## Facts

- Agrico Chemical Company manufactured and shipped 32% liquid nitrogen fertilizer (urea ammonium nitrate, UAN).
- Agrico contracted with Brent Towing Co., Inc. to provide marine services and equipment to transport Agrico’s products on an ongoing basis.
- For an initial shipment of over 5,000 tons from near Tulsa, Oklahoma to Westwego, Louisiana, Brent supplied two barges and hired Logicon’s towboat (later M/V Ben W. Martin) on a mills-per-ton-mile basis.
- Brent characterized its agreement with Agrico as a contract of affreightment rather than a charter.
- When Agrico requested an additional 3,000 tons, Brent obtained space on Logicon’s barge, Logicon 2702, which had previously carried diesel fuel and was not newly surveyed or specially inspected for carriage of UAN before loading.
- A barge loaded with UAN capsized, resulting in cargo loss.
- Agrico sued the vessel interests; the transport participants conceded liability to Agrico but disputed allocation of responsibility between Brent and Logicon/vessel interests.

## Issues

1. Whether the contractual arrangement constituted a bareboat/demise charter (requiring complete transfer of possession, command, and navigation) or another relationship affecting responsibility for seaworthiness and operations.
2. Whether the district court erred by misconstruing the contractual relationships and assigning sole responsibility to Brent.
3. How fault should be allocated under general maritime law where multiple parties’ negligence contributed to a cargo loss.

## Decision

- The Fifth Circuit held the district court misconstrued the parties’ contractual relationships.
- The court found both Brent and Logicon/vessel interests negligent in acts or omissions contributing to the capsize and cargo loss.
- The court apportioned liability equally (50%/50%) between Brent and Logicon/vessel interests.
- The case was remanded for further proceedings consistent with equal apportionment.

## Legal Principles

- A bareboat/demise charter exists only with a complete transfer of possession, command, and navigation; absent that transfer, the owner/operator retains significant operational responsibility, including duties tied to vessel condition and carriage.
- A contract of affreightment obligates the carrier/arranger to provide transportation but does not, by itself, make the contractor the vessel’s owner pro hac vice as to an independently supplied barge.
- In cargo-loss disputes involving multiple maritime actors, liability may be allocated by comparative fault when each party’s negligence is a contributing cause.
- Ryan-style implied indemnity is closely associated with the stevedore–shipowner context and the vessel owner’s nondelegable seaworthiness liability; it does not automatically displace comparative fault allocation among non-stevedoring maritime contractors.

## Conclusion

The Fifth Circuit rejected treating the transport arrangements as placing all responsibility on Brent, held that both Brent and the vessel interests contributed to the loss through negligence, and required equal apportionment of the cargo-loss liability on remand.


Agrico Chem. Co. v. M/V Ben W. Martin, 664 F.2d 85 (5th Cir. 1981)