September 2011 - Parks & Recreation - 38

law review continued from page 35

approaches to the property. It barred
actions by VSA against the City, unless
the City committed a willful act.

As a result, the state supreme court
found the trial court had properly applied " the most basic rule of contract
construction-that the plain meaning of

unambiguous language prevails " and
correctly determined " the outcome of
this case because the provision's words
are clear. " In so doing, the supreme court
noted " the City gains nothing by this detailed clause in the contract " if the court
accepted VSA's reading of the contract.

Murdock
Super Secur

Since 1853

parks * golf courses * cemeteries * municipalities

Your one source for quality
* outdoor drinking fountains
* showers
* water hydrants
* pet fountains
* pre-engineered park and
recreation buildings
* outdoor bicycle security lockers

If we were to read the contract as VSA
urges, VSA is already liable for its own
negligence; if VSA is not indemnifying
the City for the City's negligence, the
clause has no purpose except to allocate the burden of buying insurance.

Accordingly, in the opinion of the state
supreme court, the trial court had correctly concluded that " VSA's desired
reading of the clause would render it a
nullity [i.e. in effect, meaningless]. " In
so doing, " when the contract language
is clear, " the state supreme court recognized the basic legal principle of contract
interpretation that " the intent of the parties is taken to be what the agreement
declares. " In this particular instance, the
state supreme court concluded " the language of the indemnity clause is unambiguous " and, therefore, clearly reflected
the intention of the parties " to cover all injuries and damages that might occur-as
a result of either party's negligence. "
[T]he indemnification language in the
instant contract is deliberately broad
enough to cover all injuries and damages that might occur-as a result of
either party's negligence-to those
present because of VSA's swim meet in
Whites Park without being so broad as
to lose meaning altogether.
Contrary to VSA's contention, this
language does not " at most " provide
indemnity for claims caused by VSA
and its guests, rather than claims made
by them. No interpretive gymnastics
are required to conclude that the indemnification clause language covers
an accident of a child playing on the
playground at Whites Park while attending the swim meet, even if the
accident resulted from the City's negligence, because her claims arose out of
her presence in Whites Park for VSA's
swim meet.

Equal Bargaining Power
P.O. Box 3527, City of Industry, CA 91744
Tel. 800-45-DRINK (800-453-7465)
Email: info@murdock-supersecur.com
www.murdock-supersecur.com

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36	 Parks & Recreation

SEPTEMBER 2011

www.NRPA .ORG

In reaching this determination, the state
supreme court acknowledged that " a
contractual provision should not be construed to permit an indemnitee [in this
case the City] to recover for his own
negligence unless the court is firmly
September 2011 - Parks & Recreation

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