Langley v. MP Spring Lake, LLC.

• Citation: 813 S.E.2d 441
• Decision Date: 01 May 2018
• Docket Number: A18A0193
• Parties: LANGLEY v. MP SPRING LAKE, LLC.
• Court: United States Court of Appeals (Georgia)

345 Ga.App. 739

813 S.E.2d 441

LANGLEY

v.MP SPRING LAKE, LLC.

A18A0193

Court of Appeals of Georgia.

May 1, 2018

Reconsideration Denied May 15, 2018

Gebhardt Law Firm, Matthew G. Gebhardt, for appellant.

Freeman, Mathis & Gary, Jacob E. Daly, Sun S. Choy, Atlanta, for appellee.

Dillard, Chief Judge.

Pamela Langley appeals from the trial court’s grant of summary judgment in favor of MP Spring Lake, LLC ("Spring Lake") on her suit for premises liability due to personal injuries she sustained as a tenant of an apartment complex that, at the time, was owned by Spring Lake. Langley’s sole argument on appeal is that the trial court erred in granting summary judgment to Spring Lake after concluding that her lease shortened the time to bring personal-injury actions against the apartment complex from two years to one year. For the reasons set forth infra , we affirm.

Viewed in the light most favorable to Langley (i.e. , the nonmoving party),¹ the record shows that she filed suit against Spring Lake on March 3, 2016, alleging that on March 3, 2014, while a lawful tenant of Spring Lake Apartments in Morrow, Georgia, she fell in a common area of the complex when her foot got caught and slid on a crumbling portion of curb. She later made claims of negligence and negligence per se due to Spring Lake’s alleged failure to repair the curb despite being aware of its disrepair.

Spring Lake asserted, as one of its defenses, that Langley’s claims were barred by a contractual limitation period contained within her lease. Spring Lake then moved for summary judgment on this basis,² arguing that, because Langley’s lease contained a one-year limitation period for legal actions and she filed her complaint two years after the injury occurred, her claim was time-barred. More specifically, Spring Lake argued that because Langley’s claims accrued on March 3, 2014, when she fell, she was required by her lease to file suit on or before March 3, 2015.

The lease at issue was entered into on May 7, 2013, with an effective period of June 5, 2013, to June 4, 2014. In the thirty-third paragraph of the lease, the agreement provides:

Limitation on Actions. To the extent allowed by law, Resident also agrees and understands that any legal action against Management or Owner must be instituted within one year of the date any claim or cause of action arises and that any action filed after one year from such date shall be time barred as a matter of law.

In response to Spring Lake’s motion for summary judgment, Langley argued that (1) the limitation-on-actions clause was too ambiguous to be enforceable; (2) the clause was only applicable to actions that arose from the contract itself, not an unrelated personal-injury action; (3) Spring Lake was estopped from relying upon the provision due to statements made by representatives of Spring Lake’s insurance carrier both before and after the expiration of the one-year period; and (4) it was fundamentally unfair to enforce the clause because neither party was even aware of its existence.

The trial court rejected Langley’s arguments and granted Spring Lake’s motion for summary judgment, concluding that the provision was enforceable. Specifically, the court found that Langley’s personal-injury claims were time-barred because she filed suit after the expiration of the one-year contractual limitation period. This appeal follows.

Summary judgment is, of course, proper when "there is no genuine issue as to any material fact and ... the moving party is entitled to a judgment as a matter of law[.]"³ And we review a grant or denial of summary judgment de novo , construing "the evidence in the light most favorable to the nonmovant."⁴ With these guiding principles in mind, we will now address Langley’s contention on appeal.

Langley argues the trial court’s conclusion is erroneous because a contractual limitation period should not apply to claims that do not arise out of the agreement. She contends the subject clause "may be ‘all-inclusive’ for causes of action based upon the lease contract, but it is overly broad and improper to interpret the lease contract clause as limiting an action derived solely from a statutory right unrelated to the contract."

In considering Langley’s argument, our analysis necessarily begins with the contractual language at issue. The cardinal rule of construction is, of course, to "ascertain the intention of the parties, as set out in the language of the contract."⁵ In this regard, contract disputes are "particularly well suited for adjudication by summary judgment because construction of contracts is ordinarily a matter of law for the court."⁶ And it is well established that contract construction entails a three-step process, beginning with the trial court’s determination as to "whether the language is clear and unambiguous."⁷ If no construction is required because the language is plain, the court then enforces the contract according to its terms.⁸ But if there is any ambiguity, the court proceeds to the second step, which is to "apply the rules of contract construction to resolve the ambiguity."⁹ Finally, in the third step, "if the ambiguity remains after applying the rules of construction, the issue of what the ambiguous language means and what the parties intended must be resolved by a jury."¹⁰

Here, we agree with the trial court that there is no ambiguity in the language of the relevant contractual provision. Indeed, its meaning is perfectly clear: "To the extent allowed by law, Resident also agrees and understands that any legal action against Management or Owner must be instituted within one year of the date any claim or cause of action arises and that any action filed after one year from such date shall be time barred as a matter of law."¹¹ As a result, the one-year contractual limitation period encompassed by Langley’s lease with Spring Lake was applicable to any action , not just those which arose from breaches of the lease. Accordingly, although personal-injury claims are ordinarily subject to a two-year statute of limitation,¹² Langley contractually agreed to bring anyaction against Spring Lake—including, but not limited to, personal-injury actions—within one year. And Langley failed to do this when she filed suit on March 3, 2016, seeking to recover damages for an injury that occurred on March 3, 2014.

We further reject Langley’s assertion that the provision at issue should be unenforceable as a matter of law, when contractual-limitation-period clauses are enforceable in Georgia.¹³ And Langley points us to no supporting authority that holds such provisions are inapplicable to personal-injury actions.¹⁴ Although the language of the limitation-on-actions provision is broad and does not explicitly specify that it includes personal-injury actions,¹⁵ it nevertheless encompasses any legal action that Langley might have instituted against the owner or management of her apartment complex. Thus, Langley’s repeated assertions that her personal-injury claim is "unrelated" to the contract are of no consequence because her personal-injury claim, and any other claim that she might have brought against Spring Lake, were encompassed by this broad contractual limitation period.

Furthermore, it is well established, in Georgia, that "unless prohibited by statute or public policy, [all parties] are free to contract on any terms regarding a subject matter in which they have an interest,"¹⁶ and such agreements will be enforced by the courts.¹⁷ Indeed, we have previously recognized that ‘‘contracting parties are free to contract to waive numerous and substantial rights[.]"¹⁸ And when we consider whether a contract provision is void as against public policy, we follow the rule that "the courts must exercise extreme caution in declaring a contract void as against public policy and should do so only in cases free from doubt."¹⁹ Our Supreme Court has further directed that "[a] contract cannot be said to be contrary to public policy unless the General Assembly has declared it to be so, or unless the consideration of the contract is contrary to good morals and contrary to law, or unless the contract is entered into for the purpose of effecting an illegal or immoral agreement or doing something which is in violation of law."²⁰

Here, the provision at issue is not a contractual obligation listed in OCGA § 13-8-2 (a), which includes a non-exclusive list of contracts that our General Assembly has deemed contrary to public policy.²¹ This, combined with our Supreme Court’s explicit holding that parties to a contract have the power to "agree among themselves upon a period of time which would amount to a statute of limitations, either greater or less than the period fixed by the law,"²² leads us to conclude that the unambiguous provision at issue is enforceable. Accordingly, any cause of action that accrued during the duration of Langley’s lease—including a cause of action for personal injuries—was subject to the one-year contractual limitation period.

For all these reasons, we affirm the trial court’s grant of summary judgment to Spring Lake.

Judgment affirmed.

Doyle, P. J., and Mercier, J., concur.

1 See, e.g. , Matson v. Bayview Loan Srv., LLC , 339 Ga. App. 890, 890, 795 S.E.2d 195 (2016).

2 Spring Lake also asserted, alternatively, that Langley’s claims were barred by the statute of limitation and her failure to perfect service within the limitation period or a reasonable time thereafter. Spring Lake abandoned this alternative ground in exchange for Langley waiving her right to renewal under OCGA § 9-2-61. As a result, this alternative argument is not at issue on appeal.

3 OCGA § 9-11-56 (c) ; accord Matson , 339 Ga. App. at 890, 795 S.E.2d 195.

4 Matson , 339 Ga. App. at 890, 795 S.E.2d 195.

5 Clark v. AgGeorgia Farm Credit ACA , 333 Ga. App. 73, 75-76 (1), 775 S.E.2d 557 (2015) (punctuation omitted); accord Envision Printing, LLC v. Evans , 336 Ga. App. 635, 638 (1), 786 S.E.2d 250 (2016) ; Shepherd v. Greer, Klosic & Daugherty , ...