opinion, as it relates only to legal conclusions and the

interpretation of federal regulations. (Doc. 83 at 10). In part, the disputes Plaintiffs

identify include that

6. TCW is not a registered motor carrier and does not function as a motor

carrier. (Ex. 4. Dep. of Ben Banks, 24:14-23; 74:15-20).

Disputed: . . . Under § 390.5 of the Federal Motor Carrier Safety

Regulations (“FMCSRs”), 49 C.F.R. § 390.5, as applied in the standards,

customs, and practices of the trucking industry, the owner of a

commercial motor vehicle qualifies as an employer, and an employer is

included within the definition of a motor carrier. [Plaintiff’s Ex. 1,

Affidavit of Lewis Grill, pp. 31-32] . . .

9. TCW was not responsible for the maintenance and repair of the

chassis. Section 4 of the Master Lease Agreement States:

Lessee [NACPC] agrees, at its expense, to maintain Equipment

[chassis] at all times during this Lease in good repair and

operating condition and in safe condition in accordance with

FMCSA standards and all applicable laws and regulations, free

of any and all liens and encumbrances. All repairs made by

Lessee shall be in accordance with FMCSA standards issued

from time to time. It is understood and agreed that NACPC has

contracted with Consolidated Chassis Management, LLC (CCM)

to perform maintenance for the chassis contributed by NACPC

to the Midsouth Consolidated Chassis Pool. (Ex. 7).

Disputed: The lease agreement speaks for itself; however, as owner of

the chassis, TCW remained ultimately responsible for the maintenance

of the chassis. [Plaintiff’s Ex. 1, Affidavit of Lewis Grill, pp. 32].

(Doc. 82 at 8–10). Within the cited affidavit, Mr. Grill lists verbatim the definitions

of driver, employee, employer, person, motor carrier, and motor vehicle as written in

the FMCSR. (Doc. 82-1 at 30–31). He then includes the statement: “OPINION: As

both an employer and a motor carrier, TCW is responsible for the following and

abiding by the [regulations].” (Doc. 82-1 at 31). The following sections include

verbatim paragraphs from the FMCSR on inspections, repairs, maintenance, and

other requirements placed on motor carriers. (Doc. 82-1 at 31–3). Mr. Grill then

writes:

The [regulations] clearly layout the procedures to be followed regarding

the responsibilities of each party regarding the pre-trip maintenance,

and overall safety of the commercial equipment in use . . . As a motor

carrier and owner of the chassis, TCW had a responsibility to follow up

on who was operating their chassis and whether or not they were safe

and complying with the [regulations] . . . As the [regulations] show, TCW

is responsible for their own equipment and compliance . . . TCW is

responsible for this accident occurring.

(Doc. 82-1 at 32).

Evidence presented to defeat a summary judgment motion must be admissible

in content. Payne, 337 F.3d at 775 n.3; see also Lewis v. CITGO Petroleum Corp., 561

F.3d 698, 704 (7th Cir. 2009) (applying this rule “with equal vigor to expert

testimony”). Rule 702 of the Federal Rules of Evidence permits the admission of

expert testimony if “scientific, technical, or other specialized knowledge will assist

the trier of fact to understand the evidence or to determine a fact in issue.” To

determine the admissibility of an expert opinion, the Court acts as a “gatekeeper” to

analyze whether the proffered expert testimony is reliable and relevant. See Kumho

Tire Co., Ltd. v. Carmichael, 526 U.S. 137, 149 (1999) (citing Daubert v. Merrell Dow

Pharms., Inc., 509 U.S. 579 (1993)).

In the Seventh Circuit, it is well established that expert witnesses are not

permitted to give testimony “as to legal conclusions that will determine the outcome

of the case.” Good Shepherd Manor Found., Inc. v. City of Momence, 323 F.3d 557,

564 (7th Cir. 2003). Further, experts generally may not testify on pure issues of law,

such as the meaning of statutes or regulations. See, e.g., United States v. Caputo, 517

F.3d 935, 942 (7th Cir. 2008); Bammerlin v. Navistar Int’l Transp. Corp., 30 F.3d 898,

900 (7th Cir. 1994) (extending the prohibition to the meaning of the Federal Motor

Vehicle Safety Standards and whether a defendant complied with those standards).

Courts have declined to allow testimony from trucking industry experts regarding

the applicability of federal regulations. See, e.g., Ashley v. Schneider Nat’l Carriers,

Inc., No. 12-cv-8309, 2016 WL 3125056, at *12 (N.D. Ill. June 3, 2016) (finding

expert’s testimony regarding violation of Illinois laws and regulations regarding

traffic accident to be inadmissible, as there was “simply too large of an analytical gap

between [the expert’s] factual assertions and his legal conclusions—a gap that [the

expert] fills with his own statutory and regulatory interpretation—to allow [the

expert] to offer these legal conclusions”). Most relevant, the same reasoning has been

applied to “exclude testimony from trucking industry experts regarding the

applicability of the FMCSR to a particular set of facts.” Kucharski v. Orbis Corp., No.

14-cv-05574, 2017 WL 1806581, at *6 (N.D. Ill. May 5, 2017) (collecting cases from

various circuits on the preclusion of expert testimony that seek to interpret the

FMCSR).

Plaintiffs offer Mr. Grill’s expert opinion to dispute whether the FMCSR

applies to TCW, and whether TCW violated those standards.3 As established in

Seventh Circuit case law, the applicability of the FMCSR is not a question for an

expert to resolve. See Bammerlin, 30 F.3d at 900–01 (“The meaning of federal

regulations is not a question of fact, to be resolved by the jury after a battle of

experts.”). Thus, the statements made by Mr. Grill on which Plaintiffs rely on to

dispute several facts are not taken into consideration by this Court. (See, e.g., doc 82

at 9–13) (using expert testimony to dispute Fact No. 6, 7, 9, 10, 27, 33, 37, 38, 39, 45).

This testimony is also used to support several statements in Plaintiffs’ additional

material facts section. (See, e.g., doc. 83 at 8–10) (relying on expert testimony in

disputed Fact No. 17, 18, 19). Because those statements are based on inadmissible

content, they are left unsupported and will not be considered. Put simply, it is the

Court’s role to determine whether TCW is subject to the FMCSR.

3 As noted in the cited case law, Mr. Grill may not give his opinion as to whether a

defendant is subject to or violated the FMCSR; however, testimony like his is

generally permitted as to the customs, standards, and practices within the

commercial trucking industry. See Kucharski, 2017 WL 1806581 at *4. The Court also

notes that Mr. Grill has been able to testify on almost identical legal conclusions in

state court, but that does not influence the analysis here. See McHale v. W.D.

Trucking, Inc., 2015 IL App (1st) 132625, ¶ 77–86.

The first argument related to the FMCSR is that TCW is a “motor carrier”

under the definitions provided in Section 390.5, and therefore is responsible for the

maintenance and inspection of the chassis, along with “required driver inspection.”

(Doc. 82 at 30) (citing Sections 396.7, 396.3, 396.11, and 396.13 of the FMCSR). TCW

argues that it is not a “motor carrier” and does not have the authority to operate as

one. (Doc. 75 at 15). Nevertheless, TCW points to Seventh Circuit case law

demonstrating that even if it “had a motor carrier authority operating license at the

time of the accident [it] is not enough to impose liability under 49 C.F.R. § 390; the

motor carrier authority must actually be in use in the incident.” (Doc. 75 at 15) (citing

Camp v. TNT Logistics Corp., 553 F.3d 502, 507–10 (7th Cir. 2009)).

Statutory, nondelegable duties arise out of the FMCSR and apply to motor

carriers authorized to operate by the Federal Motor Carrier Safety Administration

(“FMCSA”). The purpose of the regulations was to prevent motor carriers from

immunizing themselves from liability by leasing trucks and characterizing drivers as

independent contractors. The regulations create a statutory employment

relationship, allowing an interstate motor carrier to be held vicariously liable as a

matter of law for the negligence of its statutory employee drivers. A “motor carrier”

is either a for-hire motor carrier, engaged in the transportation of goods or passengers

for compensation, or a private motor carrier, which provides transportation of

property or passengers by commercial motor vehicle but is not for hire. 49 C.F.R. §

390.5. The term “motor carrier” also includes the term “employer,” which is a person

who owns or leases a commercial motor vehicle in connection with a business affecting

interstate commerce. Id. “[T]he crucial inquiry” in determining whether a defendant

constitutes a motor carrier “is in what capacity [the defendant] was acting during the

transaction.” Camp, 553 F.3d at 507.

TCW is the owner-lessor of the chassis involved in the accident. The

regulations provide a definition for “intermodal equipment,” which explicitly includes

a chassis. 49 C.F.R. § 390.5. Plaintiffs first point to the “employer” piece of the “motor

carrier” definition, arguing that a lessor of a commercial motor vehicle falls within

those considered statutory employers. However, they fail to address how a chassis is

a “commercial motor vehicle” and offer no authority on the contention that TCW, as

an asset-leasing company, may be considered an “employer” or “motor carrier” when

it is not registered as one with the FMCSA. This does not persuade the Court that

TCW is subject to the regulations.

Plaintiffs take a second approach, arguing that TCW was a “statutory

employer” of Dunn by way of the FMCSR and thus liable for his actions, but it is also

not persuasive. (Doc. 82 at 29–30). They attempt to label TCW as an “employer” and

Dunn as an “employee” by again citing Section 390.5. (Doc. 82 at 29–30). Case law

within the Seventh Circuit rejects the idea that a lessor, such as TCW, can be a

statutory employer for purposes of liability under the FMCSR. See Johnke v. Espinal-

Quiroz, No. 14-cv-6992, 2016 WL 454333, at *8 (N.D. Ill. Feb. 5, 2016) (“Plaintiffs’

reliance on a broad reading of the definition of “employer” in 49 C.F.R. §§ 383.5 and

390.5 to include lessors . . . is not persuasive, and does not alter the fact that the

FMCSR imposes liability on carrier-lessees and not equipment owners or lessors.”).

The regulations provide “definitions, not bases for liability.” Lynch v. Collins, No. 20

C 02477, 2022 WL 2159826, at *3 (N.D. Ill. June 15, 2022). Even if TCW falls under

the label of “employer,” it remains illogical that TCW would become liable simply

because it meets a definition. See id. (“It cannot be the case that [the lessor] is liable

as an employer simply because it meets this definition. This would result in a

nonsensical situation where any employer could be sued for any crash in the country

involving a person who qualifies as [a statutory employee under the FMCSR]. So

there must still be some evidence of an actual employer-employee relationship

between the parties involved, and such evidence is completely absent here.”). No

definition changes the record that clearly outlines the details of the accident,

including how TCW’s only connection was as the lessor of the chassis. The undisputed

record does not support the existence of an employer-employee relationship. If this

Court found TCW liable for the actions of Pinoy Trucking and Dunn based solely on

a definition in the regulations as Plaintiffs ask, it would be completely unhinged from

related case law.

Without more, Plaintiffs cannot successfully argue that TCW is subject to the

FMCSR by virtue of the “motor carrier” or “employer” definitions. Derivative

arguments made by Plaintiffs, including that TCW failed to ensure safe operation of

and maintain the equipment as mandated by the FMCSR, are not persuasive, as

Plaintiffs have not successfully demonstrated that TCW is subject to the

requirements. (Doc. 5 at 29).

The third approach taken by Plaintiffs asks this Court to “pierce the corporate

veil,” and apply the alter ego doctrine because TCW is affiliated with TCW, Inc. (Doc.

82 at 30–32). TCW, Inc., is a registered motor carrier. (Doc. 83 at 10). While Plaintiffs

do not state this explicitly, the Court interprets this argument as an effort to classify

TCW as a “motor carrier” and render it responsible for the duties required under the

FMCSR. (Doc. 82 at 30). TCW dismisses the successful application of this argument,

stating Plaintiffs offer no authority “for the proposition that if an entity is related to

another entity that is a motor carrier, it too is a motor carrier, even if it is not

registered as a motor carrier and does not function as one.” (Doc. 83 at 17).

Under Illinois law,4 “a corporate entity will be disregarded and the veil of

limited liability pierced when two conditions are met.” Sea-Land Servs., Inc. v. Pepper

Source, 941 F.2d 519, 520 (7th Cir. 1991) (citing Van Dorn Co. v. Future Chemical

and Oil Corp., 753 F.2d 565 (7th Cir. 1985)). Those two conditions are “such unity of

interest and ownership that the separate personalities of the corporation and the

individual [or other corporation] no longer exist” and “circumstances . . . that an

4 Plaintiffs use Illinois law to argue that this Court should apply the alter ego

doctrine. (See doc. 82). However, under Illinois choice-of-law rules, the law of the state

of incorporation typically governs these issues. Judson Atkinson Candies, Inc. v.

Latini-Hohberger Dhimantec, 529 F.3d 371, 378 (7th Cir. 2008). TCW is incorporated

in Tennessee (doc. 53-1 at 4), indicating that the application of Illinois law by

Plaintiffs was erroneous. However, because TCW did not argue in its Reply that

Tennessee law applies, this Court will continue evaluating the issue under Illinois

law. (Doc. 83 at 17). See Garner v. Bumble Inc., No. 21-cv-50457, 2023 WL 6065481,

at *7, n.4 (N.D. Ill. Sept. 18, 2023) (quoting Joiner v. Ryder Sys., 966 F. Supp. 1478,

1482–83 (C.D. Ill. 1996) (“[S]ince both parties assume [without discussing] that

Illinois law applies to the alter ego issue, the Court will not disturb that assumption,

nor will it hold otherwise.”)).

adherence to the fiction of separate corporate existence would sanction a fraud or

promote injustice.” Id. “A party seeking to pierce the corporate veil must make a

substantial showing that one corporation is a dummy or sham for another.” Buckley

v. Abuzir, 2014 IL App (1st) 130469, ¶ 9.

Plaintiffs only offer evidence that TCW, Inc., leases the entirety of its

equipment from TCW and that the two corporations share staff at the management

level. (Doc. 82 at 30–32). However, neither condition required for piercing the

corporate veil is met, as Plaintiffs offer no authority that this is evidence of “such

unity of the interest and ownership” between TCW and TCW, Inc., or fraudulent

conduct. There is no cited support that shared management staff or leased equipment

can supply either missing condition. In Johnke v. Espinal-Quiroz, No. 14-CV-6992,

2017 WL 3620745, at *7 (N.D. Ill. Aug. 23, 2017), the plaintiffs made an argument

nearly identical to the one here when they sought to hold “Steel Warehouse Company

LLC liable as a motor carrier under the theory that Steel Warehouse Inc. is an empty

shell and that Steel Warehouse Company LLC is its alter ego” in the aftermath of a

multi-vehicle accident. Id. at *1. However, there, the district court weighed numerous

factors that ultimately satisfied the necessary conditions and found the relationship

between the two corporations went well beyond an affiliation. For example, the court

discussed how the creation of one of the corporations was a “mere façade” for the other

when faced with regulatory problems, their assets were treated as a common

resource, the “Steel Warehouse Company” employees wore “Steel Warehouse” badges

and had “Steel Warehouse” email addresses, certain payments to “Steel Warehouse

Company” employees came solely from “Steel Warehouse,” and the two corporations

had overlapping ownership. Id. at *8. From this undisputed evidence and more, the

district court found one corporation existed solely for the benefit of the other and to

shield assets from incurred liabilities. Id.

Looking at the record here, there are simply no facts to support that the

affiliation between the two corporations is improper, and for Plaintiffs to suggest

otherwise begins to cross the line into frivolity. Without more to suggest that TCW

was an instrumentality of TCW, Inc., and that its existence included committing

fraud or promoting injustice, this Court declines to exercise the alter ego doctrine.

It is worth noting that TCW was operating as an equipment lessor in the

factual circumstances present here, rendering this argument a nonstarter and the

disputed fact of whether TCW and TCW, Inc., share managerial staff immaterial.5

(Doc. 82 at 12). Even if the Court agreed there was substantial evidence to allow

application of the alter ego doctrine, TCW’s role in this matter is as a lessor of the

chassis. Plaintiffs’ argument would remain that TCW (now combined with TCW, Inc.)

is liable for the actions of Pinoy Trucking and Dunn, and responsible for the required

duties under the FMCSR, because it now squarely fits under the definition of “motor

5 Plaintiffs also rely on this information to dispute several of TCW’s factual

statements without explanation. (See doc. 82 at 8–9, 13). However, the Court views

this type of response as argumentative and evasive. A response to a factual statement

is not a place to introduce argument or additional facts. See Ciomber v. Coop. Plus,

Inc., 527 F.3d 635, 643–44 (7th Cir. 2008) (argumentative responses that

simultaneously deny the veracity of a defendant’s proposed material fact and present

separate, additional facts risk the possibility that the Court will consider defendant’s

proposed fact as undisputed).

carrier” within Section 390.5. Not only is arguing that a definition creates a basis for

liability misplaced, but it is not the purpose of the alter ego doctrine. This doctrine,

and piercing the corporate veil, are means of imposing liability when the corporation

does not have the necessary assets. It is not intended to be used as the basis of an

argument that the licensure or registration of one corporation should belong to

another. Thus, Plaintiffs cannot establish liability by way of the FMCSR.

D. Negligence of Other Parties

A final claim alleged by Plaintiffs is that TCW is vicariously liable for the

negligence of other parties. (Doc. 5 at 28–29, 35–36). When Plaintiffs submitted

additional material facts in response to the instant Motion, statements regarding

Pinoy Trucking and Dunn were included. (Doc. 82 at 14–16). Of those, it is disputed

whether Pinoy Trucking was required to submit safety records before accessing the

chassis pool; whether it is customary to use a publicly available website to screen for

a motor carrier’s safety records; whether Pinoy Trucking had “continuous ‘Alert’

Safety Assessment status for vehicle maintenance” on the website; whether an

inquiry into Pinoy Trucking’s history would have revealed its “poor safety and

maintenance history”; whether the inspection by the Illinois State Police revealed

defects in the brakes that would have been detected in a “proper pre-trip inspection”;

whether the tractor should not have been in service on the day of the accident; and

whether defective brakes were a contributing cause of the collision. (See docs. 82, 83).

The factual statements related to Pinoy Trucking and Dunn are immaterial to

the resolution of this Motion. While it is true that these disputed facts would be

material if this Motion was brought by a different defendant, they are not material

to the resolution of the claims leveled against TCW. As discussed, Plaintiffs include

various allegations at to TCW’s liability for its own actions and liability for the actions

of others throughout the Amended Complaint. (Doc. 5). The disputed facts are

immaterial to determining TCW’s liability with respect to its own actions. Similarly,

the Court can determine whether TCW can be held liable for the actions of others as

a matter of law, like Pinoy Trucking or Dunn, without resolving the disputed facts

related to the accident.

In its Motion, TCW contends that the Graves Amendment bars the claims

brought by Plaintiffs based on vicarious liability. (Doc. 75 at 21–25). Successful

application of the Amendment is generally conceded in Plaintiffs’ Response. (See doc.

82 at 18) (“These causes of action for TCW’s direct negligence are not preempted by

the Graves Amendment.”). In relevant part, the Amendment provides:

(a) IN GENERAL. An owner of a motor vehicle that rents or leases the

vehicle to a person (or an affiliate of the owner) shall not be liable under

the law of any State or political subdivision thereof, by reason of being

the owner of the vehicle (or an affiliate of the owner), for harm to persons

or property that results or arises out of the use, operation, or possession

of the vehicle during the period of the rental or the lease, if—

(1) the owner (or an affiliate of the owner) is engaged in the trade or

business of renting or leasing motor vehicles; and

(2) there is no negligence or criminal wrongdoing on the part of the

owner (or an affiliate of the owner).

49 U.S.C. § 30106 (definitions omitted). The purpose was “to protect rental companies

who are sued simply because they own a vehicle that was involved in an accident.”

Johnke v. Espinal-Quiroz, No. 14-cv-6992, 2016 WL 454333, at *8 (N.D. Ill. Feb. 5,

2016). As such, courts have held the Graves Amendment preempts liability claims

against commercial lessors of motor vehicles after the effective date. See Johnson,

2010 WL 706037, at *3 (dismissing motor vehicle liability claim against defendant

“engaged in the business of leasing a fleet of approximately 100,000 trailers”).

However, courts differ in their interpretation of the scope of the statute’s protection

against claims based on a lessor’s vicarious liability. The two interpretations of the

statute are that it acts as an absolute bar on any vicarious-liability claims against a

lessor, or that it allows vicarious-liability claims against a lessor if that lessor has

been negligent. See Parker v. Auto-Owners Ins. Co., No. 19-cv-374, 2020 WL 488366,

at *2 (W.D. Wis. Jan. 30, 2020) (collecting cases on the application of both

interpretations). Here, however, either approach to the Graves Amendment will bar

the indirect liability claims because Plaintiffs have failed to show negligence on the

part of TCW.

With respect to first requirement, it is undisputed that TCW leased the chassis

that was later involved in the accident on August 23, 2019. (Doc. 82 at 3). The chassis

was one of 1,100 pieces of equipment leased pursuant to the agreement between TCW

and NACPC. (Doc. 82 at 3–4). At least one district court has applied the Graves

Amendment to the lessor of an intermodal chassis, Holder v. Suarez, No. CV-14-1789,

2016 WL 593620, at *14 (M.D. Pa. Feb. 12, 2016), and Plaintiffs do not argue

otherwise. Thus, the first subsection of the Graves Amendment required for

preemption is satisfied. The second requirement is that there is no negligence on the

part of TCW. As thoroughly discussed herein, Plaintiffs have not submitted evidence

that demonstrates a genuine issue of material fact exists to preclude summary

judgment on the claims of direct negligence. Because both subsections are met, TCW

cannot be liable for the actions of others, like Pinoy Trucking or Dunn, pursuant to

the Graves Amendment.6

As summary judgment is appropriate for all negligence claims, the Court

grants TCW’s Motion in its favor as to Counts IV and VIII.

II. Loss of Consortium – Count IX

Plaintiff Karri Gruver’s loss of consortium claim is derivative of those claims

asserted by her spouse, Plaintiff Timothy Gruver. See Illinois Farmers Ins. Co. v.

Hall, 363 Ill. App. 3d 989, 994 (1st Dist. 2006) (“[L]oss of consortium is a derivative

claim to the direct injury that causes it.”) (citation omitted). Accordingly, as the

claims asserted by Timothy Gruver failed to establish liability on the part of TCW for

the accident, Karri Gruver’s loss of consortium claim fails against TCW, too. See

6 In the Amended Complaint, Plaintiffs alleged a few legal theories to establish

vicarious liability, like agency and joint venture. (Doc. 5 at 28–30). While the agency

argument has been relatively abandoned by Plaintiffs, it is worthwhile to mention

that it does not bar this Court from granting summary judgment for TCW on this

count, as Plaintiffs have failed to prove any of the necessary elements. See Sosa v.

Onfido, Inc., 8 F.4th 631, 640 (7th Cir. 2021) (applying Illinois law and writing “[t]he

test of agency is whether the alleged principal has the right to control the manner

and method in which work is carried out by the alleged agent and whether the alleged

agent can affect the legal relationships of the principal”) (citations omitted). There

are no facts in the record that establish TCW had the right to control any aspect of

the work of Pinoy Trucking or Dunn.

Plaintiffs additionally alleged that TCW was in joint venture with the other

Defendants, but later admitted that TCW was not acting in joint venture with any

other named party. (See doc. 82 at 8) (looking at Fact No. 58). Therefore, even if the

Graves Amendment did not apply to the lessor of an intermodal chassis, Plaintiffs

have failed to establish evidence that creates a genuine issue of material fact to

preclude summary judgment regarding TCW’s vicarious liability for the actions of

Pinoy Trucking, Dunn, or another Defendant.

Johnson v. May, 223 Ill. App. 3d 477, 488 (5th Dist. 1992) (“To recover on a loss of

consortium claim, the deprived spouse must prove liability on the part of the

defendant, marriage to the injured spouse, and damages.”). As such, summary

judgment on Count IX is granted for TCW.

CONCLUSION

IT IS THEREFORE ORDERED that Defendant Tennessee Commercial

Warehouse’s Motion for Summary Judgment (doc. 75) is GRANTED. The Court

grants summary judgment for Defendant Tennessee Commercial Warehouse on

Counts IV, VIII, IX, and X of the Amended Complaint (doc. 5). Defendant Tennessee

Commercial Warehouse’s crossclaims (doc. 66) against Defendants Pinoy Trucking

and Anthony Dunn remain unless properly dismissed.

SO ORDERED.

Entered this 1st day of May 2024.

s/ Joe B. McDade

JOE BILLY McDADE

United States Senior District Judge