Asoma Corp. v. SK Shipping
DMC Category Rating: Confirmed
This case note has been contributed by the New York firm Blank Rome LLP. With effect from 1 October 2006, Healy & Baillie has combined its practice with Blank Rome LLP, and Blank Rome is now the International Contributor to this website for the United States.
In January 2000, Macsteel Far East sold the steel coils to Asoma, with payment conditioned on the production of, inter alia, a full set of clean on board bills of lading.
SK Shipping issued twelve bills of lading to Yieh Loong as the shipper of the steel. The consignee was designated "To Order." The bills of lading designated the Seoul District Court as the proper forum for resolving all disputes concerning the goods. The front of each bill of lading also stated that freight was "Payable As Per Charter Party."
Asoma claimed that sometime after Yieh Loong delivered the steel coils onto the M/V "Faros", but before the steel coils were delivered in the United States, the cargo was damaged by seawater.
In February 2001, MUR London executed an Assignment, Ratification and Nomination which nominated Asoma as the charterer under the charter party, assigned all MUR London’s rights under the charter party to Asoma, and ratified Asoma’s impending litigation against SK Shipping.
Asoma filed suit against SK Shipping, Pelagos and Columbia in the District Court for the Southern District of New York. The defendants moved [applied to the court] to dismiss the case, seeking to enforce the Seoul forum selection clause in the bills of lading. The District Court granted the defendants’ motion [application]. Asoma filed an appeal to the Second Circuit Court of Appeals
In discussing the lower court’s analysis, the Second Circuit stated, "[t]he [district] court … apparently believed that when a charterer negotiates a contract with the owner of a vessel, chartering the vessel to carry cargo, the terms of that contract will not apply as between those parties unless the charterer itself consigns the goods to the carrier. There is no such rule…Such a rule would have no logical justification." Thus, the Second Circuit reversed the decision of the District Court and remanded the case to it, in so far as Asoma’s claim against SK Shipping was concerned.
In regard to Asoma’s claim against Pelagos and Columbia, the Second Circuit affirmed the District Court’s decision stating that, since Pelagos and Columbia were not parties to the charterparty, the bill of lading (and its Seoul forum selection clause) was the operative document governing the relationship between those parties and Asoma.
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