ORDER GRANTING MOTION FOR JUDGMENT ON THE PLEADINGS This case involves a dispute about coverage under two separate insurance policies. Plaintiff Suez Treatment Solutions, Inc. (“Suez”) separately purchased from ACE American Insurance Company (“Chubb”) and Liberty Mutual Fire Insurance Company (“Liberty”) (together, “Defendants”) insurance to cover its operations in connection with the development of a pollution treatment system in North Carolina. When that project ultimately failed, an underlying action sought damages from Suez, among others, for breach of contract, negligence, and fraud. [ECF No. 39-4, the "Underlying Complaint"]. In this case, Suez seeks a declaratory judgment that, under the insurance policies, Chubb and Liberty are each obligated to defend and indemnify Suez in connection with the underlying case. [ECF No. 1, the "Complaint"]. Suez moves for partial judgment on the pleadings with respect to the Defendants’ duty to defend [ECF No. 37] and filed its memorandum of law in support [ECF No. 38, "Suez Mem."]. Liberty filed a memorandum of law in opposition, stylized in part as its own request for judgment on the pleadings, seeking a determination that Liberty does not owe Suez a duty to defend. [ECF No. 41, "Liberty Mem."]. Chubb then separately moved for judgment on the pleadings, requesting that the Court determine that Chubb owes no duty to defend [ECF No. 43], and filed a memorandum in support [ECF No. 44, "Chubb Mem."]. Suez filed an omnibus reply to both the Chubb and Liberty papers [ECF No. 46, "Suez Reply"]. Chubb and Liberty each subsequently filed a reply, [ECF No. 47, "Chubb Reply"; ECF No. 48, "Liberty Reply"]. On a Federal Rule of Civil Procedure 12(c) motion for judgment on the pleadings — an unusual procedural posture for a duty to defend case — the Court may consider the Chubb and Liberty Policies annexed to the Complaint. L-7 Designs, Inc. v. Old Navy, LLC, 647 F.3d 419, 422 (2d Cir. 2011). A complaint is also “deemed to include…materials incorporated in it by reference [and] documents that, although not incorporated by reference, are ‘integral.’” Sira v. Morton, 380 F.3d 57, 67 (2d Cir. 2004). The Complaint here explicitly references the underlying litigation, Compl. 1, and summarizes the allegations in the Underlying Complaint, Compl.
41-44. Because the Complaint explicitly refers to and relies upon the allegations contained in the Underlying Complaint, it is incorporated by reference, and is otherwise integral. Sira, 380 F.3d at 67. The Court therefore considers the Underlying Complaint and the Policies on these Motions. For the reasons discussed herein, the Court grants Suez’s motion as to both insurers, declaring that Chubb and Liberty each owe a duty to defend Suez in the Underlying Action. BACKGROUND I. THE UNDERLYING LITIGATION The underlying case arises from work that Suez performed for the City of High Point, North Carolina (“High Point” or “the City”) to upgrade the facilities at its wastewater treatment plant starting in 2012. See Underlying Compl.
