Full opinion text
OPINION AND ORDER J. PAUL OETKEN, District Judge: On August 20, 2009, one of the world’s largest drydocks, the AFDB-5 (the “Dry-dock”), sank at its berth in calm waters in Port Arthur, Texas. Fireman’s Fund Insurance Company (“FFIC”), One Beacon Insurance Company (“One Beacon”), National Liability and Fire Insurance Company (“National Liability”), and QBE Marine & Energy Syndicate 1036 (“QBE”) (collectively, “Plaintiffs”) brought this action against Great American Insurance Company of New York (“Great American”), Max Specialty Insurance Company (“MSI”), and the insured, Signal International, LLC (“Signal”), seeking a declaration as to the rights and obligations of the parties under various insurance policies. After several years of discovery and the unearthing of documents reflecting the Drydock’s dilapidated condition, disagreement over the extent of coverage has given way to accusations of fraud and concealment. MSI and Great American have moved for declarations that their respective policies are void on such grounds. Plaintiffs and Signal have cross-moved on the same, and seek declarations requiring payment under the policies. For the reasons that follow, the Court holds that both policies are void ab initio. MSI and Great American’s motions for summary judgment on these issues are therefore granted; all remaining motions are denied. I. Background A. Factual Background The following facts are drawn from the parties’ Local Civil Rule 56.1 Statements and other submissions made in connection with the instant motions. They are undisputed unless otherwise indicated. 1. Signal Signal is a marine repair and fabrication company that came into existence in 2003 when it purchased the offshore repair division of Friede Goldman Halter in bankruptcy. The division consisted of six facilities in Mississippi and Texas, including a dockyard in Port Arthur, Texas (“dockyard”). Initially, Signal was predominantly involved in the repair, upgrade, and conversion of offshore drilling rigs. In 2006, it expanded its business model to include marine fabrication — performing new construction from engineering plans. By 2009, more than sixty percent of its revenue was derived from new construction projects. In 2010, Signal entered the ship repair business by purchasing the assets of Bender Shipbuilding in Alabama. 2. The Life and Death of a Drydock In connection with its 2003 asset purchase, Signal assumed a lease with the Port Arthur Navigation District Industrial Development Corporation (“PANDIDC”) to operate the AFDB-5 drydock at the Port Arthur dockyard. The Drydock was built by the United States Navy during World War II for the purpose of repairing naval vessels, and acquired by the Port of Port Arthur (“Port”) in 1984. Later that year, the Port entered into a Lease Agreement to lease the dockyard from the City of Port Arthur (“City”) and assigned its leasehold interest to PANDIDC, which contemporaneously entered into a Project Agreement with Bethlehem Steel Corporation (“Bethlehem”) for the latter to operate the Drydock at the dockyard. Under the Project Agreement, the Drydock operator — first Bethlehem, and ultimately Signal — assumed all of the Port’s obligations under the Lease Agreement. The Lease Agreement was for a term of twenty-five years, with an option for the operator to renew for another twenty-five years provided it gave two years’ notice to PANDIDC, the Port, and the City. The Drydock consisted of eight pontoons designated “A” through “H.” Each pontoon was 240 feet long, 101 feet wide, and twenty-three and a half feet deep, with a fixed wing wall at one end and a removable wing wall at the other. The wing walls rose 48 feet above a pontoon deck, and each had a watertight level called the safety deck. The center of each pontoon had a compartment called the machinery space, which housed the main ballast pumps as well as old engines, generators, and a boiler room no longer in use. The safety deck, which once functioned as a machine shop, also contained old machinery and parts. Asbestos -and transite (an asbestos-containing material) were present in the safety deck and in the crew deck and machinery spaces of the pontoons. The Drydock was located in navigable waters along the Sabine-Neches Waterway in an area that had been carved out of the land by Bethlehem for the purpose of its installation. In addition to the AFDB-5, Signal owned and operated a second drydock— the “Dual Carrier” , ip Pascagoula, Mississippi. Signal became aware soon after acquiring the Drydock that it was nearing the end of its useful life and in need of serious renovation. A December 2002 appraisal report prepared by surveyor Robert Heger stated that “[t]he dry dock would require extensive repairs to the pontoon deck to make it operational,” which would require some 3.5 million pounds of steel, and the cost of doing so in the United States rendered its value “below zero.” (Dkt. No. 246 (“Zacharow Deck”), Ex. 11 (“2002 Heger Report”) at 7-8.) Neither the Drydock’s owners nor its operators seemed interested in making such costly repairs. A March 2003 condition and valuation (“C & V”) survey issued by ABS Consulting, Inc. (“ABS”), which had been retained by PANDIDC to periodically inspect the condition of the Drydock, found that “the shipyard is only marginally keeping up with the rapidly increasing rate of overall deterioration” and “within the last year more than a hundred doubler plates have been welded over severely wasted/holed original main deck platings.” (Zacharow Deck, Ex. 7 (“Mar.2003 ABS Survey”) at 3-4.) The survey also stated that although ABS had notified the Dry-dock’s owners and operators in January 2000 of the “advanced state of pontoon shell and deck plating deterioration” and recommended “drydocking or outright renewal of the pontoons” to prevent the Dry-dock from “conceivably becoming] unserviceable well within the next 5 years,” “the drydock operators are attempting to effect essential maintenance/repair work (that can be accomplished without removing pontoons) in order to keep the facility operational in the short term.” (Id. at 5.) Consistent with, this observation is an April 2003 staff study conducted by Signal to determine whether it would be economically justifiable to purchase the Drydock from the Port. On the one hand, if Signal purchased the Drydock it would have discretion over “operation, maintenance, and disposal costs,” and could prevent the Port from offering to sell it to Signal’s largest competitor. (Zacharow Decl., Ex. 8 (“Staff Study”) at 2-3.) On the other hand, the pontoon'deck plate, which was being kept watertight with doublers and insert plates, was expected to last only another three to five years absent major renewal efforts which could cost $22 million and render the Drydock inoperable for two years. (Id.) Moreover, even if Signal owned the Drydock, it would remain responsible under the Lease Agreement for disposal costs that “could run into the millions or even tens of millions of dollars due to age, condition and the presence of asbestos.” (Id. at 4-5.) In light of “the relatively short remaining useful life and extreme costs of renewals/life extensions and subsequent/eventual dry-dock disposal,” the study concluded that, “[i]n the Port’s own words, [the Drydock] is too much potential liability,” and recommended that Signal decline the Port’s offer and attempt to renegotiate the Lease Agreement to place the burden of disposal upon the Port. (Id.) In a subsequent C & V survey dated September 2003, ABS observed that Pontoon H was “the most deteriorated pontoon” and had “very serious hull leakage,” such that pumps were used constantly to maintain ballast levels. (Zacharow Decl., Ex. 6 (“Sept.2003 ABS Survey”) at 5.) The survey went on to state that since ABS’s January 2000 recommendation, “no major, permanent, hull plating repairs have been accomplished,” and “even with the repairs and maintenance that have been done, the overall rate of drydock deterioration appears to be progressing at an ever increasing rate,” such that “the drydock is now well past the point where a major restoration effort would be economically practical.” (Id. at 7.) “At the time of inspection, repair personnel were actively looking for deck fractures over pontoon machinery areas and were affixing doublers as necessary,” and “due largely to excessive leakage in ‘H’ pontoon, it appeared that unsafe drydock operations were being conducted and ... that it [was] the Operator’s intention to continue the same.” (Id. at 5-6 (emphasis in original).) The survey concluded by “highly recommending] that drydock Owners advise Operators not to conduct additional drydockings until substantial repairs are made to the ‘H’ pontoon and the repairs are verified.” (Id. at 6 (emphasis removed).) In light of the survey’s conclusions, PANDIDC held an emergency meeting on September 30, 2003 to address the Drydock’s condition. As a result of that meeting, Signal and PANDIDC entered into an agreement whereby Signal made various commitments, including that it would remove the Drydock from service no later than October 2003 to perform the repairs mentioned in the survey. (Zacharow Deck, Ex. 9.) In March 2005, Signal purchased the Drydock from the Port for $10 pursuant to a Conditional Bill of Sale. (Zacharow Deck, Ex. 19 (“CBOS”).) Under the CBOS, Signal continued to bear the burden of disposal and was required to make payments to PANDIDC in varying amounts depending upon Drydock usage. However, its obligations to make such payments ceased “at the end of the useful life” of the Drydock. (Id.) It also now paid rent under the Lease Agreement to the Pleasure Island Commission (“PIC”), an arm of the City.' In December 2005, marine surveyors Dufour, Laskey, and Strauss (“DLS”) issued a report finding that the Drydock “had significant water in most compartments ... [which] requires pumping and trimming every four hours,” and “[t]he deck plating was noted to have significant doubler plates where plating was either wasted or separated from internal framing due to shear stresses' aboard the drydock.” (Dkt. No. 259 (“Straus Decl”), Ex. 13 (“2005 DLS Survey”) at 26.) Despite these problems, the survey concluded that the Drydock was in “fair” condition, relying upon reports from Signal that it would be “self-drydocked in the near future to effect repairs to the bottom of each of the pontoon sections,” and the fact that the Drydock was “overbuilt and significantly strong at the time of its construction,” which “translated into a significant effective age as well as extended remaining economic life considering that the noted maintenance is performed on a regular and continuing basis.” (Id.) In December 2006, DLS issued another survey concluding that the Drydock was in “fair” condition. (Straus Deck, Ex. 14 (“2006 DLS Survey”) at 27.) The observations in the 2006 survey were largely verbatim of the 2005 survey, but added that “[a]t the time of inspection there were divers present and those divers were patching holes or deficient areas of the bottom of the dry-dock.” (Id.) In 2007, Signal began investigating alternatives to extend the useful life of the Drydock. In February, its docking master, Jim Booker, contacted Heger about replacing the pontoons two at a time and refurbishing the wing walls. Heger subsequently conducted an inspection of the wing walls to determine whether they were suitable for refurbishment and issued a report in May 2007. That report concluded that the wing walls were in “fair to poor” condition and the ballast tanks and safety tanks had lost their protective coating and needed to be repainted; otherwise, any attempt to continue using the wing walls “would result in an extremely limited useful life for the wings.” (Zacharow Deck, Ex. 24 (“May 2007 Heger Report”) at 31.) In a report issued, in June 2007, Heger observed that “[p]ontoon sections E, F, G, and H are in, very poor condition throughout and need complete replacement if long term use is to be considered,” and recommended that Signal build new pontoons as “repair of the pontoons is not economically justifiable.” (Zacharow Deck, Ex. 25 (“June 2007 Heger Report”) at 28, 32.) In July, in response to an inquiry from Signal about what repairs were necessary for the Drydock’s continued safe operation, Heger reiterated that the deck plate for the pontoons needed to be replaced and observed that, in addition to other issues requiring repair, the “[p]ontoon deck is extremely thin with many holes and cracks” and “[a] blow out ... could rapidly flood the machinery compartment.” (Zacharow Deck, Ex. 27 at 2-3.) On September 24, 2007, two days before expiration of the Lease Agreement, Signal sent a letter to PANDIDC, the Port, and PIC indicating its desire to renew. • However, citing the fact that the Drydock was approaching “the end of its useful life and ... [would] likely not be operational for the entirety of the renewal period,” Signal rejected the twenty-five year renewal term and proposed a term that would automatically expire “in the event that the Drydock must be disposed of prior to the current expiration of the renewal period and a suitable dry dock cannot be obtained.” (Dkt. No. 250, Ex. 7.) In October 2007, DLS issued a C & V survey that essentially parroted the observations in its 2005 and 2006 surveys, but concluded that the Drydock was in “satisfactory” rather than fair condition, and recommended that the pontoons be drydocked and repaired “[a]s soon as practical within the succeeding eighteen months ... in order to render this vessel in good stable operating condition and provide a life extension to the drydock.” (Zacharow Deck, Ex. 28 (“2007 DLS Survey”) at 7.) In May 2008, having determined that it would not be economically feasible to replace the pontoons, Signal proposed a plan to Heger to extend the Drydock’s life by removing the two worst pontoons — H and E — and converting the Drydock to a 6-pontoon configuration. Heger stated that this configuration would not be stable without certain modifications and reiterated that “it is our opinion that all sections need major repair work before they can be safely used,” and therefore “[a]ny designs we perform will be provided with the understanding that the dock will no[t] be operated with our ‘blessing’ unless all sections are repaired to our satisfaction.” (Zacharow Deck, Ex. 33 at 2.) On June 9, Heger provided Signal with design options for reconfiguring the Drydock to a 6- or 7-pontoon configuration. Signal directed Heger to develop the design for the 7-pontoon configuration, which called for the removal of Pontoon H, and began work on the project around December 2008. In January 2009, Stephen Heller & Associates, Inc. (“Heller”) issued a 2009 Property Risk Assessment Report concluding that “the Signal International facilities reviewed are rated as an ‘Above Average’ risk.” (Dkt. No. 260 (“Morano Deck”), Ex. 2 (“2009 Heller Report”) at 8.) This was the second highest rating possible, defined as “[ajcceptable standards including some best industry practices.” (Id.) The report also described the risk of the Drydock becoming a total loss as one of “extremely low probability and frequency based on previous industry experience.” (Id. at 36-37.) In April 2009, Heger warned Signal that “it is imperative that all [pontoons] and original connection plates be adequately repaired according to our reports of May 18, 2007 ... and June 28, 2007” prior to reconfiguring the Dry-dock. (Zacharow Deck, Ex. 39 at 2.) Despite this warning, Signal proceeded to reconfigure the Drydock without making such repairs, beyond the continued periodic installation of new insert plates. (Straus Deck, Ex. 15 at 55:2-56:15; Ex. 23 at 207:15-208:7; Ex. 24 at 77:19-80:1, 102:13-23.) In a letter dated August 12, 2009, PIC’s lawyers informed Signal that, because it was in default of the Léase Agreement for various reasons, PIC was exercising its contractual right to terminate, effective September 15, 2009, and demanding in accordance with the lease two years’ rent representing liquidated damages. On August 18, representatives from Signal and PIC signed a proposal for an extension of the lease, which reflected mutual agreement upon a six-year lease extension with specified annual rent, and two options to renew for additional six-year terms with rent to be determined. By its own terms, the proposal was “to be presented to each entity for approval” and PIC was to respond by September 3, 2009. On August 20, 2009, Signal reached the point in the reconfiguration where it was ready to remove Pontoon H. Shortly before 3:00 p.m., it removed and drydocked Pontoon H on blocks situated on Pontoons G, F, and E. At 5:00 p.m., the ballast tanks of the remaining seven pontoons were pumped. Later that evening, the Drydock sank. 3. The Policies and Underwriting Process At the time of the sinking, Signal held five insurance policies that potentially provided coverage for the Drydock: (1) a marine general liability policy subscribed to by FFIC and One Beacon on a 50-50 basis with FFIC as lead insurer having full claims control, providing $1 million coverage per occurrence less a $100,000 deductible (“MGL Policy”); (2) a marine excess liability policy subscribed to by FFIC, National Liability, and QBE on a 34-34-32 basis, also with FFIC as lead insurer, providing $25 million coverage per occurrence (“Bumbershoot Policy”); (3) a pollution policy subscribed to by Great American, providing $5 million coverage (“Pollution Policy”); (4) a primary property policy subscribed to by Westchester Surplus Lines Insurance Company (“Westchester”), providing $10 million coverage (“PPI Policy”); and (5) an excess property policy subscribed to by MSI, providing $15 million coverage in excess of the PPI Policy (“EPI Policy”). The PPI and EPI Policies insure loss or damage to real and personal property listed in a property schedule, as well as business interruption and “extra expenses.” Business interruption covers loss resulting from interruption or reduction of business operations due to loss or damage to insured property; extra expenses áre the reasonable and necessary costs incurred to temporarily continue the business pending recovery. The Pollution Policy provides coverage for pollution liability based upon discharges into navigable waters arising under the Oil Protection Act (“OPA”),'the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), the Federal Water Pollution Control Act (“FWPCA”), and corresponding state law. Pursuant to an endorsement, the policy also provides coverage for “the on-water removal of materials of a non-OPA and non-CERCLA nature which has been mandated by an authorized public authority and is the result of a defined single, sudden and accidental event.” (Dkt. No. 215, Ex. 4 (“Pollution Policy”) at GAI2279.) In addition to the Drydock,. the Pollution Policy covers the Dual Carrier, Signal’s fleet of twenty-five barges and tugs that were used in connection with its Drydock operations, and any vessels that were on the Drydock for business purposes. Signal obtained these policies through its insurance broker, Willis of Alabama, Inc. (‘Willis”). From its inception, Signal insured its drydocks under its property insurance program. However, prior to soliciting property coverage from MSI, it attempted to obtain hull insurance on the Drydock in 2005. In connection with applications to Trident Marine (“Trident”) and FFIC, Willis submitted the 2002 Heger Report. Both underwriters singled out the report’s description of the poor condition of the pontoon deck plating and asked Willis if any work had been done. The FFIC underwriter stated that he would need a description of the repairs done or else he would “have a tough time convincing anybody that this is worth $5,000,000.” (Zacharow Decl., Ex. 15 at 2.) The Trident underwriter similarly remarked that “[w]e would need confirmation from the assured that [the pontoon deck of all sections and Pontoon H has been replaced or fixed] before we would commit to cover it.” {Id. at 4.) Willis indicated that Signal had “performed a great deal of work” but it did not know the specifics; offered to obtain a new C & V survey; and requested a quote assuming receipt of an acceptable survey. (Dkt. No. 215, Ex. 16 at 2.) The Trident underwriter responded that he “c[ould not] support any pricing without some feedback from the assured detailing what work had been done on the Drydock.” (Dkt. No. 215, Ex. 17 at 2 (emphasis added).) Signal subsequently sought property insurance on the Drydock. In connection with the solicitation of coverage for the 2009-10 year, Willis employed AmWins of New York (“AmWins”), a wholesale broker, which provided Westchester with a 2009 Property Submission. That submission contained, among other things, the 2009 Heller Report and a Statement of Values listing the Drydock’s value as $13.6 million based upon the most recent survey, the 2007 DLS Survey. Westchester relied upon this submission to underwrite the PPI Policy. Seeking additional coverage, AmWins provided MSI with the same submission, which it relied upon to underwrite the EPI Policy. Signal held pollution coverage with Great American beginning in 2004. In connection with its solicitation of coverage for the 2009-10 year, Willis, on behalf of Signal, submitted a Vessel Pollution Liability Application and an attached Vessel Schedule. The Vessel Schedule identified the pieces for which Signal sought coverage, including the Drydock, and described, among other things, the age of each item. Willis did not submit any surveys or reports regarding the condition of the Dry-dock. 4. After the Sinking The Drydock was declared a constructive total loss. Signal subsequently made demand upon its insurers and notified the Texas General Land Office (“GLO”) of the sinking. In a letter dated September 2, 2009, the GLO notified Signal that it had determined that the Drydock “could be a threat to health, safety, or welfare and a threat to the environment,” noted the potential consequences of abandonment, and inquired as to what actions Signal would take “to minimize pollution impacts to waters of the state.” (Dkt. No. 19, Ex. 5 (“Sept.2009 GLO Letter”).) The GLO cited as authority the Oil Spill Prevention Act of 1991 (“OSPRA”), which prohibits a person from leaving a wrecked structure in coastal waters if the GLO finds it to be involved in an actual or threatened discharge of oil; a threat to public health, safety, or welfare; a threat to the environment; or a navigation hazard. (Id. (citing Tex. Nat. Res.Code § 40.108).) On September 8, Signal’s Chief Financial Officer, Chris Cunningham, sent a letter to PIC informing it that the Drydock had sunk, and because Signal would not be purchasing a replacement, it would not be entering into a new lease. Effective September 25, 2009, Signal and PIC executed a First Amendment and Lease and Release Agreement, which reflected Signal’s withdrawal of its September 24, 2007 notice of intent to renew; extended the lease for six months to March 25, 2010 for the purpose of removal and cleanup; and required Signal to pay PIC $800,000 for rent through March 25, 2010 and in resolution of its alleged breaches under the lease. In January 2010, Westchester paid Signal the full $10 million coverage under the PPI Policy, without allocating the payment between coverage for the value of the Dry-dock and coverage for removal costs. MSI also eventually paid Signal $3.6 million less deductible as the remainder of the cash value of the Drydock. However, MSI and Great American took the position that their respective policies did cover removal costs. FFIC, as lead insurer for the liability policies, took the position that removal and cleanup were covered under the property and pollution policies, and if the liability policies responded at all, it was not until the other policies were exhausted or at least contributed. In due course, the liability insurers agreed to assist Signal in the process of obtaining bids for removal of the Drydock and provided it with funds on a reservation of rights basis. In late January 2010, Signal issued a request for best and final proposals for removal and cleanup of the Drydock, which provided that there were known and documented hazardous materials on the Drydock when it sank, including asbestos, transite, PCBs, and oil. In June 2010, Signal contracted with Weeks Marine, Inc. (“Weeks”) for the removal of the Drydock, including “possible friable asbestos containing materials, oils and/or petroleum products.” (Zacharow Decl., Ex. 66 at 14.) Weeks subcontracted ESCO Marine, Inc. (“ESCO”) to remove all hazardous materials and process them in accordance with regulatory requirements. Representatives of the GLO and the United States Coast Guard were present at the Drydock removal kick-off meeting on July 1, 2010 due to concerns over emissions of hazardous materials into the water. In connection with the project, ESCO removed and properly disposed of 70.5 fifty-five gallon drums of petroleum-based materials, 443,290 pounds of PCB bulk, 90,080 pounds of non-friable asbestos, and approximately 6.5 million pounds of contaminated soil. The removal of the Drydock and cleanup of the location were completed by March 2012. Plaintiffs ultimately paid Weeks $12,395,026 on Signal’s behalf. In a letter dated March 5, 2012, the GLO informed Signal that “the sunken structure and all associated debris that could create a navigation or environmental hazard have been removed from Texas coastal waters,” and therefore the incident was closed. (Dkt. No. 225, Ex. 7 (“2012 GLO Letter”).) B. Procedural Background Plaintiffs initiated this action on March 2, 2010, invoking this Court’s admiralty jurisdiction and seeking declaratory relief. (Dkt. No. 1.) Signal subsequently filed crossclaims against MSI for failure to cover business interruption and extra expenses, and for mishandling its insurance claims in violation of state law. (Dkt. No. 79.) MSI answered these crossclaims on January 28, 2011, and added crossclaims against Signal to void the EPI Policy for fraud, concealment, and material non-disclosure; recover payments made; and decline Signal’s remaining insurance claims. (Dkt. No. 84.) On March 18, MSI amended its answer to the complaint to include an affirmative defense that the EPI Policy is void for the same reasons. (Dkt. No. 101.) On March 25, Great American also amended its answer to include a counterclaim against Plaintiffs and crossclaims against Signal asserting that the' Pollution Policy is void under the doctrine of utmost good faith, and for misrepresentation and willful misconduct. (Dkt. No. 104.) This case was reassigned from Judge Kaplan to the undersigned on October 6, 2011. (Dkt. No. 125.) On August 10, 2012, after discovery, Plaintiffs moved for summary judgment seeking a declaration that the EPI Policy must contribute on a prorated basis for removal and cleanup of the Drydock, and Signal moved for partial summary judgment seeking a declaration that the EPI Policy is not a maritime contract subject to uberrimae fidei (Dkt. Nos. 159 & 162.) On January 25, 2013, the Court held that because the Drydock was not a “vessel” under Lozman v. City of Riviera Beach, Fla., — U.S. -, 133 S.Ct. 735, 184 L.Ed.2d 604 (2013), none of the insurance policies were maritime contracts and it therefore lacked admiralty jurisdiction over all claims in the ease. Fireman’s Fund Ins. Co. v. Great Am. Ins. Co. of N.Y., 2013 WL 311084 (S.D.N.Y. Jan. 25, 2013). The Court subsequently determined that it has jurisdiction over all claims pursuant to 28 U.S.C. § 1332 and 28 U.S.C. § 1367(a), limited its January 25 Order to the PPI and EPI Policies, and reserved judgment on the maritime status of the remaining policies. (Dkt. Nos. 219 & 232.) On February 5, the Court denied Signal’s motion for partial summary judgment as moot in light of its January 25 Order. (Dkt. No. 212.) On March 25, it granted Plaintiffs’ motion for summary judgment and held that the EPI Policy provides coverage for removal and cleanup of the Drydock. Fireman’s Fund Ins. Co. v. Great Am. Ins. Co. of N.Y., 2013 WL 1195277 (S.D.N.Y. Mar. 25, 2013). The eight pending motions relate exclusively to the Pollution and EPI Policies. With respect to the former, Plaintiffs and Signal jointly move for summary judgment seeking a declaration that the policy is not a maritime contract subject to uberrimae fidei, and is not otherwise void for misrepresentation, concealment, or material nondisclosure. (Dkt. No. 226.) Plaintiffs also independently move for partial summary judgment seeking a declaration that the policy covers removal of the Drydock. (Dkt. No. 230.) Great American cross-moves for summary judgment on the same issues. (Dkt. Nos. 242 & 244.) With respect to the EPI Policy, Signal moves for partial summary judgment seeking a declaration that the policy is not void for fraud, misrepresentation, concealment, or material non-disclosure, and MSI cross-moves for summary judgment on the same. (Dkt. Nos. 226 & 257.) MSI also moves for summary judgment to dismiss Signal’s business interruption crossclaim, and for an order reconsidering or altering this Court’s March 25 Order. (Dkt. Nos. 249 & 253.) II. Legal Standards A. Summary Judgment Summary judgment is appropriate when “there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed. R.Civ.P. 56. A fact is material if it “might affect the outcome of the suit under the governing law,” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986), and a dispute is genuine if, considering the record as a whole, a rational jury could find in favor of the non-moving party, Ricci v. DeStefano, 557 U.S. 557, 586, 129 S.Ct. 2658, 174 L.Ed.2d 490 (2009) (citing Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986)). The initial burden of a movant on summary judgment is to provide evidence on each element of his claim or defense illustrating his entitlement to relief. Vt. Teddy Bear Co. v. 1-800 Beargram Co., 373 F.3d 241, 244 (2d Cir.2004). If the movant makes this showing, the burden shifts to the non-moving party to identify specific facts demonstrating a genuine issue for trial, i.e., that reasonable jurors could differ about the evidence. Fed.R.Civ.P. 56(f); Anderson, 477 U.S. at 250-51, 106 S.Ct. 2505. The court should view all evidence “in the light most favorable to the nonmov-ing party and draw all reasonable inferences in its favor,” and a motion for summary judgment may be granted only if “no reasonable trier of fact could find in favor of the nonmoving party.” Allen v. Coughlin, 64 F.3d 77, 79 (2d Cir.1995) (citations and quotations omitted). At the same time, the non-moving party cannot rely upon mere “conclusory statements, conjecture, or speculation” to meet its burden. Kulak v. City of New York, 88 F.3d 63, 71 (2d Cir.1996) (citations omitted). B. Reconsideration or Alteration of Judgment A motion to alter judgment pursuant to Federal Rule of Civil Procedure 59(e) may be granted “only if the movant satisfies the heavy burden of demonstrating an intervening change of controlling law, the availability of new evidence, or the need to correct a clear error or prevent manifest injustice.” Hollander v. Members of the Bd. of Regents of the Univ. of the State of New York, 524 Fed.Appx. 727, 729 (2d Cir.2013) (citation and quotations omitted). A motion for reconsideration of an order is appropriate pursuant to Local Civil Rule 6.3 to correct clear error, prevent manifest injustice, or upon the availability of new evidence. See, e.g., Virgin Atl. Airways, Ltd. v. Nat’l Mediation Bd., 956 F.2d 1245, 1255 (2d Cir.1992) (citation omitted). “[T]he standards for relief under Local Civil Rule 6.3 and Rule 59(e) are identical.” Briese Lichttechnik Vertriebs GmbH v. Langton, No. 09 Civ. 9790(LTS), 2013 WL 498812, at *1 (S.D.N.Y. Feb. 11, 2013) (citation and quotations omitted). Both motions are “extraordinary remedies] to be employed sparingly in the interests of finality and conservation of scarce judicial resources,” and will not be granted “unless the moving party can point to controlling decisions or data that the court overlooked — matters, in other words, that might reasonably be expected to alter the conclusion reached by the court.” Goonan v. Fed. Reserve Bank of N.Y., No. 12 Civ. 3859(JPO), 2013 WL 1386933, at *1 (S.D.N.Y. Apr. 5, 2013) (citations and quotations omitted). III. Discussion A. The Pollution Policy 1. Admiralty Jurisdiction Over Marine Insurance Article III, Section 2 of the Constitution vests federal courts with jurisdiction over “all Cases of admiralty and maritime Jurisdiction.” U.S. CONST, art. III, § 2, cl. 1; see also 28 U.S.C. § 1333(1) (granting federal district courts exclusive original jurisdiction over all civil admiralty and maritime cases). Pursuant to this grant, federal courts have developed decisional law governing maritime contracts. Norfolk S. Ry. Co. v. James N. Kirby, Pty. Ltd., 543 U.S. 14, 23, 125 S.Ct. 385, 160 L.Ed.2d 283 (2004) (citations omitted). ‘When a contract is a maritime one, and the dispute is not inherently local, federal law controls the contract’s interpretation.” Id. at 22-23, 125 S.Ct. 385 (citing Kossick v. United Fruit Co., 365 U.S. 731, 735, 81 S.Ct. 886, 6 L.Ed.2d 56 (1961)). Maritime contracts are those which “relate to the navigation, business or commerce of the sea.” Jeffcott v. Aetna Ins. Co., 129 F.2d 582, 585 (2d Cir.1942) (quoting DeLovio v. Boit, 2 Gall. 398, 444 (C.C.D.Mass.1815) (Story, J.)). It is well settled that marine insurance contracts are within the admiralty jurisdiction. Ins. Co. v. Dunham, 78 U.S. (11 Wall.) 1, 29-31, 20 L.Ed. 90 (1870). However, “[t]he boundaries of admiralty jurisdiction over contracts — as opposed to torts or crimes— being conceptual rather than spatial, have always been difficult to draw.” Kossick, 365 U.S. at 735, 81 S.Ct. 886; see also CTI-Container Leasing Corp. v. Oceanic Operations Corp., 682 F.2d 377, 379 (2d Cir.1982) (“The precise categorization of the contracts that warrant invocation of the federal courts’ admiralty jurisdiction have proven particularly elusive.”). Whether a contract is maritime depends not upon “whether a ship or vessel was involved in the dispute,” or “the place of the contract’s formation or performance,” but rather upon “the nature and character of the contract, [where] the true criterion is whether it has reference to maritime service or maritime transactions.” Kirby, 543 U.S. at 23-24, 125 S.Ct. 385 (citations and quotations omitted). “Therefore, the contract’s subject matter must be [the] focal point.” Folksamerica Reinsurance Co. v. Clean Water of N.Y., Inc., 413 F.3d 307, 312 (2d Cir.2005) (citations omitted). If the contract’s “purpose is to effectuate maritime commerce ... it is a maritime contract.” Kirby, 543 U.S. at 27, 125 S.Ct. 385. In conducting this conceptual inquiry, “[precedent and usage are helpful insofar as they exclude or include certain common types of contract.” Kossick, 365 U.S. at 735, 81 S.Ct. 886. Courts are also guided by “the purpose of the jurisdictional grant — to protect maritime commerce.” Folksamerica, 413 F.3d at 311 (citing Exxon Corp. v. Cent. Gulf Lines, Inc., 500 U.S. 603, 608, 111 S.Ct. 2071, 114 L.Ed.2d 649 (1991)). With respect to insurance contracts in particular, the Second Circuit has instructed that “an insurance policy’s predominant purpose, as measured by the dimensions of the contingency insured against and the risk assumed, determines the nature of the insurance.” Folksamerica, 413 F.3d at 317 (quoting Acadia Ins. Co. v. McNeil, 116 F.3d 599, 603 (1st Cir.1997)); see also Royal Ins. Co. of Am. v. Pier 89 Ltd. P’ship, 738 F.2d 1035, 1036 (9th Cir.1984) (“For an insurance policy to be within admiralty jurisdiction, the interests insured, and not simply the risks insured against, must be maritime.”). “Ultimately, coverage determines whether a policy is ‘marine insurance,’ and coverage is a function of the terms of the insurance contract and the nature of the business insured.” Folksamerica, 413 F.3d at 317. Historically, admiralty jurisdiction existed over a contractual dispute only if the contract was “purely maritime” in nature. Sirius Ins. Co. (UK) Ltd. v. Collins, 16 F.3d 34, 36 (2d Cir.1994) (citing Rea v. The Eclipse, 135 U.S. 599, 608, 10 S.Ct. 873, 34 L.Ed. 269 (1890)). In time, two exceptions arose extending the jurisdiction to “mixed contracts” containing both maritime and non-maritime elements. Under the first, known as the “severability exception,” jurisdiction exists if “the claim arises from a breach of maritime obligations that are severable from the non-maritime obligations of the contract.” Folksamerica, 413 F.3d at 314 (citation and quotations omitted). Under the now-obsolete second, known as the “incidental exception,” jurisdiction arose if “the non-maritime elements of [the] contract [were] ‘merely incidental’ to the maritime ones.” Id. (citations omitted). In Kirby, the Supreme Court indicated that the incidental exception was untenable, at least in the context of bills of lading, because of its spatial focus. 543 U.S. at 26-27, 125 S.Ct. 385. In Folksamerica, the Second Circuit understood Kirby to suggest a “global principle” — not limited to bills of lading— and reformulated the incidental exception as the “primary or principal objective exception.” 413 F.3d at 314-15. Under this new exception, jurisdiction will exist even if a contract’s non-maritime components are “more than ‘incidental,’ ” provided the “principal objective of [the] contract is maritime commerce.” Id. at 315 (citation omitted) (emphasis in original). 2. The Doctrine of Utmost Good Faith Marine insurance is “a contract uberrimae fidei, and the principles which govern it, are those of an enlightened moral policy.” McLanahan v. Universal Ins. Co., 26 U.S. (1 Pet.) 170, 185, 7 L.Ed. 98 (1828) (Story, J.). Under the doctrine of utmost good faith, “parties to a marine insurance policy must accord each other the highest degree of good faith,” and the insured is obligated to “disclose any information that materially affects the risk being insured, because [it] is more likely to be aware of such information.” St. Paul Fire & Marine Ins. Co. v. Matrix Posh, LLC, 507 Fed.Appx. 94, 95 (2d Cir.2013) (citations and quotations omitted). This duty extends to all material information, “whether inquired for or not.” Fed. Ins. Co. v. PGG Realty, LLC, 538 F.Supp.2d 680, 688 (S.D.N.Y.2008) (citation and quotations omitted). “A non-disclosed fact is material if it would have affected the insurer’s decision to insure at all or at a particular premium.” N.Y. Marine & General Ins. Co. v. Tradeline (L.L.C.), 266 F.3d 112, 123 (2d Cir.2001) (citation omitted); see also McLanahan, 26 U.S. at 188 (recognizing that “the test of materiality” is “whether the risk be increased so as to enhance the premium”). The standard for materiality is an objective one which asks “whether a reasonable person in the assured’s position would know that the particular fact is material.” Knight v. U.S. Fire Ins. Co., 804 F.2d 9, 13 (2d Cir.1986) (citation omitted); see also Btesh v. Royal Ins. Co., Ltd. of Liverpool, 49 F.2d 720, 721 (2d Cir.1931) (noting that a fact is material if it is “something which would have controlled the underwriter’s decision,” “[b]y [which] we understand only what a reasonable person in the assured’s position would suppose”). Even if a non-disclosed fact is material, however, the policy “cannot be voided for misrepresentation where the alleged misrepresentation was not relied upon and did not in any way mislead the insurer.” Puritan Ins. Co. v. Eagle S.S. Co. S.A, 779 F.2d 866, 871 (2d Cir.1985) (citation and quotations omitted); see also 2 Thomas J. Schoenbaum, Admiralty and Maritime Law § 19-14 (5th ed.) (describing this separate requirement as “inducement”). Thus, what has generally been described as the “materiality” element consists of two questions, one objective, one subjective: (i) would a reasonable insured believe that the disclosure would be material to the insurer’s decision; and (ii) was the non-disclosure in fact material to the insurer’s decision? If the insured breaches its duty of utmost good faith, the insurer is entitled to void the policy ab initio, “regardless of whether the misrepresentation or omission was intentional or was the result of accident or mistake.” PGG Realty, 538 F.Supp.2d at 688 (citations omitted). 3. The Threshold Inquiry Prior to Kirby, courts in this Circuit were required to conduct a “threshold inquiry” to determine “whether the subject matter of the dispute is so attenuated from the business of maritime commerce that it does not implicate the concerns underlying admiralty and maritime jurisdiction.” Atl. Mut. Ins. Co. v. Balfour Maclaine Intern. Ltd., 968 F.2d 196, 200 (2d Cir.1992) (citation omitted) (emphasis removed). If the threshold inquiry was not satisfied, the court lacked admiralty jurisdiction. Folksamerica, 413 F.3d at 312 (citations omitted). In Folksamerica, the Second Circuit expressed “some uncertainty” as to whether the inquiry survives Kirby — which did not mention it and focused solely upon the primary objective of the contract — but left resolution of the issue for an appropriate case. Id. at 313-14. It would seem that if the inquiry continues to play a role, it must be as a useful tool in assessing whether the primary objective of the contract is maritime commerce, rather than an independent basis for declining jurisdiction. See Marubeni Int’l Petroleum (Singapore) Pte Ltd. v. Prestige Marine Servs. Pte Ltd., 591 F.Supp.2d 386, 388 n. 1 (S.D.N.Y.2009) (“[S]uch an inquiry is, at best, a threshold inquiry, and a court must still inquire into whether the primary objective of the contract [is maritime commerce].”) (citation omitted); see also N.H. Ins. Co. v. Home Sav. & Loan Co. of Youngstown, Ohio (“NHIC”), 581 F.3d 420, 425 (6th Cir.2009) (finding the Second Circuit’s justification for the threshold inquiry “persuasive,” but declining to adopt the inquiry as inconsistent with Kirby). Even assuming that the inquiry continues to act as a threshold, however, it is readily satisfied in this case. The Second Circuit has only twice encountered cases that failed the inquiry, and both involved claims for the loss of “coffee — a good without any inherently maritime character — that was designated for land transportation only, never became marine cargo, and never entered maritime commerce.” Folksamerica, 413 F.3d at 312-13 (discussing In re Balfour MacLaine Intern. Ltd., 85 F.3d 68 (2d Cir.1996); Atl. Mut., 968 F.2d 196). In Folksamerica, the Court concluded that the case “easily” satisfied the threshold because “the parties’ dispute concerned] an insurance claim based on a ship-maintenance-related injury sustained by a ship oil-tank cleaner aboard an ocean going vessel in navigable waters.” Id. at 313. Here, too, the dispute concerns an insurance claim based on the loss of a drydock, located in navigable waters, which was designed for and predominantly engaged in the repair of vessels, a business that has “long been recognized as maritime.” Id. (citations omitted). It is therefore “fair to say” that when the Drydock sank, giving rise to a potential threat to the navigation and environment of commercial waters, it “became a casualty of the business of maritime commerce.” Id. (citation omitted). Although Folksamerica is distinguishable because this dispute does not involve a vessel, that fact alone cannot preclude jurisdiction. See Kirby, 543 U.S. at 23, 125 S.Ct. 385 (noting that courts may not rely upon “whether a ship or vessel was involved in the dispute” to determine whether jurisdiction exists) (citation omitted). Moreover, even though the dispute does not involve a vessel, it arises from a claim on a policy that provides coverage to twenty-five vessels that were part of Signal’s Drydock operations, as well as any vessels that were on board the Drydock for business purposes. Under these circumstances, the dispute is not “so attenuated” from maritime commerce that admiralty jurisdiction is precluded. 4. The Pollution Policy is Marine Insurance In its January 25 Order, the Court held that the PPI and EPI Policies were not maritime contracts because the “predominant item” insured — the Dry-dock — was not a vessel. Fireman’s Fund, 2013 WL 311084, at *5. Plaintiffs argue that the same reasoning applies to the Pollution Policy. This is an incomplete account of the holding. While the Court emphasized the vessel status of the “predominant item” insured, this was because “the Drydock was by far the most expensive asset insured,” and therefore “if [it was] in fact a vessel, the insurance’s predominant purpose was to insure maritime risks.” Id. at *1 n. 4 (citing Folksamerica, 413 F.3d at 315) (emphasis added). Thus, the vessel status of the Drydock was relevant because it informed the primary purpose of the PPI and EPI Policies, and it was dispositive because the Drydock was “by far” the largest piece of property insured. It does not follow that the vessel status of the Drydock is also dispositive of a policy that insures pollution liability arising out of Signal’s general business operations, rather than property damage or loss. On the contrary, the fact that a vessel was not involved in a dispute or is not the predominant object of a contract generally will not answer the jurisdictional question. See, e.g., Kirby, 543 U.S. at 24, 125 S.Ct. 385 (“To ascertain whether a contract is a maritime one, we cannot look to whether a ship or vessel was involved in the dispute, as we would in a putative maritime tort case.”); Kossick, 365 U.S. at 735, 81 S.Ct. 886 (“[A] contract to repair or to insure a ship is maritime, but a contract to build a ship is not.”) (citations omitted); Catlin (2008 Syndicate) at Lloyd’s v. San Juan Towing & Marine Servs., Inc., 946 F.Supp.2d 256, 264-65 (D.P.R.2013) (observing that “in light of Kirby, the [floating drydock’s] non-vessel status pursuant to 1 U.S.C. § 3 does not ipso facto preclude it from qualifying as a maritime interest”); St. Paul Fire & Marine Ins. Co. v. SSA Gulf Terminals, Inc., 2002 WL 31260153, at *2 (E.D.La. Oct. 8, 2002) (“In order to invoke this Court’s admiralty jurisdiction, the contract need not insure a vessel, but it must bear a certain nexus to a vessel’s operations and navigation.”) (citation omitted). Nor, as a logical matter, should it. The concepts of vessels and maritime contracts are distinct: one hinges upon the capacity of the object as a means of transportation over water, the other upon the object’s relationship to maritime commerce. Lozman, 133 S.Ct. at 739 (stating that vessel status is determined based upon whether “a reasonable observer, looking to the [object’s physical characteristics and activities, would ... consider it to be designed to any practical degree for carrying people or things on water”). Consequently, although the vessel status of the Drydock is relevant, it does not end the analysis. Rather, the Court must determine whether the primary purpose of the contract is maritime commerce in light of the nature of the business and interests insured and the risks assumed. i. Severability As a preliminary matter, it is necessary to determine the scope of the inquiry. The Pollution Policy is clearly severable. The scheduled interests are listed separately and each has its own premium. See, e.g., Atl. Mut. Ins. Co. v. Balfour Maclaine Intern. Ltd., 775 F.Supp. 101, 106 (S.D.N.Y.1991) (relying upon the existence of separate premiums to conclude that the contract was severable), aff'd, 968 F.2d 196. Great American relied upon this sev-erability to tender only the premium and interest due for the Drydock coverage, and it has sought to void only that portion of the policy. Under the traditional severability analysis, this Court would sever the Drydock coverage and consider it in isolation to determine whether maritime law governs its interpretation. “Yet Kirby by its terms requires analysis of the maritime contract as a whole.” Tradhol International, S.A. v. Colony Sugar Mills Ltd., No. 09 Civ. 0008KRJH), 2009 WL 2381296, at *5 (S.D.N.Y. Aug. 4, 2009) (citations and quotations omitted), aff'd, 354 Fed.Appx. 463 (2d Cir.2009). By focusing upon “whether the principal objective of a contract is maritime commerce,” Kirby’s conceptual approach “vindicates” the fundamental interest of the jurisdictional grant — “the protection of maritime commerce.” Kirby, 543 U.S. at 25, 125 S.Ct. 385 (citations and quotations omitted) (emphasis removed). Where the relevant contractual provision is non-maritime, the sev-erability exception threatens to frustrate, rather than further, this interest. Were a court to sever the nonmaritime element first and analyze it in isolation, maritime law would not govern its interpretation, even if the primary purpose of the contract as a whole is maritime commerce. In contrast, were the court to first analyze the contract as a whole and conclude that its primary purpose is maritime commerce, maritime law would wholly govern its interpretation, rendering the severability analysis moot; severed or not, the non-maritime element would be subject to maritime law. Recognizing this problem, the Ninth Circuit has disavowed the severability exception in light of Kirby. See Sentry Select Ins. Co. v. Royal Ins. Co. of Am., 481 F.3d 1208, 1218-19 (9th Cir.2007) (citations and brackets omitted) (observing, inter alia, that “if the Court [in Kirby ] had wished to recognize a severability exception, then there could not have been a better context in which to fashion this exception than the intermodal shipping context — the Court could have treated the ocean shipping leg as maritime and severed the non-maritime land leg of the bill of lading”). In Tradhol, Judge Holwell similarly “questioned] whether the sever-ability doctrine survives Kirby,” since “[t]he premise ... is that a court may divide a contract into its component parts and pronounce some but not all of them ‘salty.’ ” 2009 WL 2381296, at *5 (citation omitted). It was not necessary to resolve the issue, however, because the plaintiff failed to allege a severable contract. Id. This Court is also doubtful that the severability exception is not abrogated or at least altered by Kirby, since it too can lead to a spatial rather than conceptual focus. Indeed, if the incidental exception must be reformulated to the “principal or primary purpose exception” — which seems to be just another way of asking whether the “principal objective óf a contract is maritime commerce” — then it is hard to see why the severability exception should not also yield to this purposive inquiry. Notwithstanding these issues, because the exception remains the law of this Circuit, the Court proceeds to analyze the Drydock coverage as a separate component of the policy. See Tradhol, 354 Fed.Appx. at 464-65 (2d Cir.2009) (conducting the sever-ability analysis); Folksamerica, 413 F.3d at 314 (discussing the two exceptions and reformulating the incidental exception in light of Kirby without suggesting that the severability exception was also altered), ii. Folksamerica and Marine Pollution Insurance The conclusion, though made, is in any event academic. Even when viewed in isolation, the Drydock coverage has a “genuinely salty” flavor. Kossick, 365 U.S. at 742, 81 S.Ct. 886. Folksamerica is instructive. There, a worker who was injured while cleaning the oil tank of a barge moored in navigable waters in New York Harbor sued Clean Water, the company that subcontracted the work to his employer, in state court. 413 F.3d at 309. When Clean Water notified its insurer of the action, the insurer’s successor in interest, Folksamerica, sued in federal court seeking a declaration that it had no duty to indemnify or defend. Id. The policy, which had a single premium, consisted of two parts: a Comprehensive General Liability (“CGL”) section providing coverage for pollution liability, among other things; and a Shiprepairers Legal Liability (“SLL”) section providing coverage for loss of or damage to vessels undergoing repairs by the insureds. Id. at 309-10. The insureds were all “marine companies whose'business operations relate[d] entirely to either ship repair, marine oil transport, marine cargo transport, or, in the case of Clean Water, ship tank cleaning,” and the policy had been issued by a marine insurer through a marine broker. Id. at 310, 315 (citation and quotations omitted). Folksamerica contended that the policy was marine insurance because it was “issued to maritime companies, clearly coverted] their marine interests, and the underlying accident was on board a vessel in navigable waters,” and accordingly sought to void coverage pursuant to uberrimae fidei Id. at 310-11 (citation, quotations, and brackets omitted). Clean Water argued — and the district court agreed — that the policy was not a maritime contract because “the CGL section ... [w]as a standard ‘all risk policy’ and ... the maritime risks covered by the Policy were ‘merely incidental’ at best.” Id. at 311 (citation omitted). The district court did not consider the SLL section in its analysis, presumably because Clean Water’s claim arose under the CGL section. Id. at 310-11 (citation omitted). On appeal, the Second Circuit reversed, holding that the policy was marine insurance because its principal objective was to establish marine insurance. With respect to the CGL section, the Court was mindful of developments in industry practice, recognizing that “[w]hile CGL insurance originally may not have been intended to serve as marine insurance, the far flung activities of major corporate insureds has brought a number of maritime exposures within its scope,’’ and “[issuance of CGL-like insurance policies to maritime businesses seems to be a growing trend.” Id. at 317-18 (citations and quotations omitted). Clean Water’s CGL section was illustrative. Although it “exclude[d] certain traditional marine risks” covered under standard marine policies such as hull and protection and indemnity (P & I) insurance, it was tailored to address other “exposures particular to marine operations.” Id. at 318-19 (citation omitted). The pollution coverage was one aspect of the section that was “decidedly marine.” Id. at 323. “Pollution coverage is widely recognized as marine in nature,” particularly since “some level of pollution coverage is often included in [traditional marine] P & I insurance policies.” Id. at 321 (citations omitted). As “[i]t became obvious to the petroleum and tanker trades ... that extraordinary sources of financial protection would be necessary to meet the increasingly prohibitive costs of pollution clean-up and remediation activities,” “[standard CGL policies include[d] a pollution exclusion clause,” but some policies offered a limited “buy back” provision for reinstatement of coverage at an additional cost. Id. at 321 (citations and quotations omitted). Clean Water had taken advantage of such an option because its “business operations in oil and cargo transportation rendered] pollution coverage potentially significant.” Id. (citations omitted). Other aspects of the CGL section were likewise marine “in the context of ship repair and maintenance businesses.” Id. at 320. The SLL section— relevant to an analysis of the contract as a whole — was also marine because it insured damage to vessels undergoing maintenance, a quintessential aspect of maritime commerce. Id. at 323. The court thus concluded that “[t]he two sections of the Policy together operate seamlessly to provide coverage that is primarily marine in nature,” and admiralty jurisdiction was therefore proper. Id. at 323-24. In this case, it is undisputed that a principal component of Signal’s business is vessel repair and maintenance. Signal was primarily involved in such work in the beginning, and even in 2009, when its focus had shifted to new construction, vessel repair and maintenance continued to constitute some thirty to forty percent of its business. It is also undisputed that the Drydock was designed for and substantially, if not predominantly, involved in such work. In the months leading up to the sinking, it was used to drydock two drilling rigs for repairs. (Dkt. No. 229 (“Nicoletti Aff.”), Ex. 16 at 233:9-25; Ex. 21 at 31:1-25.) While Plaintiffs stress that the Drydock was also used to assemble one of Signal’s new construction projects, the revenue and costs incurred in relation to that project were transferred to Signal’s Orange, Texas facility, where the fabrication took place. (Nicoletti Aff., Ex. 14 at 240:11-243:13, 405:24-406:25.) Moreover, Signal’s fabrication work appears to have been primarily, if not entirely, performed at its facilities in Orange, Texas and Pascagoula, Mississippi — not at the dockyard. (Id. at 35:24-40:24, 406:14-25.) Regardless, it is not necessary that Signal’s Drydock operations have been exclusively related to vessel repair for the Drydock coverage to constitute marine insurance; indeed, such a quantitative approach would be inconsistent with the conceptual inquiry mandated by Kirby. See, e.g., Catlin, 946 F.Supp.2d at 265-66 (finding “no indication [under Kirby ] that a court’s analysis should turn only on quantitative criteria like the amount of time a structure actually engaged in the repair of vessels”). What matters for purposes of the analysis is that the Drydock coverage was substantially related to pollution liability arising from vessel repair and maintenance operations, and therefore the nature of the business and interests insured was marine. Under Folksamerica, insurance covering marine pollution liabilities arising out of marine business operations is, naturally, “decidedly marine.” 413 F.3d at 323. The Second Circuit’s analysis was echoed in Certain Underwriters at Lloyds, London v. Inlet Fisheries, Inc., where the Ninth Circuit concluded that vessel pollution insurance is marine. 518 F.3d 645, 654-55 (9th Cir.2008) (“That vessel pollution insurance covers new statutory liabilities, occasioned by modern environmental legislation, does not alter the fact that the risks of incurring that liability stem from the same vagaries of marine life that have shaped marine insurance law for centuries .... [Such] insurance [still] covers vessel owners’ liabilities to third parties for marine incidents, namely pollution.”); see also M/G Transport Servs., Inc. v. Water Quality Ins. Syndicate, 234 F.3d 974, 975-76 (6th Cir.2000) (implicitly holding that “marine pollution liability” for a marine transporter of coal was marine insurance); Robert Force, Federal Judicial Center: Admiralty and Maritime Law 184-85, 187 (2004) (recognizing pollution insurance as a standard type of marine insurance); 2 Schoenbaum § 19-12 (noting that P & I insurance typically provides coverage for pollution). The Pollution Policy provides coverage for liability under OPA, CERC-LA, the FWCPA, and analogous state law arising out of any “accidental discharge or substantial threat of discharge into the navigable waters of the United States” from the Drydock. (Pollution Policy at GAI2270.) This is quintessentially marine pollution coverage. See, e.g., Robert T. Lemon, Allocation of Marine Risks: An Overview of the Marine Insurance Package, 81 Tul. L.Rev. 1467, 1486 (2007) (observing that vessel pollution liability policies generally provide coverage for liability under OPA, CERCLA, the FWCPA, and corresponding state law). The business, interests, and risks insured thus being maritime, the Drydock coverage fits neatly within the marine pollution insu