Noble Drilling Services v. Certex USA, Inc.

Certex USA, Inc. (Certex) (defendant) had an agreement to distribute rope manufactured by Bridon International, Ltd. and Bridon-American Corporation (Bridon) (defendant). The distribution agreement between Certex and Bridon contained an arbitration clause. Noble Drilling Services, Inc. (Noble) (plaintiff) entered into a contract with Certex to purchase rope manufactured by Bridon to be used for offshore drilling rigs. Bridon and Certex allegedly represented to Noble that the rope was strong enough to withstand hurricanes. The contract entered into by Noble and Certex did not contain an arbitration clause. Certex subsequently entered into purchase-order agreements with Bridon to fulfill Certex’s contract with Noble. The purchase-order agreements between Certex and Bridon also contained an arbitration clause. Noble was not given a copy of Certex’s distribution agreement with Bridon or Certex’s purchase-order agreements with Bridon. When a hurricane struck, the rope that Noble bought failed. Noble filed suit against Certex and Bridon, claiming that Certex and Bridon misrepresented the quality of the ropes. Certex and Bridon moved to compel Noble to arbitrate its claims. The court granted the motion and dismissed the case, finding that Noble was bound by the arbitration clauses contract in Certex’s contracts with Bridon because Noble’s claims arose from Bridon’s alleged failure to perform under those contracts and because Noble benefited from those contracts. Noble appealed.