A TTORNEYS FOR A PPELLANT A TTORNEYS FOR A PPELLEE K ENNEDY T ANK & M FG

. C O ., I NC . J ohn R. Maley Craig J. Helmreich Peter J. Rust hoven Brandon K. Wiseman T. Joseph Wendt Scopelitis, Garvin, Light, Hanson & Feary, P.C. Barnes & Thor nburg LLP Indianapolis, Indiana Indianapolis, Indiana

A TTORNEYS FOR A PPELLANTS H EMLOCK S EMICONDUCTOR O PERATIONS LLC AND H EMLOCK S EMICONDUCTOR , LLC A. Richard M. Blaiklock Charles R. Whybrew Edward D. Thomas Lewis Wagner, LLP Indianapolis, Indiana

_______________________________________________________________ _______________ 

# In the 

# Indiana Supreme Court

_________________________________ No. 49S02-1608-CT-431

K ENNEDY T ANK & M FG

. C O ., I NC ., Appellant-Defendant, Third-Party Plaintiff,
AND H EMLOCK S EMICONDUCTOR O PERATIONS LLC AND H EMLOCK S EMICONDUCTOR , LLC, Appellants, Third-Party Defendants,

v.

E MMERT I NDUSTRIAL C ORPORATION D / B / A E MMERT I NTERNATIONAL , Appellee-Plaintiff.

_________________________________ Appeal from the Marion Superi or Court Civil Division 1, No. 49D 01-1501-CT-2052 The Honorable Heather A. Welch, Judge

_________________________________ On Petition to Transfer from the Indiana Court of Appeals, No. 49A02-1507-CT-934

_________________________________ January 3, 2017
Rush, Chief Justice.2 After Emmert Industrial Corporat ion (“Emmert”) successfully tra nsported an enormous process tower vessel from Indiana to Tennessee, the vessel’s ma nufacturer—Kennedy Tank & Manufacturing Company (“Kennedy”)—refused to pay nearly $700,00 0 in unforeseen transportation expenses. Emmert attempted to collect, but Kenne dy still had not paid by the time a federal statute of limitations expired. Emmert eventually sue d for breach of contract and unjust enrichment, and Kennedy raised the federal statute of limitatio ns as an affirmative defense, arguing it preempts Indiana’s longer lim itations period. On this issue of first impression, we disagree with Kennedy and hold that Indiana’s ten-year statute of limitations is not preempted. Emmert’s collection claim may therefore proceed.

Facts and Procedural History
Kennedy needed a process tower vessel transported from its head quarters in Indianapolis, Indiana, to Hemlock Semiconducto r’s (“Hemlock”) location in Cla rksville, Tennessee. The vessel was massive—about 280 feet long, 18 feet wide, and 16 feet tall , and weighing about 360,000 pounds. Kennedy contracted with Emmert, an Oregon-based heavy-h aul transporter, to get it to
Clarksville. Their contract—which specified it should be interp reted under Indiana law—called for Kennedy to pay $197,650.00 plus additional unforeseen costs

. Many of those additional unforeseen costs piled up. The I-64 br idge between Indiana and Kentucky unexpectedly closed, r equiring an alternate route. Thi s led to additional route surveys and permit applications in Indiana, Illinois, Missouri, and Tenness ee. Altogether, construction delays, road closures, permit applications, safety escorts, and bureauc ratic delays cost Emmert an additional $691,301.03. Despite these troubles, Emmert delivered the vesse l on November 11, 2011.
Emmert then tried to collect the additional costs from Kennedy. They discussed the dispute through January 2013, then consider ed arbitration from June to August 2014. But, in September 2014, Kennedy refused to pay any a dditional charges, claiming t o owe nothing because of the federal eighteen-month statute of limitations in 49 U.S.C. sect ion 14705(a). Emmert then sued, alleging breach of contract and, i n the alternative, unjust enr ichment.
Kennedy moved to dismiss Emmert’s complaint under Indiana Trial Rules 12(B)(1) and 12(B)(6), relying on the eighteen- month federal statute of limi tations. Emmert responded that dismissal was inappropriate because the federal statute did not preempt Indiana’s ten-year3 limitations period in Indiana Code section 34-11-2-11. Emmert a lso claimed that the parties’ settlement discussions equitably estopped Kennedy from assertin g the federal statute of
limitations. The trial court deni ed the motion to dismiss, find ing no preemption.
Following the denial of its motion, Kennedy brought Hemlock int o the case—alleging Hemlock’s responsibility for any additional charges—and filed t his interlocutory appeal. The Court of Appeals reversed the trial court, finding that Indiana ’s statute of limitations was preempted, Kennedy Tank & Mfg. Co. v. Emmert Indus. Corp., 53 N .E.3d 505, 509–11 (Ind. Ct. App. 2016), and that Emmert waived the equitable estoppel issue on appeal, id. at 506 n.2. Emmert sought transfer, which we granted—thus vacating the Court of Ap peals opinion. Ind. Appellate Rule 58(A).
We now affirm the trial court, a greeing that Indiana’s statute of limitations is not preempted.

Standard of Review
We review the denial of Kennedy’s motion to dismiss de novo. Te aching Our Posterity Success, Inc. v. Ind. Dept. of Educ., 20 N.E.3d 149, 151 (Ind. 2014). To determine if this denial was appropriate, we must first det ermine whether Indiana’s stat ute of limitations is preempted—a question of law, Hardy v. Hardy, 963 N.E.2d 470, 473 (Ind. 2012 ), abrogated on other grounds by Hillman v. Maretta, 133 S. Ct. 1943 (2013), that we also review de novo, see Clippinger v. State, 54 N.E.3d 986, 988 (Ind. 2016).

Discussion and Decision
Our analysis begins with a presumption against preemption, whic h Kennedy and Hemlock bear the burden to overcome. Yet here, Congress has provided no indication that it intended to impose a uniform national statute of limitations, and breach of contract collection actions are not an area of federal regulation. Furthermore, other jurisdictions addressing this issue provide little guidance and do not compel a diffe rent result. Kennedy and Heml ock thus fail to carry their burden
to show that Indiana’s statute of limitations on contract colle ction actions is preempted. 1

1 Because Indiana’s statute of limitations is not preempted, we need not address Kennedy’s argument that 49 U.S.C. section 14705(a) provides a statute of repose rather than a statute of limitations. We do note, though, that Indiana Trial Rule 12(B)(1) is not a proper proced ural vehicle for a motion to dismiss based on either type of statute. See R.L. Turner Corp. v. Brownsburg, 963 N.E.2d 453, 457 (Ind. 2012); Gill v. Evansville Sheet Metal Works, Inc., 970 N.E.2d 633, 637 n.4 (In d. 2012).4 I. Standard Principles of Federal Pr eemption Guide This Analysis.
It has “long been settled” that a preemption analysis begins wi th the presumption that federal statutes do not preempt state law. Bond v. United State s, 134 S. Ct. 2077, 2088 (2014). The presumption against preemption co mes from two concepts “central to the constitutional design”— the Supremacy Clause and federalism. See Arizona v. United Stat es, 132 S. Ct. 2492, 2500 (2012). Although the Supremacy Clause 2 gives Congress the power to preempt state law, federalism requires that we do not easily find preemption. See id. at 2501 . In fact, we find preemption only if it is “the clear and manifest purpose of Congress.” Id. Kennedy and Hemlock, then, must show that clear and manifest purpose in order to overcome the presum ption against preemption. Russ. Media Grp., LLC v. Cable Am., Inc., 598 F.3d 302, 309 (7th Cir. 2010).
Congress can preempt state law i n three ways: express preemptio n, field preemption, and conflict preemption. Basileh v. Alghusain, 912 N.E.2d 814, 818 (Ind. 2009). Express preemption exists when Congress states the statute’s preemptive effect. Id . Field preemption applies when Congress creates “excl usive federal regula tion of the area.” Id . And conflict pre emption preempts
a state law that conflicts wit h federal law. Arizona, 132 S. Ct . at 2501.
This case involves only conflic t preemption. Conflict preemptio n voids a state law in two different situations: (1) when it is “physically impossible” to comply with both the state and federal laws, Wyeth v. Levine, 555 U.S. 555, 590 (2009), and (2) when t he state law does “major damage” to the federal law’s purpose, Pat riotic Veterans, Inc. v. India na, 736 F.3d 1041, 1050 (7th Cir. 2013) (quoting Hillman, 133 S.Ct. at 1950). See also Sprietsma v. Mercury Marine, 537 U.S. 51, 64–65 (2002).
The first type of conflict preemption—physical impossibility—is a “demanding defense”
that asks whether any party could ever comply with the state and fede ral statutes. See Wyeth, 555 U.S. at 573; Cal. Fed. Sav. & Loan Ass’n v. Guerra, 479 U.S. 27 2, 291 (1987) (finding no preemption when “compliance with both statutes ‘is theoreticall y possible’”). Because Emmert
could have filed suit within the eighteen-month federal limitat ions period, physical impossibility preemption does not apply here. See Marsh v. Rosenbloom, 499 F. 3d 165, 178 (2d Cir. 2007)

2 “This Constitution, and the Laws of the United States which sh all be made in Pursuance thereof . . . shall be the supreme Law of the Land; and the Judges in every State s hall be bound thereby, any Thing in the Constitution or Laws of any State to the Contrary notwithstandi ng.” U.S. Const. art. VI, cl. 2.5 (finding no “physical impossibili ty” conflict preemption when a plaintiff could have complied with three-year and six-year limita tions periods by filing suit with in three years).
Kennedy and Hemlock therefore rely on the second type of confli ct preemption, arguing that Indiana’s statute of limitations does “major damage” to Co ngress’s purpose in enacting the
federal statute of limitations.

II. Indiana’s Statute of Limitations for Contract Collection Action s Does Not Do “Major Damage” to Congress’s Purpose. Indiana’s statute of limitations does not do “major damage” to Congress’s purpose because Congress used the Interstate Commerce Commission Termination Ac t (“ICCTA”), Pub. L. No. 104-88, 109 Stat. 803 (1995), to shift regulatory authority fro m the federal government to the
states—not to assert f ederal authority over state-law collectio n actions. After all, we are primarily
concerned with “the nature of the activities which the States h ave sought to regulate,” Chi. & N.W. Transp. Co. v. Kalo Brick & Tile Co., 450 U.S. 311, 317

– 18 (1981) (quoting San Diego Bldg.
Trades Council v. Garm on, 359 U.S. 236, 243 (1959)), and here, those activities are areas of state authority.

A. The federal statute of limita tions’s purpose is not to crea te a uniform national standard. Congress’s purpose is the “ultimate touchstone” for all types o f preemption, Medtronic, Inc. v. Lohr, 518 U.S. 470, 485 (1996) (quoting Retail Clerks I nt’l Ass’n, Local 1625 v. Schermerhorn, 375 U.S. 96, 103 (1963)), but it is especially im portant for the second type of conflict preemption, where a state law is preempted if it does “major damage” to the federal law’s purpose, Patriotic Veterans, 736 F.3d at 1050 (quoting Hillman, 133 S. Ct. at 1950 ). We conclude that Congress’s purpose for section 14705(a) was not to impose a standard national statute of limitations, and therefore Indiana’s longer period does not do “major damage” to the federal
scheme.
We discern Congress’s purpose by “examining the federal statute as a whole and identifying its purpose and intended effects.” Crosby v. Nat’l Foreign Trade Council, 530 U.S. 363, 373 (2000). The federal statute of limitations at issue he re, 49 U.S.C. section 14705(a), is part of the ICCTA—which, as its name suggests and as discussed below , significantly reduced federal regulation of interstate commerce. The statute of limitations i s straightforward: “A carrier providing transportation or servi ce subject to [federal] jurisd iction . . . must beg in a civil action to6 recover charges for transportation or service provided by the c arrier within 18 months after the
claim accrues.” 49 U.S.C. § 14705(a). Our inquiry, however, is not whether the federal stat ute is unclear, but whether applying In diana’s longer statute would do “major damage” to the ICCTA’s overarching purpose of deregulati on. We conclude it would not.
Kennedy and Hemlock argue that the federal statute of limitatio ns is meant to create a
uniform national standard for int erstate transportation and to encourage the diligent pursuit of claims once they are known. If Congress intended to provide a u niform national standard, it could easily have expressly made this statute of limitations a nation al one. For example, in certain environmental tort actions under the Comprehensive Environmenta l Response, Compensation, and Liability Act of 1980 (“CERCLA”), t hat’s exactly what Congress did:

[I]f the applicable limitations period for [a CERCLA] action (a s specified in the State statute of limitations or under common law) provides a co mmencement date which is earlier than the federally required commencement date, such period shall commence at the federally required commencement date in lieu of the date specified in such State statute.

42 U.S.C. § 9658(a)(1); see also CTS Corp. v. Waldburger, 134 S. Ct. 2175 , 2188 (2014) (“[Section 9658] by its terms preempts [state] statutes of limitations app licable to state-law tort
actions in certain circumstances.” ). If Congress thought state statutes of limitations “posed an obstacle to its objectives” in enacting the ICCTA, it could hav e simply preempted them. See Wyeth, 555 U.S. at 574. But while Congress did precisely that i n section 9658, it did not do so
here. See id.
Instead of relying on the ICCTA’s text, then, Kennedy and Hemlo ck turn to a House of Representatives Report from the p assage of the ICCTA. That repo rt does note the importance of
“Federal commercial rules established to ensure that all inters tate transportation is subject to the same rules and procedures.” H.R. Rep. No. 104-311, at 85 (1995) , as reprinted in 1995 U.S.C.C.A.N. 793, 797. This language, though, refers to the Dep artment of Transportation’s (“DOT”) responsibility to “oversee and maintain” certain “rules for operation ” such as “leasing rules, uniform cargo loss and damage rules, rules for shipper p ayment, and perf ecting security interest,” id. (emphasis added)—t hat is, the type of rules the agency enforces. Statutes of limitations, by contrast, are litigation rules enforced by courts, not by the DOT. And, the report
characterizes these rules as re quiring “very little effort or a ctivity” to enforce, id.—which would7 not be the case if the DOT were required to monitor an abundanc e of state breach of contract suits
and make statute of limitations determinations on each one.
Kennedy and Hemlock therefore have not persuaded us that Congre ss intended to dictate a
national statute of limitations.

B. State collection actions are unl ikely candidates for federal re gulation because there is no uniformity vital to national interests. Though neither the text nor the legislative history of section 14705(a) persuades us that state limitations periods are preempted, conflict preemption ca n apply if the state’s method is disruptive to Congress’s syst em. Arizona, 132 S. Ct. at 2505.

In Arizona, for example, a state law making it a misdemeanor fo r an unauthorized alien to apply for or perform work was preempted even though it shared a common purpose with federal law: to deter unlawful employ ment. Id. at 2494, 2505. By contra st, a California law survived preemption when it governed the maturity of avocados based sole ly on oil content while the federal government governed the maturity of avocados based on picking d ates, sizes, and weights. Fla. Lime & Avocado Growers, Inc. v. Paul, 373 U.S. 132, 133, 139 (1 963). While Arizona involved immigration and foreign relations —areas of intense federal concern, 132 S. Ct. at 2498–2500— the maturity of avocados in Florida Lime “seem[ed] to be an inherent ly unlikely candidate for exclusive federal regulation” a nd was not “a subject demanding exclusive federal regulation in order to achieve uniformity vita l to national interests,” 373 U .S. at 143

– 44.

This contract collection case is far more like Florida Lime tha n Arizona. As discussed below, Congress has actually removed its prior exclusive federa l regulation from contract actions related to interstate transport. In light of this deregulation, Kennedy and Hemlock have not met their burden to overcome the presumption against preemption. In deed, two particular facets of the ICCTA show that contract collection actions represent “an unlik ely candidate for exclusive federal regulation” and do not “demand[] e xclusive federal regulation.” See Fla. Lime, 373 U.S. at 143

– 44.

1. The ICCTA removed the federal cause of action for breach of con tract suits for unpaid freight charges.
Interstate transportation used to be “among the most pervasive and comprehensive of federal regulatory schemes.” Kalo Brick & Tile Co., 450 U.S. at 318. Before the ICCTA8 deregulated the trucking industr y, for example, the Interstate Commerce Act (“ICA”)—the ICCTA’s predecessor—required motor carriers to file a tariff wi th the Interstate Commerce Commission (“ICC”) and charge all shippers the tariffed rate. G aines Motor Lines, Inc. v. Klaussner Furniture Indus., 734 F.3d 296, 302 (4th Cir. 2013). But the ICCTA voided nearly all of these tariffs, instead allow ing private contracts with shipp ers. Id. at 302–03 (citing 49 U.S.C. § 14101(b)). While the ICA provided a caus e of action to recover unpaid cha rges, id. at 302 (citing Thurston Motor Lines, Inc. v. Jordan K. Rand, Ltd., 460 U.S. 53 3, 534 (1983)), the ICCTA did not, id. at 305 (holding the ICCTA does “not provide motor carr iers with a federal cause of action when they sue a shipper for unpaid freight charges under a priv ate contract”). Put simply, the ICCTA “does not provide either the motor carrier or the shipper with a federal statutory right to
enforce in a routine breach of contract claim.” Id.
This deregulation cuts strongly against Kennedy and Hemlock’s e fforts to overcome the presumption against preemption. We simply cannot “draw from the text, structure, and history” of
the ICCTA that Indiana’s statute of limitations “is an obstacle to the regulatory system Congress chose,” when that regulatory sy stem relies entirely on state au thority and state causes of action. See Arizona, 132 S. Ct. at 2505. For Congress to impose section 14705(a)’s statute of limitations on purely state causes of action, it must show its “clear and m anifest purpose” to do so. See CSX Transp., Inc. v. Easterwood, 507 U.S. 658, 664 (1993) (quoting Rice v. Santa Fe Elevator Corp., 331 U.S. 218, 230 (1947)). But while it could have made that pu rpose clear in the ICCTA, it did

not. Indeed, the United States Supreme Court relied on Congress’s si milar deference to state authority in a recent preemption case—CTS Corp. v. Waldburger, 134 S. Ct. 2175. There, the Court held that even when, as discussed above, Congress express ly preempted state statutes of
limitations , it did not preempt state statutes of repose through conflict preemption. Id. at 2188. The Court reasoned that Congress le ft intact much state authority, including power over causes of action, scope of liability, burde ns of proof, and rules of evid ence. Id. So, it was not shown “that in light of Congress’s decision to l eave those many areas of state law untouched, statutes of repose pose an unacceptable obstacle to the attainment of [the statute ’s] purposes.” Id. Likewise here, Congress eliminated federal subj ect matter jurisdiction over co llection actions like this one, leaving them solely to state a uthority through st ate causes of action. See Gaines Motor Lines, 7349 F.3d at 306–07. Waldburger, then, confirms our conclusion that Kennedy and Hemlock have not overcome the presumption against preemption.

2. Breach of contract collecti on cases do not demand exclusive federal regulation merely because they involve interstate transportation.
“The case for federal preemption is particularly weak where Con gress has indicated its awareness of the operation of sta te law in a field of federal i nterest, and has nonetheless decided to stand by both concepts and to tolerate whatever tension ther e [is] between them.” Wyeth, 555 U.S. at 575 (quoting Bonito Boats, Inc. v. Thunder Craft Boats, Inc., 489 U.S. 141, 166

– 67 (1989)). And here, despite their relati on to interstate transportation—a dmittedly a field of federal interest—
these breach of contract collec tion cases rely completely on th e operation of state law.
To be sure, contract disputes related to interstate transportat ion used to be a field of “federal interest.” Congress began regula ting interstate t ransportation in 1887 with the creation of the ICC—the first independent feder al agency. Paul Stephen Dempsey, Rate Regulation and Antitrust Immunity in Transportation: The Genesis and Evolution of This E ndangered Species, 32 Am. U. L. Rev. 335, 336 (1983). The ICC’s original purpose was to “pro tect the public from the monopolistic abuses of the railroads,” but that purpose shifted in the mid-1900s to “protect[ing] the transportation industry from the deleterious consequences o f unrestrained competition.” Id. at 337. Then, after 1975, the ICC reve rsed course again, decreasin g federal regulation and working to stimulate competition. Id. This ultimately led to the demise of the ICC in 1995 through the ICCTA. Maureen E. Eldredge, Who’s Driving the Train? Railroad R egulation and Local Control, 75 U. Colo. L. Rev. 549, 550–51 (2004). The ICCTA’s primary pur pose “was to ensure the economic viability of the rail and trucking industries by elimi nating federal economic regulation.”
Id. at 550.
Today, then, Congress has “indicated its awareness of the opera tion of state law” within many areas of interstate transportation. See Wyeth, 555 U.S. at 575. Relevant here, Congress
turned over contract collecti on actions to the operation of sta te law in the ICCTA—reflecting its “goal of reducing federal involv ement in motor carriers’ privat e contracts.” Gaines Motor Lines, 734 F.3d at 304. This elimination of federal economic regulatio n shows Congress’s “awareness of the operation of state law in a field of federal interest,” Wye th, 555 U.S. at 575, because Congress retained some federal regulation in the interstate transportati on field but left these collection cases10 to state law. In so doing, Congress demonstrated there is no ne ed for exclusive federal regulation
and decided to “tolerate whateve r tension” exists between state and federal law. See id.
Because Congress created this coexisting system of state and fe deral regulations for interstate transportation, Indian a’s statute of limitations is not preempted. In the end, “preemption will not lie unless it is the clear and manifest purpose of Con gress.” Easterwood, 507 U.S. at 664 (quoting Rice, 331 U.S. at 230). Kennedy and Hemlock have not shown that clear and manifest purpose and, therefore, fail to ove rcome the presumption agains t preemption.

III. Other Jurisdictions Provide Little Guidance on Preemption.
Few jurisdictions have addressed federal preemption of state st atutes of limitations. The hodgepodge of decisions provides l ittle guidance and does not c hange the conclusion that Congress did not preempt state statut es of limitations here.
Three opinions cited by Kennedy and Hemlock simply conclude, wi thout supporting analysis, that the ICCTA’s eight een-month statute of limitation s preempts longer state ones. Emmert Indus. Corp. v. Artisan Assocs., Inc., 497 F.3d 982, 989

– 90 (9th Cir. 2007); Arctic Express, Inc. v. Del Monte Fresh Produce NA, Inc., 366 B.R. 786 , 792–93 n.2 (S.D. Ohio 2007); Exel Transp. Servs., Inc. v. Sigma Vita, Inc., 654 S.E.2d 665, 668

– 69 (Ga. Ct. App. 2007). And most of the other decisions Kennedy and Hemlock cite merely app ly the federal eighteen-month statute of limitations, without a ddressing this preemption issu e at all. 3 Without analysis on this preemption issue, these opinions provide no guidance.
A few opinions, however, go the ot her way—applying state statut es of limitations instead of shorter federal ones, but sti ll without addressing statute o f limitations preemption. See Learning Links, Inc. v. United Parcel Serv. of Am., Inc., No. 03 Civ. 79 02(DAB), 2006 WL 785274, at *5 (S.D.N.Y. Mar. 27, 2006) (unpublis hed); Owner-Operators Indep. Drivers Ass’n, Inc. v.

3 See CGH Transp., Inc. v. Quebecor World, Inc., No. 06-6399, 26 1 F. App’x 817, 821 (6th Cir. Jan. 8, 2008) (unpublished); La. Transp. v. Cowan Sys., LLC, No. 11-343 5 (CCC), 2012 WL 1664120, at *3 (D.N.J. May 10, 2012) (unpublished); Smith Bros. Trucking v. Ba ker Truck Brokerage Inc., No. 1:07-CV623, 2008 WL 4681641, at *3 (M.D .N.C. Oct. 21, 2008) (unpublish ed); B&J Transp., Inc. v. Swift & Co., No. 06-39-B-W, 2006 WL 3300392, at *3 (D. Me. Nov. 8, 2006) (un published); United Traffic Consultants, Inc. v. Gordon Trucking, Inc., No. 02-328-JE, 2003 WL 21397697, at *3 (D. Or. Mar. 25, 2003) (unpublished); C.H. Robinson Co. v. Paris & Sons, Inc., 180 F. Supp. 2d 1002, 1007–08 (N.D. Iowa 2001); Martin Moving and Storage, Inc. v. Baker, No. 3:97CV-690-S, 199 9 WL 33756649, at *1 (W.D. Ky. Mar. 4, 1999) (unpublished); Adv. Warehouse & Distribution Servs., I nc. v. Caliber Logistics Healthcare, Inc., No. 3-97-CV-3205-BD, 1998 WL 907011, at *2–3 (N.D. Tex. Dec. 18 , 1998) (unpublished).11 Mayflower Transit, Inc., No. IP98-457-C B/S, IP98-458-C B/S, 20 04 WL 6242347 at *5–6 (S.D. Ind. Dec. 14, 2004) (unpublished); Steve Marchionda & Assocs. v . Weyerhauser Co., 11 F. Supp. 2d 268, 270–71 (W.D.N.Y. 1998). These inconsistent cases cannot carry Kennedy and Hemlock’s burden to show preemption and do not replace or change our own preemption analysis.
Moreover, Congress frequently leaves state statutes of limitat ions intact when enacting federal limitations periods—as four federal circuit courts of a ppeals have recognized in upholding
state statutes of limitations in the face of shorter federal on es. The Ninth Circuit recently held that the Interstate Land Sales Full Disclosure Act’s three-year stat ute of repose did not preempt California’s four-year statute o f limitations. Beaver v. Tarsad ia Hotels, 816 F.3d 1170, 1178–80 (9th Cir. 2016). Likewise, the Fifth Circuit held that the two- year statute of limitations in the Federal Communications Act did not preempt Texas’s four-year li mitations period. Castro v. Collecto, Inc., 634 F.3d 779, 787 (5th Cir. 2011). Next, the El eventh Circuit held that the Fair Debt Collection Practices Act’s one-y ear statute of limitations did not preempt Florida’s four-year statute of limitations. Cliff v. Payco Gen. Am. Credits, Inc., 363 F.3d 1113, 1130 (11th Cir. 2004). And, finally, the Sixth Circuit held that the Clayton Act’s fou r-year statute of limitations did not preempt an Ohio law providing that no statute of limitations would bar certain claims. Pinney Dock and Transp. Co. v. Penn Cent. Corp., 838 F.2d 1445, 1482 (6th C ir. 1988).

While these cases do not involve ICCTA’s statute of limitations —and therefore provide limited guidance—they do show that Congress does not always pre empt state law when enacting
a federal statute of limitations . Because of these cases, India na is hardly an outlier in holding that
the ICCTA’s statute of limitati ons does not preempt Indiana’s l imitations period. 4

Conclusion
The ICCTA’s eighteen-month stat ute of limitations does not pree mpt Indiana’s ten-year statute of limitations governing breach of contract claims. Con gress’s purpose was not to preempt state statutes of limitations, a nd Indiana’s statute of limitat ions does not do major damage to the ICCTA’s deregulatory purpose. K ennedy and Hemlock, therefore, h ave not carried their burden to establish preemption. We a ffirm the trial court.
Rucker, David, Massa, and Slaughter, JJ., concur.

4 Because we find that Indiana’s statute of limitations is not p reempted, we need not address the parties’ equitable estoppel arguments.