A current federal choice out of Iowa ought to make each roofing contractor, restoration contractor, and public adjuster take word in the event that they enter into contracts earlier than a loss happens. The case, PHG Inc. d/b/a Pinnacle Roofing Consultants and P&L Flats LLC v. Nationwide Mutual Insurance coverage Firm, 1 facilities on a movement for abstract judgment by Nationwide and a pre-loss project of insurance coverage advantages to a roofer. The court docket’s ruling is nuanced, however the message to these utilizing pre-loss assignments is crystal clear: you’re skating on very skinny authorized ice.
P&L Flats LLC owned condominium buildings in Iowa, insured below a business coverage issued by Nationwide. Pinnacle Roofing Consultants, formally PHG Inc. d/b/a Pinnacle Roofing Consultants, had an ongoing relationship with the property proprietor and monitored storms which may have an effect on the proprietor’s buildings. On April 1, 2023, earlier than any storm loss occurred, P&L signed an project of advantages in favor of Pinnacle Roofing. That doc presupposed to switch “any and all claims, calls for and causes or future causes of motion” that P&L had or might need in opposition to Nationwide below the coverage.
On July 28, 2023, a hail and wind occasion allegedly broken the P&L property. P&L, working with a public adjusting agency, Semper Fi Public Adjusters LLC, submitted a declare and, finally, a sworn proof of loss to Nationwide. The proof of loss listed Semper Fi in locations the place the shape requested about different pursuits within the property and named insureds, despite the fact that Semper Fi had no possession curiosity and was not a named insured. The proof of loss claimed over $16.4 million in injury, supported by Semper Fi’s estimate. Nationwide had already paid about $350,000 on the declare in December 2023, earlier than the proof of loss was submitted. The project of advantages to Pinnacle Roofing was not produced to Nationwide till round September 4, 2024, after litigation had begun.
Nationwide moved for abstract judgment on all claims. First, it argued that Iowa legislation enforces anti-assignment provisions in insurance coverage insurance policies in opposition to pre-loss assignments. The coverage contained a normal clause that the insured’s “rights and duties below this coverage might not be transferred” with out Nationwide’s written consent, besides within the case of demise of a person named insured. Nationwide by no means gave written consent.
Beneath Iowa Supreme Courtroom precedent, pre-loss assignments with out consent are invalid, and an assignee like Pinnacle Roofing has no standing to sue the insurer. Nationwide requested the court docket to throw out Pinnacle’s contract and unhealthy religion claims fully on that foundation.
Nationwide didn’t cease there. It additionally argued that by getting into into the pre-loss project, P&L itself violated the coverage’s anti-assignment clause and thus did not adjust to a situation precedent to go well with. The coverage additionally contained a “authorized motion in opposition to us” clause requiring “full compliance with all phrases” earlier than the insured can sue.
From Nationwide’s perspective, the mere act of signing that pre-loss project was a disqualifying breach by P&L, barring P&L from bringing any lawsuit below the coverage.
Nationwide additional contended that P&L’s failure to reveal the project on the sworn proof of loss and its late manufacturing amounted to intentional misrepresentation, concealment, and breach of the cooperation clause, voiding all the protection below the coverage’s fraud and misrepresentation provisions.
Lastly, Nationwide argued that the unhealthy religion claims ought to fall each as a result of there was no viable contract declare and since plaintiffs had not come ahead with any proof that Nationwide lacked an affordable foundation for its protection place. 2
P&L and Pinnacle have been apparently represented by the identical attorneys and responded with a number of joint arguments. They contended that Nationwide had successfully waived any proper to depend on the anti-assignment clause by persevering with to research and modify the declare after the project existed. They pointed to different claims involving entities affiliated with P&L’s proprietor, during which advantages had been assigned to Pinnacle Roofing and Nationwide had however adjusted and resolved the claims. They argued that an insurer who treats a coverage as legitimate and continues adjusting with data of a forfeiture situation may be deemed to have waived it.
Extra importantly, the plaintiffs argued that the right authorized consequence of a pre-loss project in Iowa is just not a forfeiture of the insured’s rights, however the invalidation of the project itself. They cited Iowa instances and Eighth Circuit authority, noting that pre-loss assignments within the face of an anti-assignment clause are “invalid and unenforceable” as a matter of contract legislation. Their level was easy however highly effective: if the project is void or voidable by operation of legislation, then P&L by no means actually transferred its rights, and the coverage is just not void as to P&L. Any try by Nationwide to deal with the identical project as invalid for Pinnacle but fatally legitimate for P&L was, of their view, an try to “have it each methods.”
On the misrepresentation difficulty, plaintiffs confused that the proof of loss kind requested about named insureds and possession pursuits within the property, not about assignments of declare advantages. Pinnacle Roofing didn’t personal the property and was not a named insured, so its omission was not a misrepresentation. Itemizing Semper Fi as having an curiosity was at most an error, they argued, and there was no proof of intent to deceive or of any materials affect on protection. On unhealthy religion, plaintiffs primarily stated it was too early to determine; discovery was ongoing and would possibly reveal proof of unreasonable declare dealing with. 3
The federal court docket issued an in depth opinion that minimize by way of the confusion and sorted the claims actor by actor. First, the court docket had little bother concluding that Pinnacle Roofing, because the pre-loss assignee, couldn’t sue Nationwide. The anti-assignment clause was legitimate and enforceable below Iowa legislation. The project was signed in April 2023, months earlier than the July 28, 2023, loss date. Nationwide by no means consented to any switch of rights.
The court docket famous that the plaintiffs supplied no precise proof that Nationwide knew of this specific project throughout declare dealing with, and data from different instances involving different properties didn’t routinely carry over. With out precise data of this project, Nationwide couldn’t have waived the anti-assignment clause. Because of this, Pinnacle Roofing had no rights below the coverage, and its breach of contract and unhealthy religion claims have been dismissed.
Nationwide wished the court docket to rule that by signing the pre-loss project, P&L itself violated a situation precedent and thereby forfeited its proper to sue. The court docket rejected that place. Trying to Iowa precedent, the decide learn the instances as treating pre-loss assignments in violation of anti-assignment clauses as “invalidated,” not as nullifying the insured’s coverage rights fully. If the tried project was legally ineffective as to Nationwide, then P&L by no means efficiently assigned its rights, and thus couldn’t be stated to have breached the coverage in a approach that barred go well with. The court docket explicitly famous the unfairness of permitting Nationwide to argue that the project is void to defeat Pinnacle’s claims, however someway efficient sufficient to create a disqualifying breach by P&L.
The proof of loss difficulty is one that each one public adjusters ought to take note of. The court docket refused to grant abstract judgment primarily based on alleged misrepresentation or concealment. The fraud provision within the coverage required an intentional concealment or misrepresentation of a cloth reality. The proof of loss didn’t clearly name for disclosure of project of declare advantages. P&L’s omission of Pinnacle from the “different named insureds” and “possession curiosity” packing containers was not clearly false, as a result of Pinnacle was neither. Itemizing Semper Fi as an entity with an curiosity within the property was merely flawed, however the report didn’t compel a discovering that this was an intentional scheme to mislead. And materiality was at the very least debatable, provided that the court docket had already dominated the project itself legally ineffective. All of this meant {that a} jury may fairly discover no intentional, materials misrepresentation by P&L. Abstract judgment for Nationwide on that floor was denied, and P&L’s breach of contract declare survived.
On the unhealthy religion declare, nonetheless, P&L bumped into bother. Beneath Iowa legislation, a foul religion plaintiff should present the insurer had no affordable foundation for denying advantages and knew or ought to have recognized that its place lacked such a foundation. Nationwide argued that plaintiffs had no proof in any respect on these components. P&L didn’t reply with substantive proof or particular details, and its request for extra time to take discovery did not adjust to the procedural necessities and native discovery guidelines. The court docket confused that abstract judgment is the “put up or shut up” second; merely hoping that discovery would possibly later reveal unhealthy religion is just not sufficient. With no evidentiary exhibiting, the court docket granted abstract judgment on P&L’s unhealthy religion declare.
So, the place does this go away everybody? Pinnacle Roofing is out of the case fully. Semper Fi stays within the background as the general public adjuster that ready the big loss estimate and helped prosecute the declare, however it’s not a celebration. P&L Flats continues ahead on a breach of contract idea, arguing that Nationwide underpaid a multimillion-dollar hail and wind loss, whereas Nationwide insists that its cost and protection selections have been in step with the coverage and the details. The unhealthy religion declare is gone.
The case is just not over, and there’ll little question be extra classes as discovery, skilled work, and trial unfold. I’ll observe up with further commentary as important rulings or developments come up.
For roofers, mitigation contractors, and restoration contractors within the behavior of utilizing pre-loss assignments of insurance coverage advantages, this case must be handled as a pink flare on the horizon. The court docket’s ruling is fully in step with the bulk rule across the nation that anti-assignment clauses are enforceable as to pre-loss assignments.
Meaning in case you are a roofing contractor like Pinnacle Roofing Consultants, and also you depend on a pre-loss project of “any and all claims” with out the insurer’s written consent, you’re virtually definitely an assignee with out rights. You could spend time, cash, and energy chasing a declare solely to find you haven’t any standing to implement it. Worse, your paperwork might provoke arguments that the policyholder breached the contract, forcing them right into a useless combat over circumstances and misrepresentation slightly than specializing in the precise storm injury.
The lesson is just not that roofers and policyholders can’t work collectively or that contractors can’t be compensated from insurance coverage proceeds. The lesson is that pre-loss assignments of coverage rights within the face of an anti-assignment clause are a authorized downside. The place allowed and correctly entered into, post-loss assignments, slim work authorizations, direction-to-pay agreements, and thoroughly drafted contracts that respect coverage language and state legislation are far safer roadways than broad pre-loss assignments that purport to switch “any and all” rights below the coverage. These sweeping AOB types would possibly look highly effective in a gross sales packet, however as this case reveals, a decide can flip them into mere scraps of paper.
Thought For The Day
“The energy of a nation derives from the integrity of the house.”
—Confucius
1 PHG Inc. v. Nationwide Mut. Ins. Co., No. 24CV-1028, 2025 WL 2383420 (N.D. Iowa Aug. 15, 2025).