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Click here for the full text of this decision FACTS:Production Management Industries (PMI) provided labor and support services for the oil and gas industry. PMI contracted with several oil companies, including Chevron U.S.A. and Matrix Oil and Gas Co., to provide transportation from PMI workers from the shore to rigs off the Louisiana coast. The oil companies, in turn, contracted with SEACOR Marine Inc. to supply vessels to transport both the PMI employees and supplies. Through direct contracts and subcontracts, SEACOR signed “blanket time-charter agreements” with Chevron and Matrix for the vessels. Since it knew it would transporting PMI employees on these vessels, SEACOR also contacted PMI and insisted that it would not transport PMI employees until PMI signed a “Vessel Boarding and Utilization Agreement Hold Harmless” (VBA). The agreement stated that in exchange for ferrying the PMI employees, PMI would name SEACOR as an additional insured under PMI’s comprehensive general liability policy with waiver of subrogation rights and deletion of the policy’s watercraft exclusion. Two PMI employees being carried to a Matrix oil platform were injured on Dec. 15, 2000. Another PMI employee was injured on his way to a Chevron platform on Feb. 1, 2001. The three PMI employees brought separate suits against SEACOR. In all three cases, SEACOR filed third-party complaints against both PMI and PMI’s insurer. The employees all settled, so SEACOR’s third-party claims went to trial on the issue of whether the VBA was supported by adequate consideration and enforceable. One district court said the VBA was not supported by adequate consideration; one district court said it was; and a third did not reach the issue. The cases were consolidated on appeal. PMI’s insurer, Gray Insurance Co., argues on appeal that because of the blanket charter agreements with the oil companies PMI’s employees would have received transportation from SEACOR even if the VBA was not signed. This was pre-existing duty, according to Gray, so there was no valid consideration. HOLDING:Affirmed in part; vacated and remanded in part. The court notes that courts are loath to use the pre-existing duty if even minimal consideration supports the contract. The court finds that even if a contract does not require any performance that would not have been done in the absence of the contract, as long as the contracting parties gain some legally enforceable right as a result of the contract that they previously did not have, there is adequate consideration. “In the cases before us, even if SEACOR owed a duty to Chevron and Matrix to transport PMI employees under SEACOR’s agreements with those oil companies, SEACOR owed no legally enforceable duty to PMI to do so. If SEACOR chose to prevent PMI employees from boarding its vessels, only the oil companies had a remedy against SEACOR. With the creation of the VBA, however, PMI had a distinct, legally enforceable right to board SEACOR’s vessels. This is sufficient consideration to form a contract.” In light of this ruling, the court also rules that though the applicable insurance policy is “somewhat ambiguous,” it did provide SEACOR with additional insured status. The court observes, however, that the watercraft exclusion was not deleted. Therefore, the additional insured status is irrelevant and the watercraft exclusion plainly excludes coverage to SEACOR. SEACOR cannot avoid this finding because it can neither satisfy the test for misrepresentation or equitable estoppel. OPINION:Davis, J.; King, C.J., Higginbotham and Davis, JJ.

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