declining to address the issue of an exculpatory charter provision because it “appear[ed] to be in the nature of an affirmative defense,” which “generally will not form the basis for dismissal under Rule 12(b)(6)”
How later courts described this case
- declining to address the issue of an exculpatory charter provision because it “appear[ed] to be in the nature of an affirmative defense,” which “generally will not form the basis for dismissal under Rule 12(b)(6)”
- noting that courts have defined a public record for purposes of what may be considered on a motion to dismiss to include criminal case dispositions, decisions of government agencies, and published reports of administrative bodies
- dismissing common law claims for breach of bailment and negligence because they were expressly preempted by the FAAAA and Interstate Commerce Commission Termination Act
Written by the judges who cited it.
The opinion
NOT FOR PUBLICATION
UNITED STATES DISTRICT COURT
DISTRICT OF NEW JERSEY
INTER METALS GROUP,
Plaintiff,
Civil Action No. 20-7424
v.
CENTRANS MARINE SHIPPING, APM OPINION
TERMINALS ELIZABETH LLC, C.J.
INTERNATIONAL, INC., MAVERICK
TRANSPORT INC., P&A
TRANSPORTATION, LLC, D2 LOGISTICS,
INC., CHINA PACIFIC PROPERTY
INSURANCE COMPANY, LTD., and
TRANSATLANTIC MARINE CLAIMS
AGENCY, INC.,
Defendants.
John Michael Vazquez, U.S.D.J.
This matter concerns a shipping container that had no cargo when it was delivered to
Plaintiff Inter Metals Group (“IMG”). IMG brings claims against various parties involved in the
shipping process: Centrans Marine Shipping (“Centrans”); C.J. International, Inc. (“C.J.”);
Maverick Transport Inc. (“Maverick”); and Transatlantic Marine Claims Agency, Inc. (“TMCA”)
(collectively, “Defendants”). D.E. 49. Presently before the Court are (1) motions to dismiss the
Amended Complaint filed by C.J., D.E. 60, and Centrans, D.E. 61, and joined in part by Maverick,
D.E. 63; (2) Centrans’ motion to dismiss the crossclaims filed by APM Terminals Elizabeth, LLC
(“APM”), Maverick, and C.J., D.E. 18, renewed at D.E. 73; and (3) Maverick’s motion for joinder
to Centrans’ motion to dismiss and for judgment on the pleadings, D.E. 30, renewed at D.E. 56.
The Court reviewed all submissions in support and in opposition1 and considered the motions
without oral argument pursuant to Federal Rule of Civil Procedure 78(b) and Local Civil Rule
78.1(b). For the reasons discussed below, the motions to dismiss the Amended Complaint are
GRANTED in part and DENIED in part pursuant to Federal Rule of Civil Procedure 12(b)(6),
and Centrans’ motion to dismiss Co-Defendants’ crossclaims is GRANTED. Because the Court’s
ruling on the motions to dismiss grants the relief sought in Maverick’s motion for judgment on the
pleadings, the motion is DENIED as moot.
I. BACKGROUND2
Plaintiff IMG is a business headquartered in York, Pennsylvania. AC ¶¶ 1, 25. On
November 8, 2018, a shipping container with 20,010 kilograms of copper wire was loaded aboard
a ship bound from China to the consignee, Centrans, in Newark, New Jersey. Id. ¶¶ 2-3. On
December 11, 2018, Centrans circulated an “Arrival Notice/Freight Invoice” indicating that the
cargo weight of the container was 20,010 kilograms. Id. ¶ 16. After U.S. Customs cleared the
shipping container, an agent of C.J. signed an U.S. Customs “Entry Summary” form noting that
1 C.J.’s brief in support of its motion to dismiss, D.E. 60 (“C.J. Br.”); Centrans’ brief in support of
its motion to dismiss, D.E. 61 (“Centrans Br.”); C.J.’s letter joining portions of Centrans’ motion
to dismiss, D.E. 62; Maverick’s letter joining portions of Centrans’ motion to dismiss, D.E. 63;
IMG’s opposition to C.J.’s motion to dismiss, D.E. 70; IMG’s opposition to Centrans’ motion to
dismiss, D.E. 71; IMG’s letter responding to Maverick’s letter joining portions of Centrans’
motion to dismiss, D.E. 71; C.J.’s reply brief, D.E. 76 (“C.J. Reply”); Centrans’ reply brief, D.E.
75; Centrans’ motion to dismiss the crossclaims, D.E. 18, renewed at D.E. 73 (“Centrans
Crossclaims Br.”); and Maverick’s motion for joinder to Centrans’ motion to dismiss and judgment
on the pleadings, D.E. 30, renewed at D.E. 56 (“Maverick Br.”).
2 The factual background is taken from the Amended Complaint (“AC”), D.E. 49. When reviewing
a motion to dismiss, the Court accepts as true all well-pleaded facts in the complaint. Fowler v.
UPMC Shadyside, 578 F.3d 203, 210 (3d Cir. 2009). Plaintiff’s opposition briefs, D.E. 70, 71,
contain additional factual allegations, but “[i]t is axiomatic that the complaint may not be amended
by the briefs in opposition to a motion to dismiss.” Com. of Pa. ex rel. Zimmerman v. PepsiCo,
Inc., 836 F.2d 173, 181 (3d Cir. 1988) (internal quotation omitted).
the shipment weight was 20,010 kilograms. Id. ¶¶ 18-19. IMG claims upon information and belief
that the shipping container was warehoused and under C.J.’s control as of at least December 19,
2018. Id. ¶ 21. On December 27, 2018, Maverick was issued a “Delivery Order” from C.J. to pick
up the container and deliver it to IMG in Pennsylvania. Id. ¶ 22. On January 3, 2019, the shipping
container was removed from the terminal under a ticket noting that the cargo weight was “17.81
MT.” Id. ¶ 23. Later that day, during transfer of the container, an automatic “Equipment
Interchange Receipt” indicated that the cargo weight was zero. Id. ¶ 24. On January 4, 2019, the
shipping container was delivered to IMG and found to be empty. Id. ¶ 25. IMG submitted an
insurance claim to TMCA, which was denied. Id. ¶ 26.
IMG commenced this action on June 18, 2020, D.E. 1, and filed an Amended Complaint
on July 11, 2021, D.E. 49. The Amended Complaint brings claims under the Interstate Commerce
Act, 49 U.S.C. 101, et seq., against Centrans, C.J., Maverick, and TMCA. AC ¶¶ 27-73. Plaintiff
also brings various state law claims against the Defendants. Id. ¶¶ 75-263. The current motions
to dismiss the Amended Complaint followed. Additionally, Centrans renewed its motion to
dismiss the crossclaims of APM, Maverick, and C.J, D.E. 73, and Maverick renewed its joinder
with Centrans’ motion to dismiss and motion for judgment on the pleadings, D.E. 56.
II. STANDARD OF REVIEW
Defendants move to dismiss the Complaint for failure to state a claim upon which relief
can be granted. Fed. R. Civ. P. 12(b)(6). For a complaint to survive dismissal under Rule 12(b)(6),
it must contain sufficient factual matter to state a claim that is plausible on its face. Ashcroft v.
Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)).
A claim is facially plausible “when the plaintiff pleads factual content that allows the court to draw
the reasonable inference that the defendant is liable for the misconduct alleged.” Id. Further, a
plaintiff must “allege sufficient facts to raise a reasonable expectation that discovery will uncover
proof of her claims.” Connelly v. Lane Const. Corp., 809 F.3d 780, 789 (3d Cir. 2016). In
evaluating the sufficiency of a complaint, district courts must separate the factual and legal
elements. Fowler v. UPMC Shadyside, 578 F.3d 203, 210-211 (3d Cir. 2009). A court “must
accept all of the complaint’s well-pleaded facts as true.” Id. at 210. However, “‘[t]hreadbare
recitals of the elements of a cause of action, supported by mere conclusory statements, do not
suffice’” to state a plausible claim. Feingold v. Graff, 516 F. App’x 223, 226 (3d Cir. 2013)
(quoting Iqbal, 556 U.S. at 678).
In evaluating the sufficiency of a complaint, a district court must accept all factual
allegations in the complaint as true and draw all reasonable inferences in favor of the plaintiff.
Phillips v. County of Allegheny, 515 F.3d 224, 231 (3d Cir. 2008). A court, however, is “not
compelled to accept unwarranted inferences, unsupported conclusions or legal conclusions
disguised as factual allegations.” Baraka v. McGreevey, 481 F.3d 187, 211 (3d Cir. 2007). If,
after viewing the allegations in the complaint most favorable to the plaintiff, it appears that no
relief could be granted under any set of facts consistent with the allegations, a court may dismiss
the complaint for failure to state a claim. DeFazio v. Leading Edge Recovery Sols., No. 10-2945,
2010 WL 5146765, at *1 (D.N.J. Dec. 13, 2010).
A motion to dismiss a crossclaim is governed by the same Rule 12(b)(6) standard. See
Merchants Mut. Ins. Co. v. 215 14th St., LLC, Civ. No. 19-9206, 2020 WL 634149, at *1 (D.N.J.
Feb. 10, 2020) (“When deciding a motion to dismiss a crossclaim or counterclaim under Rule
12(b)(6), the Court undertakes the same analysis as it would for claims in a complaint.”); see also
In re Winer Fam. Tr., Civ. No. 05-3394, 2006 WL 3779717, at *2 (3d Cir. Dec. 22, 2006)
(reviewing the district court’s motion to dismiss a crossclaim under the Rule 12(b)(6) standard).
III. ANALYSIS
A. Interstate Commerce Act Claims
The Carmack Amendment to the Interstate Commerce Act, 49 U.S.C. § 14706 (the
“Carmack Amendment”), governs the field of interstate shipping. See Certain Underwriters at
Int. at Lloyds of London v. UPS of Am., Inc., 762 F.3d 332, 335 (3d Cir. 2014). Under the Carmack
Amendment, a shipper can sue any carrier of the cargo, not just the original carrier. AMG Res.
Corp. v. Wooster Motor Ways, Inc., 796 F. App’x 96, 99 (3d Cir. 2020). “To establish a prima
facie case against a carrier under the Carmack Amendment, a shipper must prove (1) delivery of
goods to the initial carrier in good condition, (2) damage of the goods before delivery to their final
destination, and (3) the amount of the damages.” Mrs. Ressler’s Food Prod. v. KZY Logistics LLC,
675 F. App’x 136, 140 (3d Cir. 2017) (internal quotation omitted).
Plaintiff brings Carmack Amendment claims against Centrans, C.J., Maverick, and TMCA.
Plaintiff alleges that each of these Defendants is a carrier. See AC ¶¶ 29-30 (Centrans), ¶¶ 43-44
(C.J.), ¶ 54 (Maverick), ¶¶ 65-66 (TMCA). Centrans argues that it is not subject to IMG’s Carmack
Amendment claim because IMG has not plausibly alleged that Centrans acted as an interstate
carrier. Centrans Br. at 16-20. Specifically, Centrans contends that the Arrival Notice and bills of
lading show that Centrans’ role was limited to the ocean carriage, the consignee, and the notify
party. Id. at 18. However, at the motion to dismiss stage, “[i]t is inappropriate…to make any
factual determinations regarding the precise nature of [Centrans’] business status and/or activities
as to the transactions at issue.” Hartford Fire Ins. Co. v. Dynamic Worldwide Logistics, Inc., Civ.
No. 17-553, 2017 WL 3868702, at *2 (D.N.J. Sept. 5, 2017) (rejecting the defendant’s argument
that the Carmack Amendment did not apply because the defendant was a freight broker and not a
“carrier” and denying motion to dismiss). Thus, at this juncture, the Court “is bound by the
allegations in the [Amended] Complaint,” identifying Centrans as a carrier. Id. at *2. Maverick
joins in this portion of Centrans’ motion, contending that it is a broker rather than a carrier. D.E.
63 at 1. Maverick’s argument fails for the same reasons. C.J. similarly asserts in its reply brief
that it acted as a property broker, not a carrier. C.J. Reply at 8-9. C.J.’s argument fails for the
same reasons and for the additional reason that a court “will not consider new arguments raised
for the first time in a reply brief.” Islam v. City of Bridgeton, 804 F. Supp. 2d 190, 197 (D.N.J.
2011).
Plaintiff’s claims are sufficient to bring a prima facie case under the Carmack Amendment.
As to the first prong, Plaintiff has alleged delivery of the goods to the initial carrier in good
condition because IMG alleges that there was no change in the shipping container’s cargo weight
between departure and delivery to the initial carrier, Centrans. AC ¶¶ 14-16. Plaintiff further
alleges that the shipping container was empty when it arrived at its final destination, id. ¶ 25, and
seeks damages of $110,000 for the value of the cargo, id. ¶ 263, thereby satisfying the second and
third prongs.
C.J. contends that Plaintiff’s Carmack Amendment claim is factually insufficient because
Plaintiff fails to allege how C.J. had a duty to IMG, and in what manner C.J. breached that duty.
C.J. Br. at 12. However, such allegations are not necessary for Plaintiff to state a claim under the
Carmack Amendment. Accordingly, Plaintiff has sufficiently stated a claim under the Carmack
Amendment. See Tokio Marine Am. Ins. Co. v. Jan Packaging, No. CV 17-7491 (JLL), 2017 WL
6021858, at *2 (D.N.J. Dec. 4, 2017) (finding that the plaintiff’s Carmack Amendment claims
survived a motion to dismiss where the plaintiff alleged that the defendant was hired to transport
cargo in interstate commerce; the cargo was given to the defendant in good condition; the cargo
was damaged when it arrived; and the amount of damages); Hartford Fire Ins. Co., 2017 WL
3868702, at *2 (finding that dismissal of the plaintiff’s Carmack Amendment claim was
inappropriate where the plaintiff alleged that the defendant was a motor carrier who received the
cargo in good condition but failed to deliver those goods to their destination in the same condition).
For the foregoing reasons, the motions to dismiss Plaintiff’s Carmack Amendment claims
are denied on these grounds.
B. State Law Claims
Plaintiff also brings various state law claims against Defendants, including negligence,
unlawful interference with prospective economic advantage, conversion, common law fraud, and
New Jersey Consumer Fraud Act claims. AC ¶¶ 75-263. Plaintiff’s state law claims are preempted
by both the Carmack Amendment and the Federal Aviation Administration Authorization Act, 49
U.S.C. § 14501(c) (the “FAAAA”).
The Supremacy Clause of the Constitution provides that federal law “shall be the supreme
Law of the Land.” U.S. Const. art. VI, cl. 2. States are free to legislate as they see fit, “subject
only to limitations imposed by the Supremacy Clause.” Tafflin v. Levitt, 492 U.S. 455, 458 (1990).
Federal law “preempts” state law in three situations: “(1) when a federal statute includes ‘an
express provision for preemption’; (2) ‘[w]hen Congress intends federal law to “occupy the field”
in an area of law; and (3) when a state and federal statue are in conflict.” In re Foxomax
(Alendronate Sodium) Products Liability Litigation (No. II), 751 F.3d 150, 158-159 (3d Cir. 2014)
(internal citations omitted).
“[T]he Carmack Amendment provides the exclusive cause of action for loss or damage to
goods transported by a motor carrier.” AMG Res. Corp., 796 F. App’x at 100 (emphasis added);
see also Certain Underwriters, 782 F.3d at 335 (“For over one hundred years, the Supreme Court
has consistently held that the Carmack Amendment has completely occupied the field of interstate
shipping.”). Circuit courts “have consistently held that the Carmack Amendment is the exclusive
cause of action for interstate-shipping contract [and tort] claims alleging loss or damage to
property.” Id. at 336.
Further, the FAAAA expressly preempts state and common law claims against motor
carriers, brokers, and freight forwarders. Specifically, the statute provides that “a State…may not
enact or enforce a law, regulation, or other provision having the force and effect of law related to
a price, route, or service of any motor carrier…broker, or freight forwarder with respect to the
transportation of property.” 49 U.S.C. § 14501(c)(1). Other courts in this district have found that
the “other provision having the force and effect of law” includes state common law. See Alpine
Fresh, Inc. v. Jala Trucking Corp., 181 F. Supp. 3d 250, 257 (D.N.J. 2016) (dismissing common
law claims for breach of bailment and negligence because they were expressly preempted by the
FAAAA and Interstate Commerce Commission Termination Act). Similarly, courts in this district
have also recognized that the FAAAA preempts state tort claims. See AMG Res. Corp. v. Wooster
Motor Ways, Inc., Civ. No. 15-3716, 2019 WL 192900, at *4 (D.N.J. Jan. 14, 2019) (holding that
claims for conversion, breach of the covenant of good faith and fair dealing, negligence, violation
of the New Jersey Consumer Fraud Act, and unjust enrichment arising from the non-delivery of a
shipment of copper were preempted by the FAAAA and Interstate Commerce Commission
Termination Act), aff’d, 796 F. App’x 96 (3d Cir. 2020).
Here, the Amended Complaint alleges that Centrans is a broker, carrier, and freight
forwarder, AC ¶¶ 29-30; C.J. is a broker, carrier, and freight forwarder, id. ¶¶ 43-44; Maverick is
a motor carrier, id. ¶ 54; and TMCA is a broker, carrier, and freight forwarder, id. ¶¶ 65-66. Based
on these allegations, Plaintiff’s state claims are preempted by both the Carmack Act and the
FAAAA.3 Accordingly, Counts Five through Twenty-Nine are dismissed.4 See Surplus Afr.
Foods, LLC v. Air France, Civ. No. 17-7105, 2018 WL 372169, at *2-3 (D.N.J. Jan. 11, 2018)
(dismissing the plaintiff’s common law claims because they were preempted by the Carmack
Amendment and the FAAAA).
For the foregoing reasons, the state claims are dismissed with prejudice.
C. Statute of Limitations
Centrans contends that Plaintiff’s claims against it are governed by federal maritime law,
and that any claims based on federal maritime law are time-barred. Centrans Br. at 9-12; 14-16.
Centrans relies on the Carriage of Goods by Sea Act (“COGSA”), which “applies to a carrier
engaged in the carriage of goods to or from any port in the United States,” 46 U.S.C.A. § 30702(a).
Centrans Br. at 9. COGSA applies from “tackle to tackle,” meaning “the period of time when the
goods are loaded on to the time when they are discharged from the ship.” 46 U.S.C.A. § 1301(e).
Centrans additionally points to the Harter Act, 46 U.S.C. § 30701, et seq., which governs the pre-
loading and post-discharge periods until proper delivery is made to the consignee or its agent.
Centrans Br. at 9. Alternatively, carriers may extend COGSA to apply to the pre-loading and post-
discharge periods through a “Clause Paramount” in the bill of lading. Royal & Sun All. Ins., PLC
v. Ocean World Lines, Inc., 612 F.3d 138, 142 n.6 (2d Cir. 2010). Centrans argues that as the
3 Centrans also argues that Plaintiff’s state law claims are preempted by federal maritime law.
Because the Court dismisses the state law claims on other preemption grounds, it does not reach
this argument. Similarly, the Court does not reach the parties’ arguments as to the factual
sufficiency of the claims.
4 TMCA did not file a motion to dismiss or join in another Defendant’s motion to dismiss.
However, “a court dismissing claims against moving defendants may sua sponte dismiss claims
against non-moving defendants.” Eun Ju Song v. Bank of Am., N.A., Civ. No. 14-3204, 2015 WL
248436, at *3 (D.N.J. Jan. 20, 2015) (dismissing claims against non-moving defendants with
prejudice).
“Forwarding Agent,” it is afforded the protections of COGSA and the Harter Act through the bill
of lading’s “Himalaya Clause,” which extends those protections to a carrier’s agents and
subcontractors. Centrans Br. at 12.
As to the timeliness of Plaintiff’s claims, Centrans argues that IMG’s claims based on
federal maritime law are barred by Section 6(4)(G) of the bill of lading, which provides: “The
Carrier shall be discharged of all liability unless suit is brought in the proper forum and written
notice thereof received by the Carrier within nine months after delivery of the Goods or the date
when the Goods should have been delivered.” Id. at 14. Centrans continues that, alternatively,
Plaintiff’s claims are time-barred by COGSA’s one-year statute of limitations, which applies to
the post-discharge period through the bill of lading’s Clause Paramount. Id. at 15. According to
Centrans, “no matter which limitation period applies…any claim asserted by IMG against Centrans
would be time-barred by operation of the Himalaya Clause.” Id.
“The statute of limitations is technically an affirmative defense which must be pled in an
answer.” Luongo v. Vill. Supermarket, Inc., 261 F. Supp. 3d 520, 526 (D.N.J. 2017) (citing Fed.
R. Civ. P. 8(c)(1)). A complaint may be dismissed on statute of limitations grounds on a Rule
12(b)(6) motion “only if the time alleged in the statement of a claim shows that the cause of action
has not been brought within the statute of limitations.” Schmidt v. Skolas, 770 F.3d 241, 249 (3d
Cir. 2014) (internal quotation omitted). In other words, dismissal on this ground is appropriate
“only when the statute of limitations defense is apparent on the face of the complaint.” Wisniewski
v. Fisher, 857 F.3d 152, 158 (3d Cir. 2017).
Here, it is not apparent on the face of the Amended Complaint that Plaintiff’s claims are
barred by the statute of limitations. Whether the limitations period set forth in Section 6(4)(G) of
the bill of lading applies to Centrans cannot be ascertained by reference to the Amended
Complaint. By Centrans’ own contention, the bill of lading’s nine-month limitation period only
extends to Centrans if, as the Forwarding Agent, it is covered by the Himalaya Clause. The
Himalaya Clause is not contained within the Amended Complaint or the documents attached
thereto, and the Court is not convinced that it may properly consider the bill of lading’s terms
containing the Himalaya Clause submitted with Centrans’ motion to dismiss.5 Even assuming the
Court may consider the bill of lading’s terms, determining whether the Himalaya Clause applies
to Centrans would additionally require examination of Centrans’ role in the shipment in relation
to IMG and the carrier, which is a factual inquiry that cannot be resolved by considering “only the
allegations contained in the complaint, exhibits attached to the complaint and matters of public
record.” Pension Benefit Guar. Corp. v. White Consol. Indus., Inc., 998 F.2d 1192, 1196 (3d Cir.
1993).
Further, whether COGSA’s one-year limitation period applies is not apparent on the face
of the Amended Complaint. Plaintiff does not assert any claims under COGSA, and whether
COGSA’s statute of limitations applies to the post-discharge period through the Clause
Paramount—as Centrans contends—cannot be determined by reference to the Amended
Complaint. Indeed, Centrans’ own briefing represents that whether COGSA or the Harter Act
5 Centrans claims that the Court may take judicial notice of the bill of lading terms because they
are required by federal statute and regulation to be published in a Non-Vessel-Operating Common
Carrier’s tariff. Centrans Br. at 11. However, the Court is not convinced such a document qualifies
as a public record. See Pension Ben. Guar. Corp. v. White Consol. Indus., Inc., 998 F.2d 1192,
1197 (3d Cir. 1993) (noting that courts have defined a public record for purposes of what may be
considered on a motion to dismiss to include criminal case dispositions, decisions of government
agencies, and published reports of administrative bodies). The cases cited by Centrans establish
that public records include information made publicly available by government entities,
Vanderklok v. United States, 868 F.3d 189, 205 (3d Cir. 2017), and “public documents required
by law to be and which actually have been filed with [a government entity],” Cortec Indus., Inc.
v. Sum Holding L.P., 949 F.2d 42, 47 (2d Cir. 1991). It is not apparent to the Court that a Non-
Vessel-Operating Common Carrier tariff falls within any of the stated categories.
applies to the post-discharge period depends upon whether the two statutes are in conflict, again
an inquiry that cannot be answered at this stage. See Centrans Br. at 9-10.
In sum, the statute of limitations defense raised by Centrans is not apparent on the face of
the Amended Complaint. Therefore, without deciding whether federal maritime law applies to
Plaintiff’s claims against Centrans, the Court finds that dismissal of these claims on statute of
limitations grounds is not warranted at this stage.
D. Exoneration Clause
Centrans further argues that IMG’s claims are barred by an exoneration clause in the bill
of lading.6 Centrans Br. at 13-14. Centrans contends that it is insulated from IMG’s claims under
Section 5(2) of the bill of lading, which constitutes a “covenant not to sue a carrier’s servants,
agents, or subcontractors.” Id. at 14. For the same reasons discussed above, the Court will not
consider the bill of lading terms containing the exoneration clause at this stage in the proceedings.
Moreover, “[c]ovenants not to sue, like a waiver or a claims release, provide an affirmative
defense.” Rupert v. PPG Indus., Inc., Civ. No. 07-0705, 2009 WL 596014, at *41 (W.D. Pa. Feb.
26, 2009). Because “an affirmative defense may not be used to dismiss a plaintiff’s complaint
under Rule 12(b)(6),” the Court will not dismiss Plaintiff’s claims on the basis of the bill of lading’s
exoneration clause. In re Adams Golf, Inc. Sec. Litig., 381 F.3d 267, 277 (3d Cir. 2004); see also
In re Tower Air, Inc., 416 F.3d 229, 242 (3d Cir. 2005) (declining to address the issue of an
exculpatory charter provision because it “appear[ed] to be in the nature of an affirmative defense,”
which “generally will not form the basis for dismissal under Rule 12(b)(6)”). Even assuming the
Court could properly consider Centrans’ exoneration clause argument on a Rule 12(b)(6) motion
6 Maverick joins in this portion of Centrans’ motion. D.E. 63 at 1.
to dismiss, it appears that whether the clause applies turns on whether Centrans qualifies as a
servant, agent, or subcontractor of the carrier, see Centrans Br. at 14, which is a factual inquiry
inappropriate for the motion to dismiss stage. See Hartford Fire Ins. Co., 2017 WL 3868702, at
*2.
E. Centrans’ Motion to Dismiss Crossclaims
Centrans also moved to dismiss the crossclaims by APM, Maverick, and C.J. D.E. 18.
Centrans then renewed its motion. D.E. 73.7 Centrans argues that the crossclaims do not meet the
pleading requirements of Rule 8 because they are factually unsupported and constitute improper
group pleading. Centrans Crossclaims Br. at 29-30.
Maverick’s crossclaim against APM, Centrans, C.J., P&A Transportation, LLC (“P&A”),
and D2 Logistics, Inc. (“D2”) asserts the following:
“If the shipment in suit was damaged as set forth in the
Complaint…then the loss or damage was proximately caused by the
negligence, breach of contract (express or implied), breach of
warranty (express or implied), or fault or omission of Co-
Defendants [APM], [Centrans], [C.J.], [P&A], and [D2], or any of
them, in whole or in part, and not due to any fault, omission,
negligence or breach of contract or breach of warranty on the part of
Maverick.”
D.E. 10 at 17. Maverick also alleges that it “is entitled to recover indemnity and/or contribution
from [its Co-Defendants], or any of them,” for any sums recovered against Maverick and
attorneys’ fees and costs. Id.
C.J.’s crossclaim against APM, Centrans, Maverick, P&A, and D2 alleges the following:
“If the shipment in suit was damaged as set forth in the
Complaint…then the loss or damage was proximately caused by the
negligence, breach of contract (express or implied), breach of
warranty (express or implied), or fault or omission of Co-
7 IMG’s Amended Complaint seeks no relief from APM. Therefore, APM’s crossclaim is now
moot, and the Court does not address Centrans’ arguments as to APM.
Defendants [Centrans], [APM], [Maverick], [P&A], and [D2], or
any of them, in whole or in part, and not due to any fault, omission,
negligence or breach of contract or breach of warranty on the part of
C.J.”
D.E. 12 at 6. C.J. further claims that it “is entitled to recover indemnity and/or contribution from
[its Co-Defendants], or any of them,” for any sums recovered against C.J. and attorneys’ fees and
costs. Id.
The crossclaims are clearly not plausibly pled, consisting solely of conclusory statements.
Moreover, “[e]ven under the most liberal notice pleading requirements of Rule 8(a), a plaintiff
must differentiate between defendants.” Shaw v. Hous. Auth. of Camden, Civ. No. 11-4291, 2012
WL 3283402, at *2 (D.N.J. Aug. 10, 2012). Mere “conclusory allegations against defendants as a
group” that “fail[] to allege the personal involvement of any defendant” are insufficient to survive
a motion to dismiss. Galicki v. New Jersey, No. 14-169, 2015 WL 3970297, at *2 (D.N.J. June
29, 2015). A plaintiff must allege facts that “establish each individual [d]efendant’s liability for
the misconduct alleged.” Id. A claim that contains “impermissibly vague group pleading” will be
dismissed. Falat v. County of Hunterdon, No. 12-6804, 2013 WL 1163751, at *3 (D.N.J. Mar. 19,
2013).
Here, both Maverick and C.J. fail to satisfy the basic pleading requirement of providing
adequate notice to each Co-Defendant of the specific claims against it. Their crossclaims are
brought collectively against Centrans and the other Co-Defendants and fail to specify the personal
involvement of any Co-Defendant. Accordingly, Maverick’s and C.J.’s crossclaims against
Centrans are dismissed. See D’Addario v. Johnson & Johnson, Civ. No. 19-15627, 2020 WL
3546750, at *6 (D.N.J. June 30, 2020) (dismissing claims for impermissible group pleading
because “Plaintiffs’ Complaint broadly alleges Defendants’ misconduct but fails to allege the
conduct for which each defendant is culpable”).
F. Maverick’s Motion for Judgment on the Pleadings
Prior to Plaintiff’s submission of the Amended Complaint, Maverick moved for joinder to
Centrans’ motion to dismiss the Complaint and for judgment on the pleadings. D.E. 30. Following
the submission of the Amended Complaint and pursuant to the Court’s June 16, 2021 Order, D.E.
46, Maverick renewed its motion by letter, D.E. 56.8 In renewing its motion, Maverick represented
that it was no longer asserting the arguments related to improper group pleading or the lack of
particularity in Plaintiff’s fraud claims. D.E. 56 at 1 n.2. Accordingly, the Court does not address
those arguments. Additionally, as set forth in the Court’s August 24, 2021 Order, D.E. 74, the
Court does not address any new arguments raised in Maverick’s letter not set forth in Maverick’s
original motion.
What remains is Maverick’s argument that Plaintiff’s state law claims are preempted by
federal law. Maverick Br. at 3-8. As discussed above, the Court finds that IMG’s state law claims
are preempted by the Carmack Amendment and the FAAAA and consequently must be dismissed.
Accordingly, the Court does not address the preemption argument set forth in Maverick’s motion
for judgment on the pleadings, as the Court granted the motion to dismiss on the same grounds.
IV. CONCLUSION
For the reasons set forth above, the motions to dismiss Plaintiff’s Amended Complaint are
GRANTED in part and DENIED in part. The dismissal of Counts Five through Twenty-Nine
of the Amended Complaint is with prejudice as those claims are preempted. Centrans’ motion to
dismiss the crossclaims brought by Maverick and C.J. is GRANTED. The dismissal of the
crossclaims is without prejudice, and Maverick and C.J. shall have thirty (30) days to file
8 Because Centrans has since filed an updated motion to dismiss based on the allegations in the
Amended Complaint, D.E. 61, the portion of Maverick’s motion seeking to join Centrans’ motion
to dismiss is now moot.
amended crossclaims curing the deficiencies noted herein. If they do not file amended crossclaims
within that time, the crossclaims dismissed without prejudice will be dismissed with prejudice. An
appropriate Order accompanies this Opinion.
Dated: February 17, 2022
Joh: Michael Vazquez, U.S\D‘J.
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