In re Trico Iron Co., L.L.C.

Trico Iron Company, L.L.C. (Trico) (defendant) contracted with Cargill Incorporated (plaintiff) to purchase 35,000 tons of iron. Under the agreement, Cargill initially purchased the iron from a third party in Brazil and arranged for it to be shipped to New Orleans. The contract declared that the iron was to be delivered to “Destination New Orleans CIFFO.” Title to the iron passed from Cargill to Trico once the iron arrived in New Orleans, but Trico did not have physical possession of the iron at this point. Rather, Trico arranged to have independent intermediaries—called stevedores—transport the iron from New Orleans to Trico’s facility in Decatur via barges. Trico was responsible for the freight charges involved in this transportation. Trico was also responsible for loading the iron in New Orleans and unloading it in Decatur. Trico also assumed the risk of loss of the iron once it reached New Orleans. However, the stevedores did not act as Trico’s representatives—rather, they were mere intermediaries tasked with physically delivering the iron to Trico in Decatur. While the iron was on its way to Decatur, Trico became insolvent and filed for bankruptcy. In response, Cargill attempted to exercise its right to stop delivery of the iron. Cargill filed an action in bankruptcy court to determine its rights under the contract and moved for summary judgment against Trico, arguing it had the right to refuse delivery of the iron to Trico. Trico, in opposition, argued that the receipt of the iron took place upon its arrival in New Orleans due to the contract’s declaration that the iron was to be delivered to “Destination New Orleans CIFFO.”