FERMIN et al v. INDUSTRIAL AUTOMATION CONTROL LLC et al
OPINION. Signed by Judge Susan D. Wigenton on 5/23/17. (sr, )
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NOT FOR PUBLICATION
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF NEW JERSEY
JOSE FERMIN AND JUAN CARLOS
Civil Action No: 16-2731-SDW-LDW
INDUSTRIAL AUTOMATION CONTROL
LLC AND HOWMEDICA OSTEONICS
May 23, 2017
WIGENTON, District Judge.
Before this Court is Defendant Howmedica Osteonics Corp.’s (“Howmedica”) Motion for
Judgment on the Pleadings pursuant to Federal Rule of Civil Procedure 12(c) directing Defendant
Industrial Automation Control LLC (“Industrial”) to indemnify and hold Howmedica harmless in
this action. Jurisdiction is proper pursuant to 28 U.S.C. §§ 1331 and 1367. Venue is proper
pursuant to 28 U.S.C. § 1391. This opinion is issued without oral argument pursuant to Federal
Rule of Civil Procedure 78. For the reasons stated herein, the Motion for Judgment on the
Pleadings is GRANTED.
BACKGROUND AND PROCEDURAL HISTORY
Plaintiff Jose Fermin resides in Paterson, New Jersey and was employed by Industrial from
the summer of 2004 until September 17, 2014. (Am. Compl. ¶¶ 1, 7.) Plaintiff Juan Carlos Fermin
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resides in Bronx, New York and was employed by Industrial from the summer of 2005 until
September 17, 2014. (Id. ¶¶ 2, 8.) While employed by Industrial, Plaintiffs were assigned to work
at a Howmedica facility in Mahwah, New Jersey, during which time Plaintiffs allege that they
worked in excess of forty hours a week but were not paid overtime. (Id. ¶¶ 9, 10, 12.)
On May 13, 2016, Plaintiffs brought suit against Defendants pursuant to the federal Fair
Labor Standards Act (“FLSA”), 29 U.S.C. § 201 et seq., and the New Jersey Wage and Hour Law
(“NJWHL”), N.J. Stat. Ann. §§ 34:11-56a to -56a30, for Industrial’s failure to compensate them
in accordance with federal and state overtime laws and regulations. (Id. ¶¶ 19-20.) Plaintiffs filed
an Amended Complaint on March 30, 2017.
Defendant Howmedica filed its answer on April 11, 2017, and pled that it had entered into
an Independent Contractor Agreement with Industrial (the “Agreement”) on or about June 25,
2010, pursuant to which, Industrial “deployed its employees to provide services at Howmedica’s
New Jersey facility.” (Dkt. No. 46 at 7.) Paragraph 4(d) of the Agreement provides that
Industrial’s “actions and performance of Services are and shall be in full compliance with all
applicable federal, state, and local laws, statutes, acts, ordinances, rules, codes, standards and
regulations.” (Dkt. No. 46-1 ¶ 4(d).) The Agreement further provides that Industrial would
“indemnify and hold [Howmedica] harmless from any and all costs, expenses, claims or liabilities
relating to the actions of, or injuries to, [Industrial], or arising out of [Industrial’s] breach of its
representations and warranties or failure to perform [Industrial’s] obligations under this
Agreement.” (Id. ¶ 7.) The Agreement also expressly states that “[a]ny person employed by
[Industrial] to perform hereunder shall not be deemed to be an employee of [Howmedica] . . ..”
(Id. ¶ 5(a).)
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Howmedica filed the instant motion on April 19, 2017 and Plaintiffs filed their opposition
on May 1, 2017. Howmedica’s reply brief was due May 8, 2017, but was not filed until May 19,
2017, four days after the motion return date.
When examining a motion for judgment on the pleadings under Fed. R. Civ. Proc. 12(c),
the court examines the pleadings in the same manner as it would a Rule 12(b)(6) motion to dismiss.
Rosenau v. Unifund Corp., 539 F.3d 218, 221 (3d Cir. 2008). The court must “view the facts
presented in the pleadings and the inferences to be drawn therefrom in the light most favorable to
the nonmoving party.” Id. Judgment may only be granted if “the movant clearly establishes that
no material issue of fact remains to be resolved and that he is entitled to judgment as a matter of
law.” Id. The court may rely only on the pleadings and documents integral to or relied on by the
complaint. Mele v. Federal Reserve Bank of N.Y., 359 F.3d 251, 256 n. 5 (3d Cir. 2004).
Therefore, this Court must review the Agreement between Industrial and Howmedica. Lum v.
Bank of Am., 361 F.3d 217, 222 n. 3 (3d Cir. 2004).
The question before this Court is strictly a legal one – whether or not the contractual language
of the Agreement requires Industrial to indemnify Howmedica. See Jacobs Constructors, Inc. v.
NPS Energy Serv., Inc., 264 F.3d 365, 371 (3d Cir. 2001) (stating that the “construction of an
indemnity contract is a question of law for the court to decide”). Here, the language of the
Agreement is clear and unambiguous and will “be given its plain and ordinary meaning.” Visiting
Nurse Ass’n v. St. Paul Fire Ins. Co., 65 F.3d 1097, 1100 (3d Cir. 1995). Industrial was Plaintiffs’
employer during the period in question. The terms of the Agreement make Industrial responsible
for complying with federal and state overtime laws for its employees. Industrial agreed to
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indemnify Howmedica for “any and all costs, expenses, claims or liabilities relating to the actions
of, or injuries to, [Industrial], or arising out of [Industrial’s] breach of its representations and
warranties or failure to perform [Industrial’s] obligations under” the Agreement. (Dkt. No. 46-1
¶ 7.) If Plaintiffs were not properly paid overtime, Industrial has breached its obligations and must
indemnify Howmedica in this action under the clear terms of the Agreement. 1 Therefore, this
Court will grant Howmedica’s motion.
For the reasons set forth above, Defendant Howmedica’s Motion for Judgment on the
Pleadings is GRANTED. An appropriate order follows.
___/s/ Susan D. Wigenton_____
SUSAN D. WIGENTON, U.S.D.J.
Leda D. Wettre, U.S.M.J.
This Court finds no merit in Plaintiffs’ argument that Howmedica is equally liable as a “joint employer” or that
Howmedica is seeking “indemnification for its own negligence.” (Pls.’ Opp. Br. 10-11.) This issue here is strictly if
Plaintiffs were paid for overtime – and as employees, their payment flowed through Industrial.
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