CENTURY VILLAGE, INC., APPELLANT,
v.
CHATHAM CONDOMINIUM ASSOCIATIONS, ETC., ET AL., APPELLEES
AI-generated. These summaries, headnotes, and key points are machine-generated and may contain errors or omissions. Always verify against the full opinion text below. Not legal advice.
Century Village, a condominium recreation lease lessor, sought to recover attorneys fees from condominium association lessees based on an indemnification clause in the lease. The trial court dismissed the claim with prejudice, and the appellate court affirmed, holding that the indemnification clause applies only to third-party claims against the lessor, not to disputes between the lessor and lessees themselves.
The indemnification clause applies only to third-party claims against the lessor, not to disputes between the lessor and lessees. Accordingly, the lessor is not entitled to recover attorneys fees from the lessees for defending the federal antitrust action initiated by the lessees.
[1] An indemnification clause in a lease agreement is not intended to apply to actions between the lessor and lessees themselves, but rather to claims of third parties agains…
[2] A court will not sanction an interpretation of an indemnification clause that would require a party to satisfy their own judgment in addition to paying the opposing party…
Previewing 2 of 2 headnotes on this case. FLexlaw’s editorially structured points of law — every proposition, pinpointed — are reserved for members.
Join FLexlaw to unlock all legal intelligence“It is quite obvious that the indemnification clause was not intended to apply to actions between the lessor and lessees, but rather to claims of third parties against the lessor.”
The court's primary reasoning that the indemnification clause is limited to third-party claims, not inter-party disputes.
Previewing 1 of 2 key quotes on this case — the court’s exact language, pinpointed for members.
Join FLexlaw to unlock all legal intelligenceCentury Village leased condominium recreation facilities to the appellees, condominium associations, under a lease containing an indemnification claus…
The full statement of facts, procedural history, and disposition for this case are member content.
Join FLexlaw to unlock all legal intelligence© FLexlaw, Inc. — AI-generated enrichments are proprietary. All rights reserved.
Explore caselaw by topic → Browse Contract Interpretation cases and more on FLexlaw
MOORE, Judge.
This is an appeal from the trial court’s dismissal, with prejudice, of a claim for attorneys fees. Appellant is the lessor under a condominium recreation lease and the appellees are condominium associations which are the lessees. In 1975, the lessees sued the lessor in United States District Court for alleged violations of federal antitrust laws in connection with the lease contracts. That suit was dismissed and the lessor filed suit in state court to recover attorneys fees incurred in the federal court litigation. The claim was based upon an indemnification clause contained in the lease as follows:
INDEMNIFICATION
Lessee covenants and agrees with Lessor that during the entire term of this Lease, the Lessee will indemnify and save harmless the Lessor against any and all claims, debts, demands, or obligations which may be made against Lessor, or against Lessor’s title of the premises, arising by reason of or in connection with the making of this Lease and the ownership by Lessee of the interest created in the Lessee hereby, and if it becomes necessary for the Lessor to defend any action seeking to impose such liability, the Lessee will pay the Lessor all costs of Court and attorney’s fees incurred by the Lessor in effecting such defense, in addition to any other sums which the Lessor may be called upon to pay by reason of the entry of a judgment against the Lessor in the litigation in which such claim is asserted.
Notwithstanding the decision in the federal appeals court reversing the dismissal by the district court, the lessor nevertheless contends that it is entitled to indemnification. The trial court disagreed as do we. We affirm. It is quite obvious that the indemnification clause was not intended to apply to actions between the lessor and lessees, but rather to claims of third parties against the lessor. Accepting the lessor’s contention would amount to accepting the incongruous theory that although the appellees may be successful in their litigation, they would nevertheless have to satisfy their own judgment in addition to paying the lessor’s costs. The law will not sanction such an anomaly.
affirmed!
LETTS, C. J., and HERSEY, J., concur.
Cases With Similar Vibessemantic neighbors from the corpus
Citator
Cited By
-
Penthouse N. Ass'n, Inc. v. Remo M. Lombardi, 461 So. 2d 1350 (Fla. 1984)…ions between the lessors and third parties, but not in actions between the lessors and the association itself. The district court disagreed. The court distinguished its own prior decision in Century Village, Inc. v. Chatham Condominium Associations, 387 So. 2d 523 (Fla. 4th DCA 1980), on the grounds that Century Village neither discussed the statutory entitlement to officer and director indemnity found in section 607.014 nor involved a breach of fiduciary duty claim. Section 607.014 has no application to thi…
-
OLD Port Cove Prop. Owners Ass'n, Inc. v. Ecclestone, 500 So. 2d 331 (Fla. 4th DCA 1986)…h indemnification provisions would be contrary to allowing a cause of action for breach of fiduciary duty by a developer. The court cited the following reasoning from this court’s opinion in Century Village, Inc. v. Chatham Condominium Associations, 387 So. 2d 523, 524 (Fla. 4th DCA 1980): Accepting the lessor’s contention would amount to accepting the incongruous theory that although the appellees [condominium associations] may be successful in their litigation, they would nevertheless have to satisfy their…
-
Wendt v. La Costa Beach Resort Condo. Ass'n, Inc., 14 So. 3d 1179 (Fla. 4th DCA 2009)…ly dismissed the directors’ attempt to engraft that interpretation upon the bylaws and the statute. The trial court’s decision is consistent with prior decisions of this court and our supreme court. See Century Vill., Inc. v. Chatham Condo. Ass’ns, 387 So. 2d 523, 524 (Fla. 4th DCA 1980) (“It is quite obvious that the indemnification clause was not intended to apply to actions between the lessor and lessees, but rather to claims of third parties against the lessor.”); Penthouse N. Ass’n v. Lombardi 461 So. 2…
Previewing 3 of 5 citing cases — full citator treatment, depth of discussion, and citing context are member features.
Join FLexlaw to unlock all legal intelligence