REBECCA F. DOHERTY, District Judge.
Now pending before the Court is a motion for summary judgment [Doc. 36] filed by defendants, Halcón Resources Corporation and Halcón Operating Co., Inc. (collectively, "defendants").
Plaintiff filed this negligence suit against defendants for injuries he alleges he incurred in a workplace accident. Plaintiff, a floor hand employed by Pioneer Well Services, LLC ("Pioneer"), was part of a Pioneer crew performing well completion services on a well located at or near Woodville, Mississippi. [Id. at pp. 1-2; Doc. 36-5, p. 1; Doc. 36-7, p. 1] The well was operated by defendants; it was owned by a third party, HK TMS, LLC.
Plaintiff contends he was replacing a nut on the wellhead when he slipped and landed on the pointed handle of a needle valve, resulting in bodily injuries.
"A party may move for summary judgment, identifying each claim or defense — or the part of each claim or defense — on which summary judgment is sought." Fed.R.Civ.P. 56(a). "The court shall grant summary judgment if 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." Id. A fact is "material" if it "might affect the outcome of the suit under the governing law" of the case. Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986). A dispute about a material fact is "genuine" if the evidence is such that a reasonable fact finder could render a verdict for the nonmoving party. Id.
A party asserting that a fact cannot be or is genuinely disputed must support the assertion by:
Id. at § (c)(1).
As summarized by the Fifth Circuit:
Lindsey v. Sears Roebuck and Co., 16 F.3d 616, 618 (5
Finally, in evaluating evidence to determine whether a factual dispute exists, "credibility determinations are not part of the summary judgment analysis." Little v. Liquid Air Corp., 37 F.3d 1069, 1075 (5
Defendants assert Louisiana law is the substantive law applicable to plaintiff's claims. [Doc. 36-1, p. 5] Plaintiff does not contest the application of Louisiana law. Federal courts sitting in diversity must apply the conflict of law provisions of the forum state. Burdett v. Remington Arms Company, L.L.C., 854 F.3d 733, 735 (5
Louisiana's general conflict of law provision for delictual and quasi-delictual obligations states as follows
Louisiana Civil Code art. 3542.
In this matter, the conduct and injury occurred in Mississippi. Plaintiff is domiciled in Louisiana. Halcón Resources Corporation is a domiciliary of Delaware (its state of incorporation) and Texas (its principal place of business), and Halcón Operating Co., Inc. is a domiciliary of Texas (its state of incorporation and principal place of business.) For purposes of Louisiana's conflict of laws, "a juridical person may be treated as a domiciliary of either the state of its formation or the state of its principal place of business, whichever is most pertinent to the particular issue." La. Civ. Code art. 3518.
In comparing the policies and interests of Mississippi, Louisiana, Texas and Delaware, it is apparent that Louisiana's interests and contacts are greatest and would be most seriously impaired if its laws were not applied to the instant dispute. Delaware's only interest in this matter is that it is the state of incorporation of Halcón Resources Corporation. Texas' only interest is that it is the principal place of business of both defendants, and it is the state of incorporation of Halcón Operating Co., Inc. Mississippi presumably has an interest in deterring wrongful conduct and repairing the consequences of injurious acts.
Louisiana's interests are stronger by comparison. Plaintiff is a Louisiana domiciliary, hired by Pioneer in Louisiana and assigned to Pioneer's Louisiana office. [Doc. 36-3, p. 2] Both Halcón entities and Pioneer were authorized to do business, and doing business, within the State of Louisiana. [Doc. 1, pp. 1-2] Plaintiff received worker's compensation benefits from Pioneer in accordance with Louisiana's workers' compensation scheme. [Doc. 36-4, ¶ 5; Doc. 36-10] "Louisiana has an interest in protecting both citizens who are recruited and hired in Louisiana and employers that are doing business in the state." Carriere v. Chandeleur Energy, 42 F.3d 642, *4 (5
In sum, after comparing the policies and interests of Louisiana, Mississippi, Texas and Delaware, the Court concludes the policies and interests of Louisiana would be more seriously impaired if Mississippi, Texas or Delaware law were applied to this dispute, than would Mississippi, Texas or Delaware's policies if Louisiana's law were applied. Accordingly, the Court will apply Louisiana's substantive law to the claims asserted in this matter by plaintiff.
Under the LWCA, an employer is liable for compensation benefits to an employee who is injured as a result of an accident arising out of and in the course of employment. La. R.S. 23:1031(A). Generally, the recovery of workers' compensation is the employee's exclusive remedy against his or her direct employer and any "principal." La. R.S. 23:1032(A)(1)(a)-(b). A "principal" is defined as "any person who undertakes to execute any work which is a part of his trade, business, or occupation in which he was engaged at the time of the injury, or which he had contracted to perform and contracts with any person for the execution thereof." Id. at (A)(2). Section 1061 of the LWCA provides, in pertinent part:
La. R.S. § 23:1061.
As set forth above, there are two situations in which a principal's relationship with a contractor leads to a statutory employer relationship and limited liability. Id.; see also Wright v. Excel Paralubes, 807 F.3d 730, 732 (5
Plaintiff argues Halcón Operating Co., Inc. is not his statutory employer for the following reasons: (1) the Master Service Agreement is between Halcón Operating Co., Inc. and Pioneer Wireline Services, LLC — not Pioneer Well Services, LLC; (2) the declaration of Tim McDonald, submitted by defendants with the MSC and Amendment, is unsworn; (3) the remaining declarations submitted with the MSC and Amendment, though sworn, "are not from individuals who have any ability to attest to the truthfulness of the document"; and (4) plaintiff's duties were not essential to the ability of Halcón Operating Co., Inc. to generate or provide its goods, products or services. [Doc. 38, pp. 1-2]
Defendants have submitted the Master Service Agreement between Halcón Operating Co., Inc. and Pioneer Wireline Services, LLC, and they have submitted an Amendment to the Master Service Agreement dated August 29, 2012. That amendment explicitly adds Pioneer Well Services, LLC as a "Contractor" to the Master Service Agreement. [Doc. 36-5, p. 33] Plaintiff acknowledges the foregoing facts, but argues "the Declarations in support of this contention do not factually state that such Amendment is a true and correct copy of any amendment entered into between the parties," one of the declarations is unsworn, and the others are submitted by persons who are not competent to authenticate the MSC and its amendment. [Doc. 38, p. 1]
In connection with submission of the Master Service Contract and the August 29, 2012 Amendment, defendants submitted the Declaration of Tim McDonald, who states in pertinent part as follows:
[Doc. 36-5, pp. 1-2 (emphasis added)]
Mr. McDonald is a signatory to both the Master Service Agreement and the Amendment. [Id. at pp. 14, 33] 28 U.S.C. § 1746 permits unsworn declarations to substitute for an affiant's oath if the statement contained therein is made in writing, "under penalty of perjury," and verified as "true and correct." 28 U.S.C. § 1746; see also Nissho-Iwai American Corp. v. Kline, 845 F.2d 1300, 1306 (5
The MSC explicitly recognizes Halcón Operating Co., Inc. as plaintiff's statutory employer:
[Doc. 36-5, p. 4] Pursuant to La. R.S. 23:1061(A)(3), a rebuttable presumption thus arises that Halcón Operating Co., Inc. is plaintiff's statutory employer. This presumption is only overcome by showing the work plaintiff was performing at the time of the accident was "not an integral part of or essential to" Halcón Operating Co., Inc.'s ability to generate its goods, products, or services. La. R.S. 23:1061(A)(3); see also Duncan v. Dow Pipeline Co., 952 So.2d 884, 888 (La. App. 3 Cir. 2007).
In an attempt to overcome the presumption, plaintiff offers the following argument:
[Doc. 38, p. 2]
The evidence in the record — namely, the MSA, the declaration of Tim McDonald, and the uncontested facts — all show the well completion services provided by Pioneer were in furtherance of Halcón Operating Co., Inc.'s business and were integral to its ability to generate its products.
Plaintiff argues Halcón Resources Corp. cannot be deemed his statutory employer, as it is not identified as a party to the Master Service Contract, and "[n]either the Contract nor the Amendment has any language stating that the documents extend to Halcón Operating Co., Inc.'s affiliates, subsidiaries or parents with regard to the statutory employer issue." [Doc. 38, p. 2] In responses, defendants contend "federal and state case law confirms that the statutory-employer provision/immunity extends to parent and affiliate companies, and, therefore, both Halcón defendants are entitled to statutory-employer immunity. . . ." [Doc. 39-1, p. 2] Thus, the issue which must be decided is whether Halcón Resources Corp. qualifies as a "statutory employer," even though it did not sign the MSC and was not expressly identified in the statutory employer provision or elsewhere.
In support of their argument that Halcón Resources Corp. should be deemed plaintiff's statutory employer in light of its status as the parent corporation or an affiliated company of Halcón Operating Co., Inc., defendants rely upon the following decisions: Wright v. Excel Paralubes, 807 F.3d 730, 732 (5
The Wright case provides defendant's strongest support, but nevertheless is distinguishable. In Wright, the Fifth Circuit, making an "Erie guess," addressed whether a non-operating partner in a joint venture qualified as a statutory employer, where the non-operating partner did not sign the MSC, and the MSC did not designate the non-operating partner as a statutory employer. The Court held the MSA as a whole extended statutory employer status to the non-operating partner based upon the reasons which follow. First, the section of the MSC addressing "Risk Structure" provided, "To the maximum extent permitted by applicable law, the exclusions of liability and indemnities . . . above and elsewhere in this Agreement shall extend to the employees, officers and directors of each party and to their respective Affiliates. . . ." Wright at 733 (emphasis in original). The Court then reasoned the statutory employer provision (found "elsewhere" in the MSC) amounted to "an exclusion of liability or indemnity protection" for the non-operating partner because, were the non-operating partner not a statutory employer, it could be sued in tort, and as a result, "issues of both liability and indemnity would arise" between the non-operating partner and plaintiff's direct employer. Id. at 735. Finally, the Court found its interpretation of the MSC "reflects economic realities and efficiency," as "[m]ost joint venturers would expect the non-operating partner in a joint venture to enjoy the same statutory employer status the operating partner agrees to." Id. at 736.
In the matter before this Court, the MSC states "the parties agree that Halcón is the statutory employer of [Pioneer's] employees. . . ." [Doc. 36-5, p. 4] By the terms of the MSC, "Halcón" refers solely to "Halcón Operating Co., Inc." [Id. at 3 ("Halcón Operating Co., Inc. . . . (hereafter referred to as `
Moreover, a joint venture (which is a form of specialized partnership) and a corporation are two different and distinct legal entities; the rights and obligations of a partner in a joint venture are not at all similar to the rights and obligations of a stockholder (such as Halcón Resources Corp.) in a corporation. See e.g. Monteleone v. Airey, 57 So.2d 257, 261 (La.App. 1952). Under Louisiana law, a corporate entity is a juridical person with a "personality . . . distinct from its members." La. Civ. Code art. 24. A corporation remains a distinct legal entity even though another corporation obtains all of its corporate stock. National Oil Works v. Korn Bros., 114 So. 659, 660 (La. 1927). Thus, a parent corporation is a legal entity separate and distinct from its wholly-owned subsidiary, even where the two have mutual dealings. Bujol v. Entergy Services, Inc., 922 So.2d 1113, 1127 (La. 2004); Stanley v. Airgas-Southwest, Inc., 2017 WL 1807984 (La.App. 1 Cir. 2017). "The mere fact that two corporations are affiliated in some way (e.g. parent-subsidiary) does not mean that a contract with one of those corporations is a contract with the other." Cable & Connector Warehouse, Inc. v. Omnimark, Inc., 700 So.2d 1273, 1276 (La.App. 4 Cir. 1997). By contrast, in a joint venture, a partner may enter into a contract in his own name and still bind the venture if the venture "benefits by the transaction or the transaction involves matters in the ordinary course of its business." La. Civ. Code art. 2816; Broadmoor, L.L.C. v. Ernest N. Morial New Orleans Exhibition Hall Authority, 867 So.2d 651, 663 (La. 2004); Autin's Cajun Cookery Joint Venture v. Kroger Co., 1989 WL 133103, *2 (E.D.La.).
Because the Master Service Contract in this matter contains no language extending statutory employer status to Halcón Resources Corp., and because the jurisprudence relied upon by defendants does not stand for the proposition that a parent or affiliated company becomes a party to a contract solely by virtue of its status as a parent or affiliate of a party to a contract, the Court finds Halcón Resources Corp. is not entitled to statutory employer status under the LWCA. Accordingly, defendants' motion is denied to the extent it seeks dismissal of the tort claims brought against Halcón Resources Corp.
For the reasons set forth above, the motion for summary judgment [Doc. 36] submitted by Halcón Resources Corporation and Halcón Operating Co., Inc. is GRANTED IN PART and DENIED IN PART. The motion is GRANTED to the extent it seeks dismissal with prejudice of plaintiff's claims asserted against Halcón Operating Co., Inc.; the motion is DENIED to the extent it seeks dismissal of plaintiff's claims asserted against Halcón Resources Corporation.
Wright at 737 (internal citations omitted).
