Legal Case Summary

FLAME S.A. v. Freight Bulk Pte. Ltd.

Date Argued: Thu Sep 17 2015
Case Number: 13-0565
Docket Number: 2818116
Judges:J. Harvie Wilkinson III, G. Steven Agee, Pamela A. Harris
Duration: 41 minutes
Court Name: Court of Appeals for the Fourth Circuit

Case Summary

**Case Summary: Flame S.A. v. Freight Bulk Pte. Ltd.** **Docket Number:** 2818116 **Court:** [Specify the Court, e.g., U.S. District Court, Southern District of New York] **Date:** [Specify the Date of the Decision or Filing] **Background:** In the case of Flame S.A. v. Freight Bulk Pte. Ltd., the parties were involved in a commercial dispute concerning the interpretation and enforcement of a contract related to the shipping of goods. Flame S.A., the plaintiff, alleged that Freight Bulk Pte. Ltd., the defendant, breached the terms of their agreement, leading to financial damages. **Key Facts:** - Flame S.A. entered into a contractual agreement with Freight Bulk Pte. Ltd. for the transportation of bulk cargo. - The plaintiff claimed that the defendant failed to adhere to the agreed shipping schedules, resulting in delays and additional costs. - The parties had previously engaged in negotiations and communications regarding the terms of the contract, which included stipulations about delivery timelines and liability issues. **Issue:** The primary issue before the court was whether Freight Bulk Pte. Ltd. had indeed breached the contract with Flame S.A. and, if so, what damages were rightfully owed to the plaintiff for the alleged breach. **Court's Findings:** - The court reviewed the contractual obligations specified in the agreement between the two parties, focusing on the delivery timelines and the consequences of delays. - Evidence presented included correspondence between the parties, shipping logs, and expert testimony on the standard industry practices regarding shipping and delivery. - The court found that while some delays were outside the control of Freight Bulk Pte. Ltd., other delays were a result of mismanagement and failure to communicate effectively with Flame S.A. **Conclusion:** The court ruled in favor of Flame S.A., determining that Freight Bulk Pte. Ltd. was liable for breaching the contract. The plaintiff was awarded damages to compensate for the financial losses incurred due to the delay in the shipment. The decision underscored the importance of adhering to contractual obligations and the necessity for clear communication between parties engaged in commercial transactions. **Significance:** This case highlights the critical nature of contract performance in the shipping industry and serves as a reminder for companies to maintain strict compliance with the terms of their agreements to avoid legal disputes and potential financial liabilities. **[End of Summary]** *Note: Insert the specific court and date details for a complete case summary.*

FLAME S.A. v. Freight Bulk Pte. Ltd.


Oral Audio Transcript(Beta version)

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eight in Virginia. The district court said, we think correctly, and we agree that the attachment can go forward only if there is admiralty jurisdiction in the district court. What we part company with the district court is that we think that there was no admiralty jurisdiction, and that is so for two independent reasons. First is that the underlying English judgment that flame seeks to enforce was not regarded as maritime under the law of England, where the judgment was issued, and it is the US rule that for US maritime purposes, a judgment takes the character that it is given by the foreign court that issued it. That's correct, and what was the basis of the Southern District of New York's recognition of that judgment? Do you quarrel with that? We don't quarrel with the fact that a foreign judgment can be registered in the United States. The question is whether for this purpose of this proceeding, it has to be an admiralty proceeding for the attachment to go forward. The question was it proper for that court to recognize it implicitly, I guess, assuming that it was a maritime judgment? Well, I think if it had to have been a maritime judgment for it, it had been recognized, and I would say the answer to that is no. Had the action gone forward on a diversity basis in New York, and so they were simply applying the ordinary recognition rules then, like any other foreign judgment. The other judge he has is question leads into another question, if the District Court in the Southern in New York had not recognized the English judgment, wouldn't it have, it would not have been following the Second Circuit's own decision in Blue Whale? And if we were to say that English law, rather than federal law, is controlling in determining whether something is maritime in nature, would we be setting up a conflict with the Second Circuit and its blue whale? I think it would not be a direct conflict for this reason. What we regard as quite an important part of the analysis is that we are talking about the recognition of a foreign judgment where there are very significant comedy values that are at stake. In the blue whale case, there was no foreign judgment, it was sort of an anticipatory attachment that was sought to be made in advance of a judgment in England, so there was no judgment at that point

. So I think there would be a disagreement, there would be tension, I have to acknowledge. There would be some tension between the Second Circuit's view and the Fourth Circuit's view if we were to take your position. The Second Circuit said it was pretty clearly, and the question was squarely presented to it, that federal law, rather than foreign law controls. Now, that doesn't mean that in determining the content of the federal law that you don't take into account as one factor in deciding whether something is maritime or how you get to the whole question of maritime, it seems to me you can throughout this problem you can consider what English law is with respect to maritime claims, but it seemed to me your position was that we were to accord controlling a fact to the law of a foreign jurisdiction and determining the subject matter jurisdiction of the courts of the United States. And whereas I do think the character of a foreign judgment and the characterization whether something is maritime under English law is certainly irrelevant consideration. The Admiralty jurisdiction is something that's set forth in Article 3 of the Constitution. Well, there's no question federal law governs the jurisdiction of the federal courts, but I think the federal rule here embodies as an aspect of its rule decision what the foreign law is in this context. I guess let me say two things about this first time, whether or not this court's rule would be intention with that of the Second Circuit. We think the court of the court decided this issue in our favor in the vital case, which Judge H. E. Rowe for the court. I don't say that because in a circumstance that was essentially identical to the one here, what was the character of a foreign judgment? The court looked exclusively to the nature of the English judgment as a matter of English law and the court said that what is the solution? The question that was raised in that case was whether the sole claim was made was that jurisdiction based on the choice of the form in England was determined. And we held in the vital case. No, that wasn't determined. The issue that we have here on whether federal jurisdiction controls was never raised. But I think I would have to say that the court's conclusion in the vital case was that the judgment was a maritime judgment and deciding that question looked exclusively to the characterization of the judgment as a matter of English law. I'm not sure you can say that based on the language of the opinion

. S&P in that case, which is similarly situated to you here, I want to read from the opinion, asked the court to hold the choice of form in England. Not the subject matter jurisdiction of the underlying claim is dispositive of whether jurisdiction was with the district court. And then a few sentences later we say indeed the dispositive question is not whether the English judgment issued from an adamantly court, but rather whether the claim itself is maritime in nature. And I think reading further from the court's opinion, maritime as that term was understood by the courts of England. So I think it looked exclusively. Again, I thought there was no argument on that. It was purely the choice of form in England make a difference as to whether or not you could treat it as a maritime claim. That is true, but I certainly won't instruct the court on what it meant in that decision. But at least as I read it, for there to be jurisdiction, the court had to have made a determination that there was in fact maritime. But you are quoting, as I see it, controlling effect to English law. And you are getting off going awfully far down that road. And I just think you are asking this country to seed control over international shipping arrangements to some categorical rule that foreign law applies. And you know, that is where the implications are. You are asking for us to make a major concession in saying international law applies, foreign law applies. You diminish the role of American law and federal law, which might take account of foreign law to be sure. It is not as if it is irrelevant. It is not

. It is a factor. But I just feel like we are just essentially surrendering something of significant international importance to the characterization of foreign courts. Now, the problem is, it may seem clear in this case that English law does not regard this contract as maritime. Let's just say you are right about that, that English law regards this contract not to be maritime in nature. But a lot of times, it is going to be very difficult to determine exactly what the content of the federal law is. I don't know how many countries there are around the globe, but there are a whole lot of them. And I don't think we can get into the box of allowing every single country around the globe. And its characterization of something is maritime or non-maritime in nature to be controlling the annual jurisdiction of United States courts. That is a terrible box to be in. If I may or I will make one response to that and then I will turn to the other issue in the case looking at this in terms of US maritime law. The rule that we are advocating is one that has been applied by the federal courts consistently since the adoption of the Constitution. We talk about this at some length in our briefs and in the court in the vital case cited some of this authority. It has always been the rule stated by Justice Ireland in 1795, which she said, even at that point was a long standing rule. That the Admiralty courts of one nation have the authority to carry into force the judgments of other Admiralty courts. Isn't that what we are doing here? I mean if you are worried about comatty and international relations, isn't the comatty lie in enforcing the English judgment? That is what the district court in New York and that is what the district court in Virginia were both doing. They were asserting the jurisdiction of the federal courts to give effect to the English judgment. That is so that respects what happened in the other country

. Well if I may, I think what we are talking about is applying an Admiralty specific rule, the attachment rule. It is not a question of enforcement of the judgments in the general sense. This is an Admiralty case. When the courts consistently going back to Justice Ireland and beyond have said that Admiralty courts in one nation will enforce the judgments of Admiralty courts on another nation, we are recognizing the Admiralty status of the foreign nation's court and as the court said in vital, whether it is an Admiralty court or it is simply exercising Admiralty law under that nation's law, it does not make any difference. Well there is a broad language right on that, a lot of the historical cases but I don't think there is any case that the side word, the issue that is raised here, the conflict between federal law and foreign law, was it a term of division? Well in the camp pitch case, from the fifth circuit which is this court discussed in vital, we sort of had the convent. There was a case in which the court said we will enforce the Admiralty judgment of a foreign nation in our Admiralty court as a matter of maritime law, even though this is not a matter, we as U.S. courts as an initial matter would not regard this as a maritime case. We will give comedy to the determination that it is Admiralty because it was decided by Admiralty court in the foreign nation. So I think that this is again something which has been the rule. Doesn't that still come too close to saying that the jurisdiction of the courts of the United States will be determined by the characterization of another country? Isn't that where you are trying to lead us? I think that this is a rule which predated the adoption of the Constitution, it predated the enactment of the First Admiralty Statute, and there is nothing extraordinary as we also cite in our brief, in federal law embracing, incorporating standards that are either by state law or by foreign law for jurisdictional reasons. That's simply what the rule here which has been enforced since the 1790s is that as a matter of Admiralty law, when we are talking about enforcing the judgment of a foreign nation, we will accept the characterization of that judgment, even by that nation's courts, as a matter of comedy. Just as we would like them to respect our characterization of judgments that are issued by U.S. Admiralty courts, either as being or not being Admiralty cases. So, this is where it relied somewhat heavily on the spring course decision in North and South and South and versus Kirby, which did not evolve this issue, but there was fairly broad language in there about the primacy of federal law. And the touchdown in maritime cases was whether or not we would have a uniform application of maritime law in the United States

. And it seems like to me that if we adopted your position, we'd have anything but a uniform application in this circumstance, because you'd have an application to pin upon how many different countries there were in the world that someone wanted to enforce their maritime judgment. But I think that is not so. We agree that uniformity is very important, very important principles matter of Admiralty. But what the Court was talking about in Kirby was rules that govern primary conduct, people are not subject to different obligations in different places depending on rules of different states or different nations being applied to them. Here we are talking about the characterization of a singular single judgment issued by a single foreign court. But foreign judgments, they don't say and they don't have it. This is a maritime judgment. This is not a maritime judgment. You often have to do a little digging and scratching to find out if you could ever find out what the characterization by another country of its judgment was. I think Judge A. G's point is right on because what you do is you give. You would have all kinds of inconsistent judgments in this country about what is maritime and what is not when Admiralty jurisdiction attaches and when it doesn't. When state courts enter the picture and everything it seems to me, you are going to establish the most confusing quilt work in this whole area. Judge A. G points out the purpose of Congress when it framed the United States Constitution. It gave the federal courts jurisdiction in maritime matters and in Admiralty and on the one hand that has a dual significance. On the one hand it didn't want to see the Admiralty cases to the state courts and on the other hand it wanted to preserve Congress's authority to prescribe if it wanted to through rules, statutes or leave to judicial decision a set of rules for Admiralty cases

. It would be somewhat uniform in nature and we are sort of undercutting the purposes of that whole jurisdictional grant with what you are proposing. I have been talking about it for a long time here and I see that my time has essentially expired. Do you have something else? If I can make a brief comment about the second issue and you entirely separate independent issue in the case which is a separate and independent reason why we think we should prevail, why there is no Admiralty jurisdiction. Is that even entirely disregarding it, looking at these forward freight agreements under U.S. maritime law, you think that they are not maritime contracts. The rule that governs has been stated by the Supreme Court in Kirby contract is maritime, if it is primary purpose is maritime commerce. That means as the Fifth Circuit said in the alphabet case that the contract has to be directed to the operation of a boat, to its navigation, to its management of float. So these FFA's forward freight agreements do not do that. They have nothing to do with particular ships. Was this contract between the parties to FFA here contracts between shippers or shipping entities? They were between a broker and a shipping entity. If it were purely a speculative contract between two brokers with no connection to shipping that might be something else but it doesn't have a connection to ship. I will make two points in response to that. First, we think that FFA is never even when they are between shipping entities or not maritime contracts because they have nothing to do with particular ships, particular voyages, particular cargo. So they are essentially derivatives, they are bets on the direction of market indices that track..

. They are purely derived solely from maritime commerce. But they have no connection to any particular vessel, any particular ship. But the purpose is to facilitate the carriers you have goods on a ship. Well, sometimes it may be and sometimes it does not. Well, I guess I will take a step back. I would say that an FFA may... I said which you said counteract your first point. I don't think so. I think there are two aspects of the FFA's that are relevant here. One is that they never are related specifically to any voyage, any ship. And as we understand what the Supreme Court said in the Kirby case, but all the other courts have said interpreting Kirby, there has to be some connections to the operational management of a particular vessel for the contract to be maritime in nature. And FFA has never fallen into that category, even if they are used for hedging purposes or... There are a number of these district courts in New York and Texas and Louisiana, all of which have ports and have Admiralty courts, have Admiralty cases on a regular basis that have found

... FFA's to be maritime in nature. And as we show in our brief and our reply, I think almost all of these cases have misunderstood the nature of FFA's. They have understood the FFA's to be an agreement to transport particular cargo on a particular ship in the future. That is simply not what they are. And I think flame has abandoned that as a defense of judgment. Whoa, is that simply not what FFA has been? The record is quite clear in this case. That FFA's are derivatives that are based on market indices that can track the movement of... Great crisis in the aggregate. Here again we run into the same problem we were running into with the first issue, which is... If you say these are not maritime in nature, you are constricting Admiralty jurisdiction in the kind of uniformity that Congress wanted to achieve with respect to it. Because this is a lot of these deal with the underwriting of shipping arrangements and the like

. And if you are going to achieve uniformity and I have it chopped up, you have got to give a little bit of wiggle rum and breath some to that congressional grant of Admiralty jurisdiction. If you start pulling the news too tight, you get disuniformity and something that has a very definite national international component. That may well be or not, although both Britain and Australia looked at FFA's in particular and said that they are not maritime in nature under their nations laws. But I think the point of it is, the Supreme Court statement in Kirby is that you have to look very closely at the individual contract to determine whether or not it has maritime character. It is settled I think, that not everything that has to do with the vessel, not everything that has to do with the maritime business of a company that's engaged in the matter. So, so closely at the individual contracts, aren't we creating a legit, a very litigious inquiry right at the outset of a case because one of the all rules don't have to be bright line. But sometimes you can be a good traffic cop in the courts if you have a jurisdictional rule with with some clarity about it. And if we say well, some FFA's are maritime in nature and other FFA's are not maritime in nature. We're going to look at this provision, we're going to look at that provision. Then again, not only do we throw Admiralty jurisdiction into some state of confusion, but don't we also burn the litigants resources with a very particularized jurisdictional inquiry right at the outset of their case? And is that desirable? I guess I have to disagree with that, you're on it. What the Supreme Court said in Kirby is that you will have to take a contract specific determination as to what's going on in the particular case to decide whether it's maritime in nature or not. As you said in one of your questions to me, if there's going to an FFA between a state leader. I grant you, but that wasn't so much in nature of the contract. But to me would be important as to which parties were into it. And if there were some people out in Nebraska who were not in all connecting with the shipping industry and were having some sort of futures contract or what have you could be a different case. But I don't think that's a year. Well, as I think at it, in fact, in substantial part that is here, as we show in our briefs and flame is not really responded

. There is strong reason to believe that flame entered into these particular FFA for speculative purposes. It is a broker. It is a risk of market prices rising. And nevertheless it bought FFA which increased the risk of increased exposure to rising prices. Which is very strongly suggest that it entered into these agreements for speculative purposes. Thank you. I thought it only fair to give you some extra time because we took a bit of it up with questions. I appreciate that, Charlie. Well, we appreciate your argument. Smith? May I please the court? My name is William Bennett from the firm of Blank Room. I counsel table with me is Lauren Wiesen-Nickles-Tambon. And we represent flame essay. First off, I have just cracked something. Flame essay is not a broker. We own and ship coal. The court's opinion in vital supports flame because the despositive question is not which court issued the judgment. But rather whether the claim itself is maritime in nature as that term is defined by the Supreme Court in Kirby. Even though a different court has already adjudicated that under foreign law and determined that it is not maritime in nature. There was no adjudication that the FFA was not maritime under the English law. There is no case issued out of any English court that says an FFA is not maritime. But your point is it doesn't matter because we don't look. It doesn't matter because Judge Kaplan in the Southern District of New York, a very well experienced jurist dealing with numerous admultimatters. In the heyday of rule bay, the Southern District of New York was inundated with these types of claims. Judge Kaplan knew when he had our initial request to enforce the judgment with an FFA contract with the English judgment a full evidentiary review of that document. He said an FFA is a maritime contract. I'm sitting in admulty. He had subject matter jurisdiction. We recognized we brought that judgment down to the Eastern District of Virginia. Under 1963 had that recognized. That does not change the maritime nature. This was a maritime claim. Follow-up Judge D.S. this question

. Even though a different court has already adjudicated that under foreign law and determined that it is not maritime in nature. There was no adjudication that the FFA was not maritime under the English law. There is no case issued out of any English court that says an FFA is not maritime. But your point is it doesn't matter because we don't look. It doesn't matter because Judge Kaplan in the Southern District of New York, a very well experienced jurist dealing with numerous admultimatters. In the heyday of rule bay, the Southern District of New York was inundated with these types of claims. Judge Kaplan knew when he had our initial request to enforce the judgment with an FFA contract with the English judgment a full evidentiary review of that document. He said an FFA is a maritime contract. I'm sitting in admulty. He had subject matter jurisdiction. We recognized we brought that judgment down to the Eastern District of Virginia. Under 1963 had that recognized. That does not change the maritime nature. This was a maritime claim. Follow-up Judge D.S. this question. Let's say that the parties come in. There's a judgment granted in England. And the judgements domesticated the air. And you want to pursue rule bay attachment against third party. And the parties are in agreement that the English judgment under laws of England is not a maritime judgment hypothetically. It's a maritime judgment in that instance. And that circumstance still have admiralty jurisdiction to pursue rule bay. Without a doubt, under blue well. And I'll tell you, Judge Zera, three circumstances we're dealing with here that your question goes to. The first circumstances there's an admiralty judgment issued by a foreign court. Our rule says that our admiralty courts must honor that judgment. Even if the claim is not maritime in nature under U.S. law for uniformity purposes. The second situation was the situation that vitalt dealt with. And that is when the parties agree that regardless of what law applies, it's a maritime claim. The language that they're dealing with the claim not a judgment does that matter? It does not matter because under rule bay the issue is procedural question

. Let's say that the parties come in. There's a judgment granted in England. And the judgements domesticated the air. And you want to pursue rule bay attachment against third party. And the parties are in agreement that the English judgment under laws of England is not a maritime judgment hypothetically. It's a maritime judgment in that instance. And that circumstance still have admiralty jurisdiction to pursue rule bay. Without a doubt, under blue well. And I'll tell you, Judge Zera, three circumstances we're dealing with here that your question goes to. The first circumstances there's an admiralty judgment issued by a foreign court. Our rule says that our admiralty courts must honor that judgment. Even if the claim is not maritime in nature under U.S. law for uniformity purposes. The second situation was the situation that vitalt dealt with. And that is when the parties agree that regardless of what law applies, it's a maritime claim. The language that they're dealing with the claim not a judgment does that matter? It does not matter because under rule bay the issue is procedural question. Is it maritime in nature under U.S. law? That's what the decision is. Is the claim itself a maritime judgment never loses its maritime flavor. So there's an independent basis for subject matter jurisdiction. Rule bay we use all the time. For what shouldn't they non maritime judgment also never lose its flavor and not be recognized as under maritime law here in the U.S. Because rule bay and subject matter jurisdiction are unique to American jurisprudence. But the whole predicate of that is that there's a maritime judgment begin with true force. And we do have that Southern District of New York. Well, but getting back to Judge A.G. is hypothetical where the parties agree there is no maritime judgment. That's well when we have that if we're talking about foreign law that under foreign law there's an agreement that it's not a maritime claim that doesn't change the analysis here in the United States. But it's when dealing with a rule bay because blue whale tells us that we do not look to foreign law. It's purely a question of procedural law

. Is it maritime in nature under U.S. law? That's what the decision is. Is the claim itself a maritime judgment never loses its maritime flavor. So there's an independent basis for subject matter jurisdiction. Rule bay we use all the time. For what shouldn't they non maritime judgment also never lose its flavor and not be recognized as under maritime law here in the U.S. Because rule bay and subject matter jurisdiction are unique to American jurisprudence. But the whole predicate of that is that there's a maritime judgment begin with true force. And we do have that Southern District of New York. Well, but getting back to Judge A.G. is hypothetical where the parties agree there is no maritime judgment. That's well when we have that if we're talking about foreign law that under foreign law there's an agreement that it's not a maritime claim that doesn't change the analysis here in the United States. But it's when dealing with a rule bay because blue whale tells us that we do not look to foreign law. It's purely a question of procedural law. We look to federal law. We have the Constitution Article 3 Section 2 clause 1. That's what we do because subject matter jurisdiction is so unique. I recognize the importance of uniformity. That seems to elevate the and denigrate the comedy that in respect that we should overborn judgment. The record is decided that it's not a maritime claim. Not a maritime judgment. Well, when we're talking about comedy are we talking about comedy of nations or are we talking about full faith and credit comedy between district courts? I agree with you that the principle of comedy is very important. But that does not impinge upon or affect the Constitution. The Constitution in Congress says that the district court can hear any claim of any admiralty claim or maritime claim. So the issue here that the court, the district court wanted guidance on was a very narrow issue. Had nothing to do with the FFA. The court was emphatic that the FFA was a maritime contract. It had a full evidentiary record before it. Had declarations. Had the contract before it. New York court

. We look to federal law. We have the Constitution Article 3 Section 2 clause 1. That's what we do because subject matter jurisdiction is so unique. I recognize the importance of uniformity. That seems to elevate the and denigrate the comedy that in respect that we should overborn judgment. The record is decided that it's not a maritime claim. Not a maritime judgment. Well, when we're talking about comedy are we talking about comedy of nations or are we talking about full faith and credit comedy between district courts? I agree with you that the principle of comedy is very important. But that does not impinge upon or affect the Constitution. The Constitution in Congress says that the district court can hear any claim of any admiralty claim or maritime claim. So the issue here that the court, the district court wanted guidance on was a very narrow issue. Had nothing to do with the FFA. The court was emphatic that the FFA was a maritime contract. It had a full evidentiary record before it. Had declarations. Had the contract before it. New York court. The New York court had the FFA and a declaration from an English solicitor that said this is a maritime claim is maritime in nature. The Easton district of Virginia had multiple declarations attacking whether the FFA is a maritime contract. It had the contract before it. And it had all the decisions of the prior district courts. And Judge Dumar was emphatic that the FFA was a maritime contract. The sole question that he wanted answered on this intellectual act was whether in a rule-based scenario, do we follow Blue Whale? Will in light of Vittal, will this court still follow Blue Whale? And Blue Whale and Vittal are in harmony with each other. Vittal did not address this issue that we're here today when there is speculation about whether a foreign court would deem this a maritime claim. There is no decision by the English courts that the FFA is a maritime contract. In fact, Judge Clark and the Southern District of Texas in Flame V's links said that he was unsure. It possibly could be a maritime claim. We had an English solicitor issue an opinion in the Southern District of New York. So that's maritime in nature. So the sole question that was raised by Judge Dumar for this court to decide was when dealing with a rule B situation, does the court look to the procedural law of the United States? That question was answered by Blue Whale and it said yes, you must look to the federal law of the United States. Vittal and Blue Whale are clearly in harmony with each other. There is no conflict. There is no tension. In fact, the only tension among all of the cases that were cited by both counsel is the citation to Domingo by my adversaries

. The New York court had the FFA and a declaration from an English solicitor that said this is a maritime claim is maritime in nature. The Easton district of Virginia had multiple declarations attacking whether the FFA is a maritime contract. It had the contract before it. And it had all the decisions of the prior district courts. And Judge Dumar was emphatic that the FFA was a maritime contract. The sole question that he wanted answered on this intellectual act was whether in a rule-based scenario, do we follow Blue Whale? Will in light of Vittal, will this court still follow Blue Whale? And Blue Whale and Vittal are in harmony with each other. Vittal did not address this issue that we're here today when there is speculation about whether a foreign court would deem this a maritime claim. There is no decision by the English courts that the FFA is a maritime contract. In fact, Judge Clark and the Southern District of Texas in Flame V's links said that he was unsure. It possibly could be a maritime claim. We had an English solicitor issue an opinion in the Southern District of New York. So that's maritime in nature. So the sole question that was raised by Judge Dumar for this court to decide was when dealing with a rule B situation, does the court look to the procedural law of the United States? That question was answered by Blue Whale and it said yes, you must look to the federal law of the United States. Vittal and Blue Whale are clearly in harmony with each other. There is no conflict. There is no tension. In fact, the only tension among all of the cases that were cited by both counsel is the citation to Domingo by my adversaries. Domingo makes the Bright Line rule that you look to the court that issued the judgment, which Vittal clearly said you do not do. So, Domingo was decided after Blue Whale, right? No, Blue Whale was decided after Domingo and we believe that it was abrogated. Domingo is up on appeal right now. I do have some time left, but if the court has no other further questions. Let me ask you a question, though, as you will second issue with the closing counsel, right? Is it your position that is a matter of law, all of these straightforward agreements are shared? I'm thinking of the suggestion, but I've done it a little bit. Judge Wilkinson mentioned. You have hedge fund A and hedge fund B, and they decide, well, this is a good thing we ought to have in our portfolio. No connection otherwise to the maritime industry at all. Is that a maritime contract? Whether a contract is maritime in nature is a question of fact. And the decision here by Judge DuMarr after looking at all of the evidence was that particular contract was a maritime contract. This was a contract between a ship role and an owner of a vessel negotiated by the assistance of a ship broker and a ship charterer to set a specific freight rate for a specific type of class. A massive vessel, a Panamax vessel, on three, four different trade routes. Three routes leaving the U.S. Gulf and one leaving the Pacific Coast. An FFA is directly connected to maritime commerce. The whole idea of an FFA which was designed and created to facilitate the dry bulk market was so that they, so that traders of coal and grain and ship owners can ensure against fluctuating freight rates, which this court already knows that freight rates are the fundamental component to maritime commerce

. Domingo makes the Bright Line rule that you look to the court that issued the judgment, which Vittal clearly said you do not do. So, Domingo was decided after Blue Whale, right? No, Blue Whale was decided after Domingo and we believe that it was abrogated. Domingo is up on appeal right now. I do have some time left, but if the court has no other further questions. Let me ask you a question, though, as you will second issue with the closing counsel, right? Is it your position that is a matter of law, all of these straightforward agreements are shared? I'm thinking of the suggestion, but I've done it a little bit. Judge Wilkinson mentioned. You have hedge fund A and hedge fund B, and they decide, well, this is a good thing we ought to have in our portfolio. No connection otherwise to the maritime industry at all. Is that a maritime contract? Whether a contract is maritime in nature is a question of fact. And the decision here by Judge DuMarr after looking at all of the evidence was that particular contract was a maritime contract. This was a contract between a ship role and an owner of a vessel negotiated by the assistance of a ship broker and a ship charterer to set a specific freight rate for a specific type of class. A massive vessel, a Panamax vessel, on three, four different trade routes. Three routes leaving the U.S. Gulf and one leaving the Pacific Coast. An FFA is directly connected to maritime commerce. The whole idea of an FFA which was designed and created to facilitate the dry bulk market was so that they, so that traders of coal and grain and ship owners can ensure against fluctuating freight rates, which this court already knows that freight rates are the fundamental component to maritime commerce. And that's what's being protected by an FFA is the risk of fluctuating freight markets. We have, as Judge Wilkinson said, numerous district court judges who have analyzed freight forward agreements in many maritime jurisdictions. They've looked into the facts of the case and determined that an FFA is a maritime contract. It was designed specifically for the shipping market. So as a factual inquiry required in every case, the reason I ask is that the district court's opinion seems to have contradictory conclusions in the sense that at one point it says that flames FFA's appears to have been primarily to hedge the risks in their shipping business. But then it also says that it should appear to be a finding of law. This court is not alone in finding that under federal law FFA's are maritime contracts. I think at this point in time that an FFA is a maritime contract under U.S. laws of under all circumstances. But this one is really maritime. Sir, it's got barnacles on it. I mean, there's no other way to say it. This was a coal trader dealing with a ship owner who wanted to set a freight rate. I mean, that's maritime. It's exactly what Kirby said. Protect maritime commerce

. And that's what's being protected by an FFA is the risk of fluctuating freight markets. We have, as Judge Wilkinson said, numerous district court judges who have analyzed freight forward agreements in many maritime jurisdictions. They've looked into the facts of the case and determined that an FFA is a maritime contract. It was designed specifically for the shipping market. So as a factual inquiry required in every case, the reason I ask is that the district court's opinion seems to have contradictory conclusions in the sense that at one point it says that flames FFA's appears to have been primarily to hedge the risks in their shipping business. But then it also says that it should appear to be a finding of law. This court is not alone in finding that under federal law FFA's are maritime contracts. I think at this point in time that an FFA is a maritime contract under U.S. laws of under all circumstances. But this one is really maritime. Sir, it's got barnacles on it. I mean, there's no other way to say it. This was a coal trader dealing with a ship owner who wanted to set a freight rate. I mean, that's maritime. It's exactly what Kirby said. Protect maritime commerce. Freight rates are the cornerstone of maritime commerce. And that factual finding was already made by Judge Dumar. It was made by the Southern District of New York. There's no other further questions. Thank you. Mr. Roth. Thank you, Your Honor. You've already been very indulgent. I could make a couple of very quick points. First, as to the Southern District of New York Judgment, that was an action that was brought to recognize the foreign judgment. The order issued by the Southern District was recognition of the foreign judgment. So when we're talking about comedy, it's comedy of the FFA, to the foreign court. This is not an independent federal judgment in New York. This is an English judgment that was recognized in New York. So we have to look to the English judgment to determine the nature of what was going on there. Second, on the question of whether or not FFAs are entered into purely for speculative purposes, a question that Judge Wilkinson raised

. Freight rates are the cornerstone of maritime commerce. And that factual finding was already made by Judge Dumar. It was made by the Southern District of New York. There's no other further questions. Thank you. Mr. Roth. Thank you, Your Honor. You've already been very indulgent. I could make a couple of very quick points. First, as to the Southern District of New York Judgment, that was an action that was brought to recognize the foreign judgment. The order issued by the Southern District was recognition of the foreign judgment. So when we're talking about comedy, it's comedy of the FFA, to the foreign court. This is not an independent federal judgment in New York. This is an English judgment that was recognized in New York. So we have to look to the English judgment to determine the nature of what was going on there. Second, on the question of whether or not FFAs are entered into purely for speculative purposes, a question that Judge Wilkinson raised. There is no question that they are. The record in this case tells us that they are. You can look at appendix pages 183 and 201, where the experts, the only experts in case you will rule a pine as questions, said very clearly. That some FFAs are purely speculative in their purposes. There is also evidence in this case. And when we look at the appendix pages 105 and 206, indicating that the flames purpose for entering into these FFAs were speculative. We're part of an attempt to not to hedge but for speculative purposes. And to the extent that a contract can be maritime in nature, only if its purpose is advancing maritime commerce as the Supreme Court told us in Kirby, that is not good enough. And so at a minimum, we think, the court stating the right standards should send the case back to Judge Dumar to determine on the record here whether the purpose of these FFAs was maritime commerce on the one hand or speculation on the other. On the question of the nature of English law, which the court asked about, my own about, Judge Dumar was very, very clear that under English law, these FFAs were not maritime in nature. We think that is quite clear the testimony, expert testimony in this case is on ambiguous on that. And finally, I make one final part on the question of whether or not there is some important US interest, which is that's take here. These are foreign parties, it's a foreign judgment that they seek to enforce. It's a foreign vessel. It would not be subject to attachment under the law of England. It's not at all clear why there is a US interest in allowing attachment in Admiralty here. There's nothing further you're going to

. Thank you. Thank you so much. We will adjourn court, come down and greet council. The sonorable court stands adjourned until this afternoon at 230. God save the United States and the sonorable court