GEORGE L. SMITH WORLD CONGRESS v. Soft Comdex

• Decision Date: 19 June 2001
• Docket Number: No. A01A0808.,A01A0808.
• Parties: GEORGE L. SMITH II GEORGIA WORLD CONGRESS CENTER AUTHORITY v. SOFT COMDEX, INC.
• Court: Georgia Court of Appeals

550 S.E.2d 704

250 Ga. App. 461

GEORGE L. SMITH II GEORGIA WORLD CONGRESS CENTER AUTHORITY v. SOFT COMDEX, INC.

No. A01A0808.

Court of Appeals of Georgia.

June 19, 2001.

Reconsideration Denied July 9, 2001.

Thurbert E. Baker, Atty. Gen., Kathleen M. Pacious, Deputy Atty. Gen., Owen, Gleaton, Egan, Jones & Sweeney, Timothy J. Sweeney, Atlanta, for appellant.

Wilson, Strickland & Benson, Mary M. Brockington, Holland & Knight, Fred R. Slotkin, Jr., Mabry & McClelland, Edwin L. Hamilton, John G. Godsey, Atlanta, for appellee.

ELLINGTON, Judge.

The George L. Smith II Georgia World Congress Center Authority ("Authority") appeals from the grant of summary judgment to Soft Comdex, Inc., formerly known as Interface Group, Inc. ("Comdex"), on its indemnification cross-claim in a personal injury action. The plaintiff in the underlying case, Ernest Acord, was injured when he walked through a parking lot on his way to a Comdex convention in the Georgia World Congress Center ("Center") and was hit on the head by a mechanical "parking arm." Acord sued both the Authority and Comdex for his injuries. The Authority answered and filed a cross-claim for indemnification against Comdex. Comdex settled with Acord before trial, and a jury subsequently returned a defense verdict for the Authority. When Acord challenged the verdict, however, the Authority settled with Acord for $25,000.

The Authority's cross-claim seeks indemnification from Comdex for settlement costs, litigation expenses, and attorney fees. Comdex filed a motion for summary judgment on the cross-claim, arguing that it was not liable for indemnification under the parties' licensing contract because Acord's injuries occurred in a Georgia Dome parking lot, not on the licensed premises, and occurred before Acord was admitted to the Center. The Authority filed a cross-motion for summary judgment. After conducting a hearing, the trial court granted summary judgment to Comdex on the indemnification cross-claim. Because we find that the application of the parties' contract to the undisputed facts demonstrated that Comdex was not liable for indemnification as a matter of law, we affirm the trial court's order.

Summary judgment is appropriate where the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to a judgment as a matter of law. The construction of a contract is peculiarly well suited for disposition by summary judgment because, in the absence of an ambiguity in terms, it is a question of law for the court. An ambiguity exists only if after the application of the pertinent rules of interpretation, it remains uncertain which of two or more possible meanings the parties intended. No construction is required or even permissible when the language employed by the parties in the contract is plain, unambiguous and capable of only one reasonable interpretation.

(Citation, punctuation and footnotes omitted.) Tucker Materials v. Devito Contracting &c., 245 Ga.App. 309, 310, 535 S.E.2d 858 (2000). See also OCGA §§ 13-2-1; 13-2-2 (statutory rules of construction). Further, the scope of a written indemnification contract is a question of law for the court, which must strictly construe the contract against the indemnitee, in this case the Authority. Park Pride of Atlanta v. City of Atlanta, 246 Ga.App. 689, 691(1), 541 S.E.2d 687 (2000); Tokheim Corp. v. First American Bank &c., 206 Ga.App. 105, 107(1), 424 S.E.2d 54 (1992). On appeal from the grant of summary judgment, this Court reviews the record de novo. Sagon Motorhomes v. Southtrust Bank of Ga., 225 Ga.App. 348, 349, 484 S.E.2d 21 (1997).

Viewed in light of these precepts, the record shows that Comdex entered into a licensing contract with the Authority to use the Center for a computer show from April 19, 1995, through April 30, 1995. The contract was drafted by the Authority and stated in part as follows: "[The] Authority hereby grants to [Comdex] ... a license for access to the common areas of the [Center] made available to [Comdex] and for use of the facilities in the Center which are described in Paragraph A.3 (hereinafter `facilities')." The contract defined "Center" as "the property operated as the Georgia World Congress Center and includes the facilities listed in Paragraph A.3." (Emphasis supplied.) Paragraph A.3 listed the following areas: eight exhibit halls, a registration hall, an auditorium, a ballroom, and several rooms in the conference center. "Common areas of the Center" included the "exterior, the entrance concourse, meeting room and exhibit hall concourses, loading docks, and marshalling [sic] facilities." Further, the contract stated that

[Comdex] waives, releases, and agrees to indemnify and save the State of Georgia and Authority and its officers and employees harmless from all liabilities, and the cost and expenses of defending all claims of liability, for any personal or bodily injury to persons, including death, arising out of the use of the Center by [Comdex] or by any other person admitted to the Center by [Comdex] (i) suffered by [Comdex], (ii) suffered by any person admitted to the Center by [Comdex], or (iii) suffered by other any [sic] person as a result of the acts or omissions of [Comdex] or any persons admitted to the Center by [Comdex]..., regardless of whether Authority's negligent or wrongful act or omission caused, contributed to or

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