In re: In the Matter of Texas Petroleum Investment Company

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UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF LOUISIANA
IN RE: IN THE MATTER OF TEXAS 	CIVIL ACTION
PETROLEUM INVESTMENT COMPANY
NO. 24-2344
SECTION: “D” (2)
ORDER AND REASONS
Before the Court is a Motion for Summary Judgment, filed by Petitioner Texas
Petroleum Investment Company (“TPIC”).1 Claimants The Production Group, LLC
and David Hayes (“TPG Claimants”) oppose the Motion,2 and TPIC has filed a Reply.3
After careful consideration of the parties’ memoranda, the record, and the
applicable law, the Court DENIES TPIC’s Motion.
I. 	FACTUAL AND PROCEDURAL BACKGROUND4
This action for exoneration from or limitation of liability arises out of an April
10, 2024 allision involving the Vessel LA 93955 on the inland waters of Plaquemines
Parish, Louisiana.6 At all times pertinent, TPIC owned and operated South Pass 24
1 R. Doc. 81.
2 R. Doc. 85.
3 R. Doc. 86. On May 17, 2026, the Court granted in part and denied in part TPIC’s Motion for
Summary Judgment. See R. Doc. 233. In that Order and Reasons, the Court explained that it did not
address TPIC’s argument that is entitled to summary judgment on TPG Claimants’ contractual
defense and indemnity claim asserted against it, as the “Court has determined that any determination
as to the enforceability of the contractual indemnity provisions in an MSA is premature under the
LOAIA, as there has not yet been a finding of liability as to any indemnitee.” Id. at p. 18 n.99. The
Court revisits TPIC’s argument here and does not revisit any other aspect of the Motion for Summary
Judgment. See R. Doc. 81.
4 In a previous Order and Reasons, the Court recited the factual and procedural background of this
matter in detail. See R. Doc. 91. The Court therefore provides the factual and procedural background
solely as relevant to the instant Motion.
5 Vessel La 9395 is also referred to as the M/V SYDNEY. See R. Doc. 73-1 at p. 2. The Court will refer
to it as the “Vessel” throughout this Order and Reasons.
6 R. Doc. 73-1 at p. 2.
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(“SP-24”), a fixed oil and gas production platform located on the inland waters of
Plaquemines Parish, Louisiana.7 David Hayes, an employee of The Production Group,
LLC,8 and George Walcott, an employee of Taylors International Services, were
assigned to work on SP-24.9
On the morning of the incident, David Hayes and George Walcott conducted a
routine crew shift transfer.10 David Hayes operated the Vessel – a small aluminum
hull crew boat owned by TPIC – and departed from SP-24 to a dock in Venice,
Louisiana.11 George Walcott was one of the passengers in the Vessel.12 During the
voyage to Venice, the Vessel allided with a submerged obstruction in the water,
allegedly causing injuries to George Walcott.13
At the time of the allision, TPIC and The Production Group, LLC were
operating under a Master Services Agreement (“MSA”) that was executed on June 1,
2019.14 The MSA, in pertinent part, provides as follows:15
7 R. Doc. 85-1 at p. 2. More specifically, TPIC’s SP-24 is located on State Lease No. 1923 within
Louisiana’s territorial waters. Id. at p. 3.
8 The Court has previously ruled on TPG Claimants’ Moton for Partial Summary Judgment on
Borrowed Servant Status. See R. Doc. 228. 	The Court’s reference to Hayes as an employee of The
Production Group in this Order is not intended to change the Court’s ruling on Hayes’ borrowed
servant status.
9 R. Doc. 81-2 at p. 1; R. Doc. 85 at p. 2; R. Doc. 85-1 at p. 3.
10 R. Doc. 85 at p. 2.
11 R. Doc. 85 at p. 2; R. Doc. 85-1 at p. 3.
12 R. Doc. 85 at p. 2. The Court acknowledges that there were other passengers in the Vessel at the
time of the accident. Id. at pp. 2–3. The Court only references George Walcott for the sake of
convenience.
13 R. Doc. 85 at p. 3.
14 R. Doc. 81-4 at p. 2; R. Doc. 12-1.
15 It is undisputed that “TPG’s predecessor, E&H Production Group, LLC, entered into the MSA with
TPIC on June 1, 2019[]” and that “E&H Production Group, LLC was subsequently acquired by TPG.”
R. Doc. 85-1 at p. 3. Therefore, the Court, when interpreting the MSA, substitutes ES&H Production
Group, LLC with The Production Group, LLC.
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Company: TEXAS PETROLEUM INVESTMENT COMPANY
. . . .
Contractor: ES&H PRODUCTION GROUP, LLC
. . . .
WHEREAS, 	Company 	is 	engaged 	in 	the 	business 	of 	exploration,
development and operation of oil and gas wells for others, or for its own
account, or is engaged in the production of oil and gas, and in the course
of such operations regularly and customarily enters into contracts with
independent contractors for performance of service thereto; and
. . . .
11.3 This Agreement shall be governed, construed and interpreted in
accordance with the Laws of the State of Louisiana, Texas or Mississippi
as determined by where the work is performed.16
On September 26, 2024, TPIC filed a Complaint for Exoneration from or
Limitation of Liability in this Court.17 Thereafter, on March 27, 2025, TPG Claimants
filed an Amended Answer and Claim to Texas Petroleum Investment Company’s
Complaint for Exoneration from or Limitation of Liability, in which the TPG
Claimants state as follows:
The TPG Parties aver that the injuries and damages alleged by George
Walcott and Evelyn Walcott were not caused by the fault, negligence,
acts, omissions or culpable conduct of the TPG Parties, but were caused,
in whole or in part, by the faults, negligent acts, omissions or culpable
conduct of Petitioner and/or their employees, agents, servants and/or
other persons, for none of whom the TPG Parties are liable.
. . . .
16 R. Doc. 12-1 at pp. 1, 10–11, 14.
17 R. Doc. 1.
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The TPG Parties further assert that they are entitled to contractual
defense and indemnity from Petitioner pursuant to the master services
agreement dated June 1, 2019 . . . .18
On April 3, 2025, TPIC filed an Answer to TPG Claimants’ Amended Answer
and Claim, whereby TPIC denied TPG Claimants’ allegations of entitlement to
contractual 	defense 	and 	indemnity 	and 	non-contractual 	indemnity 	and/or
contribution under the MSA.19
TPIC filed the instant Motion for Summary Judgment on November 25, 2025.20
TPIC, in pertinent part,21 seeks summary judgment dismissing TPG Claimants’
claims for contractual defense and indemnity pursuant to the MSA.22 TPIC argues
that TPG Claimants’ claim for contractual defense and indemnity is prohibited under
Louisiana law, specifically the Louisiana Oilfield Anti-Indemnity Act (“LOAIA”).23
TPIC contends that the LOAIA is applicable to the instant dispute because the MSA
“is one involving the exploration and production of oil and gas from a fixed structure
situated in the State of Louisiana.”24 No exception to the LOAIA applies, according
to TPIC.25 TPIC submits that The Production Group, LLC has not paid to be named
an additional insured on TPIC’s liability insurance policy, and “[a] review of the
TPIC/TPG MSA reveals, there is no ‘Marcel’ and in fact no insuring provision
18 R. Doc. 12 at p. 13.
19 R. Doc. 13 at p. 4.
20 R. Doc. 81.
21 The Court has previously dismissed TPG Claimants’ non-contractual indemnity and/or contribution
claims in a previous Order and Reasons. See R. Doc. 233.
22 R. Doc. 81-2 at p. 1.
23 Id. at p. 3.
24 Id. at p. 7.
25 Id.
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whatsoever in the MSA whereby TPG can be named an additional insured on TPIC’s
policy . . . .”26
TPG Claimants oppose the Motion, asserting that “the [M]otion fails for two
independent reasons.”27 According to TPG Claimants:
TPIC’s motion is premature. Under Meloy v. Conoco, Inc., and consistent
with recent Eastern District of Louisiana decisions applying Meloy, an
indemnity 	provision 	cannot 	be 	voided 	under 	LOAIA 	until 	the
indemnitee’s fault has been adjudicated. No such determination has
been made here, and significant factual issues remain unresolved—
including whether David Hayes was TPIC’s borrowed servant at the
time 	of 	the 	allision, 	a 	finding 	that 	would 	directly 	affect 	whose
negligence, if any, is at issue. Until these factual matters are resolved,
any LOAIA analysis is not ripe for summary judgment.28
Therefore, according to TPG Claimants, the instant Motion should be denied.29
TPIC, in Reply, asserts that TPG Claimants’ defense of prematurity is no
longer viable under recent Louisiana Supreme Court precedent.30 Accordingly, TPIC
reiterates that it is entitled to summary judgment.31
On May 17, 2026, the Court granted in part and denied in part TPIC’s instant
Motion for Summary Judgment, finding that “that any determination as to the
enforceability of the contractual indemnity provisions in an MSA is premature under
the LOAIA, as there has not yet been a finding of liability as to any indemnitee.”32
This matter then proceeded to a bench trial on May 18, 2026.33 On the second day of
26 Id.
27 R. Doc. 85 at p. 1.
28 Id. at pp. 1–2 (citing Meloy v. Conoco, Inc., 504 So.2d 833 (La. 1987)).
29 Id. at p. 2.
30 Id. at p. 10.
31 Id. at p. 10.
32 R. Doc. 233 at p. 18 n.99.
33 R. Doc. 236.
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the bench trial, Counsel for George Walcott and Evelyn Walcott advised the Court
that George Walcott and Evelyn Walcott dismissed all claims against all parties with
prejudice in light of a settlement agreement.34 The Court inquired with the parties
with remaining claims in this matter regarding whether they desired to continue with
the trial, and all parties agreed to submit their claims on the briefs previously
submitted 	to 	the 	Court.35 The 	Court 	therefore 	reconsiders 	TPIC’s 	Motion 	for
Summary Judgment in light of the settlement reached at trial.
Subsequently, on June 10, 2026, the assigned Magistrate Judge informed the
Court that the remaining claims between TPIC, Underwriters, and Taylors have been
amicably resolved.36 Accordingly, only TPG Claimants have claims remaining in this
matter—with claims asserted against TPIC, Taylors, and the Underwriters.37 In this
Order and Reasons, the Court only addresses TPG Claimants’ claims against TPIC.38
On June 12, 2026, the Court ordered supplemental briefing on the issue of whether
TPG Claimants still have a viable claim for contractual defense and indemnity
against TPIC under Louisiana law in light of the settlement agreements announced
in this case.39
34 R. Doc. 237.
35 Id.
36 R. Doc. 238 at p. 1.
37 See R. Docs. 12 and 93.
38 The Court addresses TPG Claimants’ claims against Taylors and Underwriters in a separate
Order and Reasons. See R. Doc. 261.
39 R. Doc. 239 at p. 2.
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In TPG Claimants’ supplemental brief, TPG Claimants contend that their
contractual defense and indemnity claim against TPIC remains viable.40 In support,
TPG Claimants advise that:
TPG did not settle Plaintiffs’ claims, pay settlement consideration, or
foreclose adjudication of its own fault. Quite the opposite, Plaintiffs
dismissed 	their 	claims 	against 	TPG 	with 	prejudice, 	and 	without
receiving any compensation or consideration from TPG whatsoever.
TPIC separately resolved Plaintiffs’ claims against TPIC and Hayes,
whom this Court had already determined was TPIC’s borrowed servant.
TPG’s contractual claim against TPIC was not dismissed, released, or
compromised.
That posture distinguishes Tanksley v. Gulf Oil Corp. Tanksley bars
recovery when the party seeking indemnity settles the underlying
claims against itself and thereby prevents the no-fault determination
required by Meloy v. Conoco, Inc. TPG did not do that. Under Meloy,
Melancon v. Amoco Production Co., and American Home Assurance Co.
v. Chevron, U.S.A., Inc., the Court may determine whether TPG was
independently at fault or whether the claims against it were baseless.
Because the record contains no finding of independent TPG fault and
supports a finding that the claims against TPG were baseless, the
Louisiana Oilfield Anti-Indemnity Act (“LOAIA”) does not bar TPG’s
contractual defense claim.41
TPG Claimants argue that the Walcotts’ dismissal, with prejudice and without
consideration, of all claims asserted against TPG Claimants operates as a de facto
determination that TPG Claimants were not at fault for the April 10, 2024 allision.42
TPG Claimants further contend that “[t]o the extent anything more is required, the
Court can easily determine, on the existing record, that TPG was not independently
40 R. Doc. 246. at p. 1.
41 Id. at pp. 1–2 (citing Meloy v. Conoco, Inc., 504 So. 2d 833 (La. 1987); Tanksley v. Gulf Oil
Corporation, 848 F.2d 515 (5th Cir. 1988); Melancon v. Amoco Production Co., 834 F.2d 1238 (5th Cir.
1988); American Home Assur. Co. v. Chevron, USA, Inc., 400 F.3d 265 (5th Cir. 2005)).
42 Id. at p. 8.
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at fault and that Plaintiffs’ claims against TPG were baseless.”43 In support of their
assertion that the Court can determine TPG Claimants’ absence of fault, TPG
Claimants provide as follows:
Based on this Court’s borrowed servant ruling, Plaintiffs could not
impose liability on TPG based merely on Hayes’s operation of the vessel.
A borrowed servant becomes the employee of the borrowing employer
and is treated as the servant of the borrowing employer. Because Hayes
was TPIC’s borrowed servant, any negligence by Hayes in operating the
M/V SYDNEY is attributable to TPIC, not TPG. The only other theories
against TPG were direct negligence theories, which required Plaintiffs
to prove an independent duty owed by TPG, breach of that duty, and
causation.44
According to TPG Claimants, any direct-negligence theories asserted against them fail
because:
TPG did not own, operate, maintain, inspect, repair, equip, or control
the M/V SYDNEY. TPG did not select the route, determine who would
ride aboard, direct Hayes’s speed, navigation, lookout, use of electronics,
or maneuvering, or supervise the crew-change transit. TPG also had no
supervisor manager, or other personnel stationed in the SP-24 field
directing Hayes’s work. Those facts do not support an independent duty,
breach, or causal act by TPG.45
Thus, TPG Claimants ask the Court to find that its contractual defense and indemnity
claim against TPIC remains viable and that “TPIC owes TPG its defense costs on
account of the dismissal of all claims against TPG with prejudice but without
compensation.”46 TPG then requests “ten days to file its statement of recoverable fees
and costs, with supporting documentation and authorities.”47
43 Id.
44 Id.
45 Id. at pp. 9–10.
46 Id. at p. 10.
47 Id.
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TPIC has also filed a supplemental brief in this matter.48 TPIC contends that
the “overarching legal presence in this case is the Louisiana Oilfield Anti-Indemnity
Act (LOAIA) . . . .”49 According to TPIC, because the applicability of the LOAIA can
only be determined after a trial on the merits, TPG Claimants’ contractual defense
and indemnity claims against TPIC are no longer viable as there has been no finding
of fault on behalf of TPIC.50 Nevertheless, TPIC acknowledges that there have been
various 	cases 	addressing 	subsequent 	litigation 	in 	the 	LOAIA 	context 	where 	a
settlement is reached prior to a finding of fault at trial.51 According to TPIC, “none of
those cases, and certainly not the Louisiana Supreme Court, have deviated from the
core message of Meloy, which remains the same—no trial on the merits/no recovery.”52
Moreover, TPIC notes that although the Court has previously determined that
David Hayes was a borrowed employee of TPIC, the Louisiana Supreme Court has
found that a lending employer can be solidarily liable for the torts of a borrowed
employee under the “dual-employer” theory.53 Pursuant to this “dual-employer”
theory, TPIC argues that not only is TPIC liable for any tortious conduct of David
Hayes, but The Production Group, LLC is also solidarily liable for any tortious conduct
of David Hayes.54
48 R. Doc. 248.
49 Id. at p. 2.
50 Id. at p. 3.
51 Id.
52 Id.
53 Id. at p. 8 (citing Morgan v. ABC Manufacturing, 710 So. 2d 1077 (La. 1998)).
54 Id.
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With 	leave 	of 	Court, 	TPG 	Claimants 	filed 	a 	memorandum 	in 	reply.55
Addressing 	its 	contractual 	defense 	and 	indemnity 	claims 	against 	TPIC, 	TPG
Claimants argue that:
TPIC overextends Tanksley far beyond its holding. Meloy requires a
judicial determination of the indemnitee’s fault or lack of fault before
defense costs may be recovered; it does not create the categorical “no
verdict, no recovery” rule TPIC proposes. Tanksley applied Meloy to a
specific posture in which the party seeking indemnity settled the
underlying claim against itself and thereby avoided trial on its own
fault. TPG did not do that. TPG did not settle anything, did not
contribute anything, did not provide any release, and did not control
TPIC’s settlement with Plaintiffs, Taylors, or Underwriters. Further,
TPIC’s repeated suggestion that there was “no trial on the merits” of
TPG’s fault is bizarre. TPG was present for the recent two-day bench
trial, as were TPG witnesses that Plaintiffs subpoenaed. The fact that
Plaintiffs 	elected 	not 	to 	call 	them 	and 	released 	them 	from 	their
subpoenas does not mean TPG’s fault was not on trial. The fact that
Plaintiffs’ marine liability expert did not even mention TPG, much less
assign it fault, supports that TPG was not at fault. TPIC’s and Plaintiffs’
failure or inability to adduce evidence of TPG’s fault when they had the
opportunity does not mean the trial did not occur; it means the trial
exonerated TPG.
TPIC overextends Morgan in a different way. TPIC invokes Morgan to
attribute Hayes’s alleged fault to TPG despite the Court’s borrowed
servant ruling and the application of maritime law to the underlying
tort claims. Morgan applied Louisiana respondeat superior principles
under Civil Code article 2320. Critically, Morgan is not a maritime case,
and 	it 	does 	not 	govern 	whether 	Hayes’s 	alleged 	negligence 	is
attributable 	to 	TPG 	after 	this 	Court’s 	borrowed 	servant 	ruling.
Louisiana law may govern the contracts at issue; it does not convert
Plaintiffs’ maritime tort claims into Louisiana tort claims. This case
arises 	from 	a 	vessel 	allision 	on 	navigable 	waters. 	TPIC 	invoked
admiralty and limitation jurisdiction, and the parties stipulated to this
Court’s maritime jurisdiction in the Pretrial Order. TPIC identifies no
authority adopting Morgan’s dual-employer doctrine in a maritime case.
To the contrary, Energy XXI, GOM, LLC v. New Tech Engineering, L.P.,
recognized that, if maritime law applies, Louisiana’s dual-employer
doctrine does not.56
55 R. Doc. 252.
56 Id. at pp. 2–3 (citation modified).
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Therefore, according 	to TPG Claimants, its claim for contractual defense and
indemnity against TPIC remains viable under Louisiana law.57
Also with leave of Court, TPIC has filed a sur-reply.58 TPIC takes issue with
TPG 	Claimants’ 	interpretation 	of 	Fifth 	Circuit 	and 	Louisiana 	Supreme 	Court
caselaw, providing as follows:
TPG contends that as Morgan is not a “maritime case” it has no
relevance here. Quite the contrary. 	It is TPG who sought to and
successfully had Mr. Hayes declared to be a borrowed servant of TPIC.
It is that status which is the only foundational basis for TPG's claims for
defense and indemnity in that it is that status TPG contends immunizes
it from fault freeing it to assert its demand for Meloy indemnity.
However, Mr. Hayes' identity as a borrowed servant of TPIC arose from
his 	daily 	work 	activities 	on 	the 	TPIC 	fixed 	structure 	located 	in
Louisiana. As both Federal and Louisiana law are in sync in what
constitutes a borrowed servant, Mr. Hayes' status in that regard would
be derived from the law of Louisiana. 	If Mr. Hayes is a Louisiana
borrowed servant then, although any liability flowing through his
conduct would be characterized as a maritime tort as to TPIC and TPG,
TPIC suggests that insofar as addressing TPG's contractual claim
against TPIC, which also flows through the Louisiana borrowed servant
Mr. Hayes, his status, being founded in Louisiana State law, should also
carry with it the Rule of Morgan. That rule declares that when you have
both the borrowing, (TPIC) and lending (TPG) employers involved,
liability 	is 	shared 	equally 	by 	both. 	Thus, 	for 	that 	reason 	alone,
notwithstanding Meloy and Tanksley, TPG's claim is defeated through
its sharing of liability for Mr. Hayes' conduct.59
Thus, according to TPIC, TPG Claimants’ contractual defense and indemnity claim
should be dismissed.60
57 Id.
58 R. Doc. 257.
59 Id. at p. 3 (citation modified).
60 Id.
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II. 	LEGAL STANDARD
Summary judgment is appropriate under Federal Rule of Civil Procedure 56
“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.”61 A dispute is “genuine” if it is
“real and substantial, as opposed to merely formal, pretended, or a sham.”62 Further,
a fact is “material” if it “might affect the outcome of the suit under the governing
law.”63 	When assessing whether a genuine dispute regarding any material fact
exists, the Court considers “all of the evidence in the record but refrain[s] from
making credibility determinations or weighing the evidence.”64 While all reasonable
inferences must be drawn in favor of the nonmoving party, a party cannot defeat
summary judgment with conclusory allegations, unsubstantiated assertions, or “only
a scintilla of evidence.”65 Instead, summary judgment is appropriate if a reasonable
jury could not return a verdict for the nonmoving party.66
If the dispositive issue is one on which the moving party will bear the burden
of proof at trial, the moving party “must come forward with evidence which would
entitle it to a directed verdict if the evidence went uncontroverted at trial.”67 	The
non-moving party can then defeat summary judgment by either submitting evidence
61 FED. R. C IV. P. 56(a); Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986); Anderson v. Liberty Lobby,
Inc., 477 U.S. 242, 247 (1986).
62 Bazan ex rel. Bazan v. Hidalgo Cnty., 246 F.3d 481, 489 (5th Cir. 2001) (citing Wilkinson v. Powell,
149 F.2d 335, 337 (5th Cir. 1945)).
63 Anderson, 477 U.S. at 248.
64 Delta & Pine Land Co. v. Nationwide Agribusiness Ins. Co., 530 F.3d 395, 398-99 (5th Cir. 2008)
(citations omitted).
65 Id. (quoting Little v. Liquid Air Corp., 37 F.3d 1069, 1075 (5th Cir. 1994)) (internal quotations
omitted).
66 Id. at 399 (citing Anderson, 477 U.S. at 248).
67 Int’l Shortstop, Inc. v. Rally’s, Inc., 939 F.2d 1257, 1264-65 (5th Cir. 1991).
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sufficient to demonstrate the existence of a genuine dispute of material fact or by
“showing that the moving party’s evidence is so sheer that it may not persuade the
reasonable fact-finder to return a verdict in favor of the moving party.”68 If, however,
the nonmoving party will bear the burden of proof at trial on the dispositive issue,
the moving party may satisfy its burden by merely pointing out that the evidence in
the record is insufficient with respect to an essential element of the nonmoving
party’s claim.69 The burden then shifts to the nonmoving party who must go beyond
the pleadings and, “by her own affidavits, or by the ‘depositions, answers to
interrogatories, and admissions on file,’ designate ‘specific facts showing that there
is a genuine issue for trial.’”70
III. 	ANALYSIS
TPIC asserts that TPG Claimants’ contractual defense and indemnity claim
against it is no longer viable, as there has not been a finding of liability as to the fault
of TPIC.71 TPG Claimants, in turn, assert that under Louisiana Supreme Court and
United States Fifth Circuit jurisprudence, the settlements in this matter do not
render their contractual defense and indemnity claim against TPIC invalid.72 The
Court agrees with TPG Claimants.
68 Id. at 1265.
69 See Celotex, 477 U.S. at 322-23.
70 Id. at 324 (quoting FED. R. C IV. P. 56(e)).
71 R. Doc. 248.
72 R. Docs. 246 and 252.
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Louisiana law invalidates certain indemnity or “knock for knock” provisions
found in oil and gas contracts.73 The LOAIA, specifically La. R.S. § 9:2780, provides
as follows:
A. The legislature finds that an inequity is foisted on certain contractors
and their employees by the defense or indemnity provisions, either or
both, contained in some agreements pertaining to wells for oil, gas, or
water, or drilling for minerals which occur in a solid, liquid, gaseous, or
other state, to the extent those provisions apply to death or bodily injury
to persons. It is the intent of the legislature by this Section to declare
null and void and against public policy of the state of Louisiana any
provision 	in 	any 	agreement 	which 	requires 	defense 	and/or
indemnification, for death or bodily injury to persons, where there is
negligence or fault (strict liability) on the part of the indemnitee, or an
agent or employee of the indemnitee, or an independent contractor who
is directly responsible to the indemnitee.
B. Any provision contained in, collateral to, or affecting an agreement
pertaining to a well for oil, gas, or water, or drilling for minerals which
occur in a solid, liquid, gaseous, or other state, is void and unenforceable
to the extent that it purports to or does provide for defense or indemnity,
or either, to the indemnitee against loss or liability for damages arising
out of or resulting from death or bodily injury to persons, which is caused
by or results from the sole or concurrent negligence or fault (strict
liability) of the indemnitee, or an agent, employee, or an independent
contractor who is directly responsible to the indemnitee.74
“The term ‘agreement[]’ . . . means any agreement or understanding, written or oral,
concerning any operations related to the exploration, development, production, or
transportation of oil, gas, or water, or drilling for minerals which occur in a solid,
liquid, gaseous, or other state . . . .”75
73 A “knock for knock” provision is an “indemnity obligation in which each party is required to
indemnify the other for claims brought by its own employees.” Skipper v. A&M Dockside Repair, Inc.,
Civil Action No. 18-6164, 2019 WL 3035447, at *3 (E.D. La. July 11, 2019)(Vance, J.)(citing 1
Admiralty & Mar. Law § 5:16 (6th ed. 2018)).
74 La. R.S. §§ 9:2780(A), (B).
75 La. R.S. § 9:2780(C).
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In Meloy v. Conoco, Inc. the Louisiana Supreme Court held that, under the
LOAIA:
[T]he indemnitor’s obligation for cost of defense cannot be determined
until there has been a judicial finding that the indemnitee is liable or
that the charges against it were baseless. Whether an oil company
(indemnitee) is free from fault and thus outside the scope of the Act can
only be determined after trial on the merits.76
“Accordingly, Louisiana law generally provides that the issue of indemnity is
premature and non-justiciable until the underlying issue of liability is resolved and
the defendant is cast in judgment.”77
Nonetheless, in the LOAIA context, when a settlement occurs before a finding
of liability, the Fifth Circuit’s decisions in Tanksley v. Gulf Oil Corporation78 and
American Home Assurance Company v. Chevron, USA, Inc.79 must be considered.
Another Section of this Court has provided an instructive analysis of those two cases,
providing the following:
In Tanksley, Chevron sought indemnity from its contractor, Services,
Equipment and Engineering, Inc. (“SEE”), related to injuries suffered
by an SEE employee, Wayne Tanksley, while working on a Chevron
platform. While Chevron's claim against SEE was pending appeal,
Chevron and Tanksley agreed to a settlement without SEE. Despite
settling Tanksley's claims, Chevron sought trial on its fault in order to
prove its lack of liability and thereby qualify for indemnification from
SEE under the LOIA.80 The Fifth Circuit determined Chevron was not
entitled to an adjudication of its fault because it voluntarily foreclosed
such a determination by settling with Tanksley. Without a finding that
76 Meloy v. Conoco, Inc., 504 So. 2d 833, 839 (La. 1987).
77 Lexington Ins. Co. v. St. Bernard Parish Government, 548 Fed. Appx. 176, 180 (5th Cir. 2013)(citing
Meloy, 504 So. 2d at 839; Mossy Motors, Inc. v. Cameras Am., 898 So.2d 602, 607 (La. Ct. App. 4th Cir.
2005)).
78 848 F.2d 515 (5th Cir. 1988).
79 400 F.3d 265 (5th Cir. 2005).
80 That court referred to the Louisiana Oilfield Anti-Indemnity Act as LOIA. This Court refers to the
Act as LOAIA.
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Chevron 	was 	free 	from 	fault, 	the 	LOIA 	nullified 	Chevron's
indemnification rights.
. . . .
In American Home [Assurance] Company v. Chevron, USA, Inc., the
Fifth Circuit again considered the LOIA's effect after a settlement. But
instead of a settlement between the indemnitee and the underlying
plaintiff, as in Tanksley, the settlement in American Home Insurance
Company was between the indemnitor oilfield contractor (M-I) and the
underlying plaintiff (Blackmon) after M-I agreed to assume the defense
of the indemnitee oil companies (Chevron and Halliburton). Following
settlement between M-I's insurance company (AIG) and Blackmon, AIG
sued Chevron and Halliburton to recover its expenditures. The district
court ruled in favor of Chevron and Halliburton at summary judgment,
reasoning that the LOIA did not void the indemnity provisions between
the oil companies and M-I because the LOIA only intervenes to nullify
an indemnification provision when the indemnitee is adjudicated at
fault.
On appeal, the Fifth Circuit instead found that, for the LOIA to have the
protection legislatively intended, the contractor must be afforded an
opportunity to demonstrate that the indemnity agreements invoked by
the oil companies to defeat the contractor's reimbursement claim are
void 	under 	the 	Act 	because 	of 	the 	negligence 	or 	fault 	of 	the 	oil
companies. Thus, the Fifth Circuit found, the district court should have
permitted further litigation between AIG and the oil companies to
determine if the oil companies were at fault and, consequently, whether
the LOIA voided the indemnity provisions.81
Neither Tanksley nor American Home Assurance Company addresses the precise
scenario before this Court: where an indemnitee (i.e., TPIC) settles with Plaintiffs
(i.e., George Walcott and Evelyn Walcott) in the midst of trial, the remaining parties
are offered the opportunity to continue with the trial but each agree to proceed on the
briefs and record evidence, and then the contractor (i.e., The Production Group, LLC)
seeks to enforce its contractual defense and indemnity claims against the indemnitee
81 Matter of Offshore Oil Services, Inc., Civil Action No. 21-1522, 2024 WL 4626206, at *2 (E.D. La.
Oct. 30, 2024)(Papillion, J.)(citation modified).
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(i.e., TPIC). But Tanksley is close. The only difference between Tanksley and the
instant matter is the party seeking to enforce its indemnification rights. Similar to
Chevron in Tanksley, TPIC has settled with the Plaintiffs. Unlike Chevron in
Tanksley, however, TPIC does not seek indemnification from its contractor, The
Production Group, LLC. Instead, it is the contractor (i.e., The Production Group, LLC)
that seeks to enforce its indemnification rights against TPIC.
Despite the slight difference in this matter’s posture, the Court still finds the
instant matter falls under Tanksley’s purview.82 The Fifth Circuit has explained the
rationale of Tanksley:
In Tanksley, this court held that an oil company cannot invoke an
indemnification agreement with a contractor after settling an injured
worker's claims because, by settling, the oil company foreclosed its
opportunity to have a court determine that it was free from fault. The
Tanksley 	holding 	furthers 	the 	aims 	of 	the 	LOAIA 	by 	protecting
contractors from having to litigate an oil company's fault when the oil
company had an opportunity to adjudicate the matter in the previous
underlying action. Furthermore, because the indemnification provision
at issue in Tanksley was declared null and void, there was no risk that
the oil company could shift liability for its own negligence to the
contractor. Thus, Tanksley is consistent with the object of the LOAIA . .
. .83
Considering the above rationale of Tanksley, the Court finds that TPG Claimants’
contractual defense and indemnity claim against TPIC remains viable despite the
settlement agreements in this matter.
82 See Matter of Offshore Oil Services, Inc., 2024 WL 4626206, at *3 (“Thus, because the facts of this
case align with those in Tanksley and are distinguishable from the settlement arrangement
in American Home, this Court must follow Tanksley.”).
83 American Home Assur. Co., 400 F.3d at 270 (citing Tanksley, 848 F.2d 515).
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The Court determines that this finding is appropriate for several reasons. As
an initial matter, “TPG did not settle Plaintiffs’ claims, pay settlement consideration,
or foreclose adjudication of its own fault.”84 Second, this Court’s holding furthers the
purpose of the LOAIA. As explained by the Fifth Circuit:
The LOAIA was also enacted to protect oilfield workers . . . . It is
universally known that the exploration for oil, gas and other minerals is
extremely hazardous. Any action which might have a substantial effect
on safety in that setting finds an instant audience. So it is with the
Oilfield Indemnity Act of 1981. It prevents one from requiring another
to indemnify one's own negligence or fault. If a person is permitted to
insulate himself from his own negligence, the motivation to institute and
enforce safe work practices and conditions is at best attenuated. One
who remains liable and exposed for his own negligence is more likely to
act with care. This Act is a rational attempt to improve oilfield safety.85
If this Court were to find, by virtue of TPIC’s settlement with Plaintiffs, that TPG
Claimants no longer had a viable contractual defense and indemnity claim against
TPIC, the fundamental purpose of the LOAIA would be frustrated. TPIC, along with
other oil and gas companies, would be free to settle with Plaintiffs and leave
contractors (i.e., The Production Group, LLC) without any recourse, bearing the costs
of litigation. In essence, this would allow oil and gas companies to avoid their
contractual obligations to independent contractors by virtue of settling with third
parties, such as Plaintiffs.
Such “end run around the LOAIA”86 is further exacerbated by the Court’s prior
finding that David Hayes, a payroll employee of The Production Group, LLC, was a
84 R. Doc. 246 at p. 1.
85 American Home Assur. Co., 400 F.3d at 269 (citation modified).
86 Id. at 270.
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borrowed servant of TPIC.87 Pursuant to the Court’s prior ruling, TPIC is liable for
any tortious conduct attributable to David Hayes. Allowing TPIC to avoid its
contractual defense and indemnity obligations to The Production Group, LLC, based
on the fault of TPIC’s own borrowed employee, would allow TPIC to “insulate [itself]
from [its] own negligence,”88 thereby reducing the oil and gas company’s “motivation
to institute and enforce safe work practices and conditions . . . .”89 Such a result would
be inconsistent with the LOAIA. The Court therefore finds that TPG Claimants’
contractual defense and indemnity claim against TPIC is still viable under the
LOAIA.
Having found that TPG Claimants’ contractual defense and indemnity claim
against TPIC remains viable and noting that TPIC is liable for the tortious conduct
of David Hayes as its “borrowed employee,” the Court next addresses whether The
Production Group, LLC can be held liable for the tortious conduct of David Hayes, its
payroll employee.90 In a previous Order and Reasons, the Court found that Louisiana
law applies to the instant MSA regardless of whether the MSA was classified as non-
maritime or maritime.91 Accordingly, the Court applies Louisiana law.
In Morgan v. ABC Manufacturer, the Louisiana Supreme Court established
the “dual employer” doctrine, finding that “where a general employer is engaged in
the business of hiring out its employees under the supervision of another employer,
87 R. Doc. 228.
88 American Home Assur. Co., 400 F.3d at 269 (citation modified).
89 Id. (citation modified).
90 For the remainder of the Order and Reasons, the Court intentionally distinguishes between The
Production Group, LLC and David Hayes as opposed to “TPG Claimants.”
91 See R. Doc. 233.
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the general employer remains liable for the torts of the ‘borrowed’ employees.”92
“Under this doctrine, the general employer remains liable for its employee's torts even
if it does not control the employee's work because its business is furthered when it
loans out its employee.”93 As explained by another Section of this Court:
Morgan held that when loaned employees are the temporary services
provider's stock in trade, the general employer will remain liable for the
torts of the borrowed employee. Liability remains with the general
employer when a significant feature of its business is to pass control of
the details of the work to its customers and it retains ultimate and
overriding authority over its loaned workers. When both employers
contemporaneously control and benefit from the loaned worker's liability,
both will be held liable under the Dual employer doctrine.94
Here, the record clearly establishes that The Production Group, LLC is a payroll
staffing company that is engaged in hiring out its employees under the supervision
of another employer.95 Indeed, a significant feature of The Production Group, LLC’s
business is to pass control of the supervision of its payroll employees to its customers,
in this case, TPIC.96 Accordingly, because the record establishes that The Production
Group, LLC and TPIC contemporaneously benefited from David Hayes’ assignment
to SP-24, the Court finds that both The Production Group, LLC and TPIC can be
liable for the negligence of David Hayes in this matter.
92 Morgan v. ABC Manufacturer, 710 So.2d 1077, 1078 (La. 1998).
93 Parkman v. W&T Offshore, Inc., 675 F.Supp.3d 684, 697 (M.D. La. 2023)(citing Morgan, 710 So.2d
at 1083).
94 Delozier v. S2 Energy Operating, LLC, 498 F.Supp.3d 884, 895 (E.D. La. 2020)(Morgan, J.)(citation
modified).
95 See generally, R. Doc. 228; see also R. Doc. 222 at p. 2 (“TPG is a staffing company that supplied
production operators, including Hayes, to TPIC.”).
96 See R. Doc. 222 at p. 2.
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To the extent that The Production Group, LLC relies on Energy XXI, GoM, LLC
v. New Tech Engineering, L.P.97 for the proposition that “if maritime law applies,
Louisiana’s dual-employer doctrine does not[,]” the Court is unpersuaded due to the
distinguishable 	nature 	of 	Energy 	XXI, 	GoM, 	LLC.98 	In 	that 	case, 	that 	court
determined that the pertinent Master Service Agreement was a maritime contract,
and therefore, federal maritime law governed the agreement.99 Here, as noted above,
the Court has determined that Louisiana law applies to the instant MSA regardless
of whether the MSA was classified as non-maritime or maritime.100 To be clear,
however, “[t]he analysis for determining whether general maritime law applies to the
Plaintiffs’ tort claim based on respondeat superior liability for [] alleged negligence is
identical to the analysis for determining whether federal admiralty jurisdiction exists
over the claim.”101 Because “[i]njuries sustained by workers during transfers between
a fixed platform and a vessel in navigable waters have been held to be neither
potentially disruptive to maritime commerce nor substantially related to traditional
maritime activity[,]” the MSA would not be classified as maritime in nature.102
97 787 F.Supp.2d 590 (S.D. Tex. Apr. 15, 2011).
98 R. Doc. 252 at p. 3 (citing Energy XXI, GoM, LLC, 787 F.Supp.2d at 620–21).
99 Energy XXI, GoM, LLC, 787 F.Supp.2d at 605 (“[T]he court concludes that the contract at issue is a
maritime contract. Thus, federal maritime law applies . . . .”).
100 See R. Doc. 233.
101 Delozier, 498 F.Supp.3d at 895 (citing Hamm v. Island Operating Co., Inc., 450 Fed.Appx. 365, 368
(5th Cir. 2011)).
102 Id. (citing Hufnagel v. Omega Serv. Industries, Inc., 182 F.3d 340, 349 (5th Cir. 1999); Exploration
& Production, Inc., 308 F.Supp.3d 878, 890 (E.D. La. 2018)). Notably, this finding does not deprive
this Court of subject matter jurisdiction. See, e.g., Recar v. CNG Producing Co., 853 F.2d 367, 370 (5th
Cir. 1988)(finding that the Outer Continental Shelf Lands Act can “invest[] [a] district court with
original federal question jurisdiction.”).
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Accordingly, 	insofar 	as 	TPG 	Claimants 	assert 	that 	the 	“dual-employer”
doctrine is inapplicable based on Energy XXI, GoM, LLC, the Court disagrees as
general maritime law does not govern the MSA. Instead, the Court has determined
that Louisiana law applies either through the Outer Continental Shelf Lands Act or
from Book IV of the Louisiana Civil Code for the reasons set forth in its May 17, 2026
Order and Reasons.103 This Court agrees with another Section of this court in a nearly
identical scenario which found that Louisiana’s “dual-employer” doctrine applies.104
This Court finds similarly.
IV. CONCLUSION
For the above reasons,
IT IS HEREBY ORDERED that TPIC’s Motion for Summary Judgment is
DENIED.
IT IS FURTHER ORDERED that TPIC and TPG Claimants confer among
themselves to determine whether the parties are able to reach a stipulation as to the
allocation of fault between the two parties. TPIC and TPG Claimants shall advise the
Court whether or not a stipulation as to the allocation of fault between the parties
has been reached on or before August 14, 2026. If the parties are able to reach such
a stipulation, they are to file the stipulation into the record by the above date. If the
parties are unable to reach an agreement or stipulation as to the allocation of fault,
103 See R. Doc. 233.
104 See Delozier, 498 F. Supp. 3d at 895 (finding that the accident at issue was not subject to admiralty
jurisdiction and that Louisiana’s “dual-employer” doctrine applies in a case involving injuries to a crew
boat operator sustained while the operator transferred from a crew boat to a fixed drilling platform).
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they are to notify the Court by sending an email to efile-Vitter@laed.uscourts.gov by
the above date. If the Court is advised by the parties that they were unable to agree
to a stipulation, the Court will determine the percentage of fault between TPIC and
TPG Claimants based on the record and the evidence presented at trial.
New Orleans, Louisiana, July 31, 2026.
______________________________
WENDY B. VITTER
United States District Judge
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