Background
Whitney Oil and Gas produces oil and gas in waters off Louisiana, while Quality Process Services supplied Whitney with contract laborers under a 2016 Master Service Agreement. QPS production operators ordinarily piloted vessels to Whitney’s offshore platforms, left the vessels, and performed production work such as reading gauges, checking pipes, and monitoring well operations. They also watched for oil sheens while traveling between platforms.
After Hurricane Ida shut down Whitney’s offshore facilities, QPS employee Wyatt Boone was operating a Whitney vessel carrying Whitney employee Kerri Espadron to authorize construction and conduct a pollution check. The vessel struck a well jacket, seriously injuring Espadron. After Espadron’s claims were settled, QPS pursued indemnity from Whitney under the MSA. Following a bench trial, the district court held that the agreement was not maritime, dismissed QPS’s indemnity claim, and later ruled that Whitney was entitled to attorney fees without fixing an amount.
The Court’s Holding
The Fifth Circuit affirmed that the MSA was not a maritime contract. Although the agreement facilitated offshore oil-and-gas production, the parties did not expect vessels to play a substantial role in completing QPS’s contracted work. The vessels principally transported operators to platforms, where they disembarked to perform nonmaritime production tasks. The operators’ piloting of those vessels was incidental to the work for which QPS was hired.
The court rejected QPS’s reliance on the MSA’s maritime choice-of-law clause, references to maritime statutes, and marine-insurance requirements because those provisions did not establish that vessels would substantially contribute to the contracted work. It also declined to base the analysis on unusual vessel use after Hurricane Ida because the parties’ ordinary expectations were clear. Louisiana law therefore applied, and the Louisiana Oilfield Anti-Indemnity Act invalidated the indemnity provision.
The court dismissed without prejudice QPS’s appeal from the attorney-fee ruling. Because the district court had found Whitney entitled to fees but had not set the amount, the fee award was not yet reviewable.
Key Takeaways
- A vessel used principally to transport oilfield workers to offshore platforms does not play the substantial role required to make a services contract maritime.
- Maritime choice-of-law language, statutory references, and marine-insurance provisions do not by themselves establish that a contract is maritime.
- An order determining entitlement to attorney fees is not reviewable until the award is reduced to a specific amount.
Why It Matters
The decision reinforces that the Fifth Circuit’s maritime-contract analysis centers on the parties’ expected use of vessels in performing the contracted work, not simply the offshore setting or the necessity of vessel transportation. Even when contractors pilot the vessels themselves, transportation that is incidental to platform-based production work remains insufficient.
That classification can determine whether an oilfield indemnity clause survives: federal maritime law would enforce the provision here, while Louisiana’s anti-indemnity statute invalidates it. The ruling also cautions parties that an unresolved fee amount generally postpones appellate review of a fee-entitlement decision.