P.P. Partners, Ltd. v. J.J. Gumberg Co., 92-853

• Decision Date: 29 December 1992
• Docket Number: No. 92-853,92-853
• Citation: 611 So.2d 55
• Parties: 18 Fla. L. Week. D124 P.P. PARTNERS, LTD. and Fireman's Fund Insurance Company, Appellants, v. J.J. GUMBERG COMPANY f/u/b/o and Northbrook Insurance Company, Appellees.
• Court: Florida District Court of Appeals

Page 55

611 So.2d 55

18 Fla. L. Week. D124

P.P. PARTNERS, LTD. and Fireman's Fund Insurance Company Appellants, v. J.J. GUMBERG COMPANY f/u/b/o and Northbrook Insurance Company, Appellees.

No. 92-853.

District Court of Appeal of Florida Third District.

Dec. 29, 1992.

Rehearing Denied Feb. 2, 1993.

Cooper & Wolfe, Marc Cooper and Barbara A. Silverman, Miami, for appellants.

Nicklaus, Valle, Craig & Wicks, Laurence F. Valle and Wayde P. Seidensticker, Miami, for appellees.

Before SCHWARTZ, C.J., and BARKDULL and LEVY, JJ.

LEVY, Judge.

P.P. Partners, Ltd. [hereafter "Partners"], and its insurer, Fireman's Fund Insurance Company, appeal an adverse summary partial judgment on a cross-claim for indemnification granted in favor of J.J. Gumberg Company [hereafter "Gumberg"], and its insurer, Northbrook Insurance Company. We reverse based upon our finding that the provisions of the management agreement, upon which Gumberg relies, do not clearly and unequivocally provide that Partners agreed to indemnify Gumberg for Gumberg's own negligence.

Partners owned a shopping center, and had entered into an agreement with Gumberg to manage the property. The management agreement between the parties contained an indemnity provision which stated that Partners agreed to hold Gumberg harmless from any liability arising in connection with the management of the property, and that Partners agreed to maintain liability insurance, naming Gumberg as an additional insured. The provision stated specifically that: "The owner ... agrees ... (a) To save [Gumberg] harmless from all damage suits in connection with the management of the herein described property and from liability from injury suffered by any employee or other person whomsoever...."

Thereafter, Partners was sued for negligence for personal injuries arising out of a shooting incident which occurred at the shopping center. Gumberg, as manager of the shopping center, was also a named defendant in the lawsuit. Gumberg sought to have Partners defend and save Gumberg harmless from the claim, under the indemnity provision contained in the management agreement. Partners refused, asserting that the provision did not show an intention on the part of Partners to personally indemnify Gumberg for Gumberg's own negligence, and Northbrook Insurance Company then brought a cross-claim for indemnification in Gumberg's name against Partners. ¹ The trial court subsequently granted Gumberg's motion for partial summary judgment on the cross-claim for indemnification.

Contracts of indemnification which attempt to indemnify a party against its own negligence are disfavored in Florida, and will be enforced only where an intent to indemnify against the indemnitee's own wrongful act is expressed in clear and unequivocal terms. Cox Cable Corp. v. Gulf Power Co., 591 So.2d 627 (Fla.1992); Charles Poe Masonry, Inc. v. Spring Lock Scaffolding Rental Equipment Co., 374 So.2d 487 (Fla.1979); University Plaza Shopping Center, Inc. v. Stewart, 272 So.2d 507 (Fla.1973). In University Plaza Shopping Center, Inc. v. Stewart, 272 So.2d at 508-509, the Florida Supreme Court concluded that a provision which required indemnification "from and against any...