Nelson v. McAdams, Roux and Associates, Inc., No. C87-0174J

CourtUnited States District Courts. 10th Circuit. District of Wyoming
Writing for the CourtJOHNSON
Citation688 F. Supp. 1502
PartiesThomas NELSON and Shannon Nelson, Plaintiffs, v. McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, et al., Defendants. Penny NELSON, as administratrix and personal representative of the estate of John Nelson, deceased, for and on behalf of Penny Nelson and Lawrence Nelson, individually, Plaintiffs, v. McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, et al., Defendants. McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, and Halli-Burton Services Division, Third-Party Plaintiffs, v. EXETER DRILLING COMPANY, a Nevada corporation and Joseph Slattery, Third-Party Defendants.
Docket NumberNo. C87-0174J,C87-204J.
Decision Date12 June 1988

688 F. Supp. 1502

Thomas NELSON and Shannon Nelson, Plaintiffs,
v.
McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, et al., Defendants.

Penny NELSON, as administratrix and personal representative of the estate of John Nelson, deceased, for and on behalf of Penny Nelson and Lawrence Nelson, individually, Plaintiffs,
v.
McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, et al., Defendants.

McADAMS, ROUX AND ASSOCIATES, INC. a Colorado corporation, and Halli-Burton Services Division, Third-Party Plaintiffs,
v.
EXETER DRILLING COMPANY, a Nevada corporation and Joseph Slattery, Third-Party Defendants.

Nos. C87-0174J, C87-204J.

United States District Court, D. Wyoming.

June 12, 1988.


688 F. Supp. 1503

Spence, Moriarity & Schuster, Jackson, Wyo., for plaintiffs.

Murane & Bostwick, Casper, Wyo., Shaw, Spangler & Roth, Denver, Colo., Lathrop & Uchner, Cheyenne, Wyo., Williams, Porter, Day & Neville, Casper, Wyo., for defendants.

MEMORANDUM OPINION AND ORDER RULING ON MOTION TO DISMISS

JOHNSON, District Judge.

This is a diversity action brought by the Nelsons against McAdams, Roux and Associates, Inc. (MRA) for wrongful death and personal injuries that occurred in Wyoming on 17 September 1985 when a drilling rig on which John and Thomas Nelson were working caught on fire. Thomas Nelson and his brother John were employed by Exeter, which was under contract with MRA to drill an oil well on a leasehold of which MRA was the operator. Defendant Halliburton, under contract with MRA, was performing drill stem tests at MRA's well site when the fire occurred. As a result of the fire, Thomas Nelson was severely burned and his brother John burned to death. Thomas Nelson and Shannon Nelson, his wife, are suing MRA and Halliburton under various tort theories and seek damages for personal injuries. In a separate action, the beneficiaries of John Nelson's estate are suing these same defendants for the wrongful death of John Nelson.

On 18 December 1987, MRA filed a third-party complaint against Exeter Drilling Company (Exeter) in both actions, alleging that Exeter is liable to MRA for contractual indemnity and contribution. MRA later

688 F. Supp. 1504
filed an amended complaint, seeking damages from Exeter for breach of their drilling contract. In response to MRA's 18 December 1987 third-party complaint, Exeter moved to dismiss MRA's contribution claim, arguing that it is barred by the Wyoming Worker's Compensation Act. Exeter also has moved to dismiss MRA's contractual indemnity claim, asserting that as an employer under Colorado law it is immune from third-party claims for contractual indemnity. Exeter argues that Colorado law controls the disposition of the contractual indemnity issue because its drilling contract with MRA provides that the contract shall be "interpreted" by the substantive laws of Colorado. Although the contract was performed in Wyoming, the parties entered into their contract in Colorado. Finally, Exeter argues that MRA's breach of contract action must be dismissed because it is subsumed by MRA's claim for contractual indemnity

Although Exeter brought its motion pursuant to Fed.R.Civ.P. 12(b)(6), the court will treat the motion as one for summary judgment because the parties have presented matters outside the pleadings, which the court has carefully considered. See, e.g., Franklin v. Oklahoma City Abstract and Title Company, 584 F.2d 964, 967 (10th Cir.1978) ("When matters outside the pleadings are presented and not excluded, the court must treat the motion as one for summary judgment and proceed under Fed. R.Civ.P. 56.").1 Under Fed.R.Civ.P. 56(c) summary judgment is proper "if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits on file, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to summary judgment as a matter of law." To preclude summary judgment against it, a party must demonstrate a factual dispute that might affect the outcome of a suit under governing law. Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 106 S.Ct. 2505, 2510-11, 91 L.Ed.2d 202 (1986). To be awarded summary judgment in its favor, a party must demonstrate lack of a dispute as to any material fact and also that it is entitled to judgment as a matter of law. Adickes v. S.H. Kress & Co., 398 U.S. 144, 157, 90 S.Ct. 1598, 1608, 26 L.Ed.2d 142 (1970). For reasons discussed below, the court will deny Exeter's motion for summary judgment on MRA's first claim for relief. The court, however, will grant summary judgment against MRA on its contribution claim as well as on its breach of contract claim.

EXPRESS CONTRACTUAL INDEMNITY

In its first claim for relief, MRA argues that Exeter is liable to it on a contract of indemnity for all or a part of any judgment that may be entered against MRA in favor of the plaintiffs. Under paragraph 4(d) of the contract between MRA and Exeter, Exeter agreed as follows:

To protect, indemnify, and save operator MRA harmless from and against all claims, demands and causes of action of every kind and character arising in favor of contractor's Exeter's employees, or third-parties on account of bodily injuries, death, or damages to property resulting from the willful or negligent acts or omissions of contractor and/or contractor's agents, employees, or subcontractors.

Exeter mistakenly asserts that Colorado law governs the duties owed under Paragraph 4(d). Its assertion is based on paragraph 8 of the contract, which provides that the contract is to be "interpreted" by Colorado law. Although the court agrees that the contract is to be interpreted by Colorado law, it finds nothing in paragraph 4(d) that requires "interpreting." The words of paragraph 4(d) are plain and unambiguous. Accordingly, the court has no reason to interpret this contractual provision and Colorado law becomes irrelevant. See, e.g., Matter of Estate of Kimball, 583 P.2d 1274, 1279 (Wyo.1978) (a court resorts

688 F. Supp. 1505
to interpretation only when a contract is ambiguous)

Whether an ambiguity exists in a contract is a question of law for the court, Denver Center for the Performing Arts v. Briggs, 696 P.2d 299, 306 (Colo.1985), and the court must base its determination on the "plain and generally accepted meaning of the words employed." Radiology Professional Corporation v. Trinidad Area Health Association, Inc., 195 Colo. 253, 577 P.2d 748, 750 (1978). Further, unambiguous contracts are enforced according to their terms...

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2 practice notes
  • Amoco Rocmount Co. v. Anschutz Corp., No. 92-8024
    • United States
    • United States Courts of Appeals. United States Court of Appeals (10th Circuit)
    • 13 Septiembre 1993
    ...L.Ed. 1477 (1941). Wyoming law will give effect to an express choice of governing law by the parties. Nelson v. McAdams, Roux & Assocs., 688 F.Supp. 1502, 1505 (D.Wyo.1988). The parties agree that the Unit Agreement provides for the application of Colorado law to these disputes, and the dis......
  • Zions First Nat. Bank v. Allen, Civ. No. C-88-14W.
    • United States
    • United States District Courts. 10th Circuit. United States District Court of Utah
    • 16 Junio 1988
    ...plaintiff from challenging the obligations covered by the note, or the Texas judgment would bar any further claims by Ingersoll-Rand 688 F. Supp. 1502 to collect the notes on the theories of res judicata or collateral estoppel. In any event the Texas judgment would substantially simplify th......
2 cases
  • Amoco Rocmount Co. v. Anschutz Corp., No. 92-8024
    • United States
    • United States Courts of Appeals. United States Court of Appeals (10th Circuit)
    • 13 Septiembre 1993
    ...L.Ed. 1477 (1941). Wyoming law will give effect to an express choice of governing law by the parties. Nelson v. McAdams, Roux & Assocs., 688 F.Supp. 1502, 1505 (D.Wyo.1988). The parties agree that the Unit Agreement provides for the application of Colorado law to these disputes, and the dis......
  • Zions First Nat. Bank v. Allen, Civ. No. C-88-14W.
    • United States
    • United States District Courts. 10th Circuit. United States District Court of Utah
    • 16 Junio 1988
    ...plaintiff from challenging the obligations covered by the note, or the Texas judgment would bar any further claims by Ingersoll-Rand 688 F. Supp. 1502 to collect the notes on the theories of res judicata or collateral estoppel. In any event the Texas judgment would substantially simplify th......

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