Gail Selis, plaintiff, v. Town of North Hempstead, defendant third-Party plaintiff-Respondent, et al., defendant; Jewish Association for Services for the Aged, third-Party defendant-Appellant. (2026)

Submitted—December 1, 2025

DECISION & ORDER

O/

In an action to recover damages for personal injuries, and a third-party action, inter alia, for contractual indemnification, the third-party defendant appeals from a judgment of the Supreme Court, Nassau County (Catherine Rizzo, J.), entered March 18, 2024.  The judgment, upon an order of the same court entered September 29, 2021, denying the third-party defendant's motion, in effect, for leave to renew and reargue that branch of its prior motion which was for summary judgment dismissing the third-party cause of action for contractual indemnification, which had been denied in an order of the same court (Anthony L. Parga, J.) entered June 10, 2019, declared that the third-party defendant is obligated to provide contractual indemnification to the defendant third-party plaintiff for all costs and damages awarded to the plaintiff and ordered the third-party defendant to fully satisfy and pay a judgment of the same court (Felice J. Muraca, J.) entered June 13, 2022, in favor of the plaintiff.

ORDERED that the judgment entered March 18, 2024, is affirmed, with costs.

The plaintiff was injured when she tripped and fell on a torn section of carpeting while at work.  The plaintiff commenced this action to recover damages for personal injuries against the Town of North Hempstead, which owned and maintained the building in which the plaintiff's accident occurred, and another defendant.  The Town contracted with the Jewish Association for Services for the Aged (hereinafter JASA), the plaintiff's employer, to provide social work services to the Town's senior residents.  The Town commenced a third-party action against JASA, inter alia, for contractual indemnification.  JASA moved, among other things, for summary judgment dismissing the complaint and the third-party cause of action for contractual indemnification.  In an order entered June 10, 2019 (hereinafter the June 2019 order), the Supreme Court, inter alia, denied those branches of JASA's motion (see Selis v. Town of N. Hempstead, 213 AD3d 878).  This Court affirmed the June 2019 order insofar as reviewed (see id. at 879).

After a trial on liability, in which the jury found the Town 100% at fault in the happening of the accident, JASA moved, in effect, for leave to renew and reargue that branch of its prior motion which was for summary judgment dismissing the third-party cause of action for contractual indemnification.  In an order entered September 29, 2021, the Supreme Court denied the motion.  Thereafter, a judgment was entered on March 18, 2024, declaring that JASA is obligated to provide contractual indemnification to the Town for all costs and damages awarded to the plaintiff and ordering JASA to fully satisfy and pay a judgment entered June 13, 2022, in favor of the plaintiff.  JASA appeals.

“The right to contractual indemnification depends upon the specific language of the contract” (Campanale v Towne Plaza Mastic Realty, LLC, 242 AD3d 818, 819 [internal quotation marks omitted];  see Selis v. Town of N. Hempstead, 213 AD3d at 879).  “The promise to indemnify should not be found unless it can be clearly implied from the language and purpose of the entire agreement and the surrounding circumstances” (Campanale v Towne Plaza Mastic Realty, LLC, 242 AD3d at 819 [internal quotation marks omitted];  see Errazuri v. E Food Supermarket, Inc., 228 AD3d 732, 734).  “It has long been recognized that a party may protect itself from losses resulting from its liability for negligence by means of an agreement to indemnify” (Maroglin v. New York Life Ins. Co., 32 N.Y.2d 149, 153).  “Generally, contracts will not be construed to indemnify a person against his [or her] own negligence unless such intention is expressed in unequivocal terms” (Cortes v. Town of Brookhaven, 78 AD3d 642, 644 [internal quotation marks omitted] ).  “[T]he indemnity clause need not contain express language referring to the negligence of the indemnitee, but merely that the intention to indemnify can be clearly implied from the language and purposes of the entire agreement, and the surrounding facts and circumstances” (id. [internal quotation marks omitted];  see Margolin v. New York Life Ins. Co., 32 N.Y.2d at 153).

Pursuant to the agreement entered into by JASA and the Town, JASA was required to indemnify the Town “[t]o the fullest extent permitted by law ․ from and against any and all liabilities, losses, costs, expenses ․ arising out of or in connection with this Agreement.”  The intention to indemnify can be clearly implied from the language and purposes of the entire agreement between JASA and the Town and the surrounding facts and circumstances (see Margolin v. New York Life Ins. Co., 32 N.Y.2d at 153–154;  see Cortes v. Town of Brookhaven, 78 AD3d at 644).  “The phrase ‘arising out of’ means originating from, incident to, or having connection with, and requires only that there be some causal relationship between the injury and the risk for which coverage is provided” (Selis v. Town N. Hempstead, 213 AD3d at 880 [internal quotation marks omitted];  see Worth Constr.  Co., Inc. v. Admiral Ins. Co., 10 NY3d 411, 416;  see also Burlington Ins. Co. v. NYC Tr. Auth., 29 NY3d 313, 323–324;  Regal Constr.  Corp. v National Union Fire Ins. Co. of Pittsburgh, PA, 15 NY3d 34, 38).  Here, the plaintiff was injured, while in JASA's employ, at the premises wherein JASA was contracted to provide social work services, when she tripped and fell due to a defective condition on the premises (see Selis v. Town of N. Hempstead, 213 AD3d at 880).

The parties' remaining contentions either are without merit or need not be reached in light of our determination.

Accordingly, we affirm the judgment entered March 18, 2024.

BARROS, J.P., CHAMBERS, WAN and QUIRK, JJ., concur.

ENTER:

Darrell M. Joseph

Clerk of the Court