No Coverage for Second Lawsuit Alleging Acts that Correlate to Acts Alleged in Earlier Lawsuit Predating Claims-Made Policy Period
A federal district court, applying Florida law, has held that an insurer owed no duty to defend or indemnify its insured because the acts giving rise to the underlying litigation were related to earlier litigation that predated the claims-made policy period. Datamaxx Applied Tech., Inc. v. Chubb Custom Ins. Co., 2021 WL 4166740 (M.D. Fla. Sept. 13, 2021).
The insured, a technology company providing products and services to the law enforcement, criminal justice, public safety, and security industries, entered into a license agreement in which it agreed to use the claimant’s patented code to make and sell a jointly-developed product called Greenlight. In September 2013, the claimant sued the insured for allegedly violating the license agreement by using the claimant’s code to develop its own competing product called Omnixx+. The claimant alleged that the insured had breached the license agreement by failing to properly brand the Omnixx+ product as using the Greenlight technology and failing to pay the claimant for using Greenlight in the Omnixx+ product under the license agreement. Ultimately, the parties settled the litigation. However, in October 2018, the claimant sued the insured a second time, alleging that the insured had again breached the terms of the license agreement, as well as the first settlement agreement, by creating and marketing a new product with functions indistinguishable from those provided by Greenlight. The parties settled the second litigation in January 2020.
The insured tendered the second lawsuit to its insurer. The policy did not apply to loss “in connection with an act, if such act also correlates with any claim deemed to have been made before the beginning of the policy period.” The policy defined “act” to include “all correlated acts, errors or omissions and all series of continuous or repeated acts, errors or omissions.” The insurer denied coverage because the second lawsuit related back to the first lawsuit, and was thus not a claim first made during the policy period. In the subsequent coverage litigation that followed, both the insured and the insurer moved for summary judgment.
The court ruled in favor of the insurer and concluded that the second lawsuit correlated to the acts at issue in the first lawsuit, such that the second lawsuit was not covered under the policy because it was deemed to have been made before the beginning of the policy period. Although the policy did not define the term “correlate,” the court found that it was synonymous with “relate,” which Eleventh Circuit precedent holds to be unambiguous and encompassing both logical and causal connections. The court rejected the insured’s attempts to distinguish the two lawsuits, finding the distinctions “insignificant” because the policy language required the court to instead look at the acts underlying the two lawsuits, both of which involved the insured’s improper use of the Greenlight code in its own, competing product. Even though the products themselves differed, the court found that the acts were essentially the same. At the very least, the court determined that the insured’s violations of the license agreement before and during the negotiation of the first settlement constituted continuous or repeated acts. The court further concluded it “would simply defy logic to conclude that those claims are not related” because the second lawsuit alleged a breach of the settlement of the first lawsuit.
The court similarly rejected the insured’s attempts to invoke the reasonable expectation doctrine, noting that Florida law does not recognize this doctrine. Finally, the court denied the insured’s attempts to assert promissory estoppel because the insured could not establish that it had reasonably relied on any representation of coverage by the insurer.
不承保第二次诉讼指称的行为与索赔提出的保单期之前的较早诉讼中指称的行为相关
一家联邦地区法院运用佛罗里达州的法律裁定，保险公司没有义务为其被保险人辩护或赔偿其被保险人，因为引发潜在诉讼的行为与索赔提出的保单期之前的早期诉讼有关。 Datamaxx Applied Tech., Inc. 诉 Chubb Custom Ins。 Co.，2021 WL 4166740（佛罗里达州医学博士，2021 年 9 月 13 日）。
被保险人是一家为执法、刑事司法、公共安全和安保行业提供产品和服务的技术公司，签订了一项许可协议，同意使用索赔人的专利代码制造和销售一种名为绿灯。 2013 年 9 月，索赔人起诉被保险人涉嫌违反许可协议，使用索赔人的代码开发自己的竞争产品 Omnixx+。索赔人声称，被保险人未能正确地将 Omnixx+ 产品标记为使用 Greenlight 技术，并且未能根据许可协议向索赔人支付在 Omnixx+ 产品中使用 Greenlight 的费用，从而违反了许可协议。最终，双方和解了诉讼。然而，在 2018 年 10 月，索赔人第二次起诉被保险人，声称被保险人再次违反许可协议和第一份和解协议的条款，制造和销售功能与提供的产品没有区别的新产品。通过绿光。双方于 2020 年 1 月和解了第二次诉讼。
被保险人将第二次诉讼提交给其保险人。该政策不适用于“与行为有关的损失，如果该行为也与被视为在保单期开始之前提出的任何索赔有关”。该政策将“行为”定义为包括“所有相关的行为、错误或遗漏以及所有一系列连续或重复的行为、错误或遗漏”。保险公司拒绝承保，因为第二起诉讼与第一起诉讼有关，因此不是在保单期内首次提出的索赔。在随后的保险范围诉讼中，被保险人和保险人都提出了简易判决。
法院作出有利于保险人的裁决，并得出结论认为，第二次诉讼与第一次诉讼中的争议行为相关，因此第二次诉讼不包括在保单范围内，因为它被认为是在保单开始之前提出的时期。尽管该政策没有定义“相关”一词，但法院认为它是“相关”的同义词，第十一巡回法院的先例认为这是明确的，并且包含逻辑和因果关系。法院驳回了被保险人对两起诉讼进行区分的尝试，认为这些区别“无关紧要”，因为保单语言要求法院转而关注两起诉讼背后的行为，这两起诉讼都涉及被保险人在其诉讼中不当使用 Greenlight 代码。自己的，竞争产品。尽管产品本身不同，但法院认为行为基本相同。至少，法院认定被保险人在第一次和解谈判之前和期间违反许可协议的行为构成连续或重复行为。法院进一步得出结论，它“将简单地违反逻辑得出结论认为这些索赔不相关”，因为第二起诉讼指控违反了第一起诉讼的和解。
法院同样驳回了被保险人援引合理预期原则的尝试，并指出佛罗里达州法律不承认这一原则。最后，法院驳回了被保险人主张禁止反言的企图，因为被保险人无法证明其合理依赖保险人的任何承保范围陈述。
Citation: No Coverage for Second Lawsuit Alleging Acts that Correlate to Acts Alleged in Earlier Lawsuit Predating Claims-Made Policy Period
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