Scgc
Southern California Gas Co. v. Syntellect, Inc.
Opinion
Opinion
MEMORANDUM
Syntellect, Inc. (Syntellect), appeals the district court’s grant of partial summary judgment requiring it to indemnify Southern California Gas Company (SoCal) for damages arising from third-party allegations of patent infringement. Syntellect also challenges the district court’s grant of a motion in limine excluding evidence related to the allocation of damages between responsible parties. We vacate the judgment and remand for further proceedings.
1. “The question whether an indemnity agreement covers a given case turns primarily on contractual interpretation, and it is the intent of the parties as expressed in the agreement that should control....” St. Paul Fire & Marine Ins. Co. v. Am. Dynasty Surplus Lines Ins. Co., 101 Cal. App.4th 1038, 1049 , 124 Cal.Rptr.2d 818 (2002) (citation and alteration omitted). The intent of the parties is “ascertained from the clear and explicit language of the contract.” Cont’l Heller Corp. v. Amtech Mech. Servs., Inc., 53 Cal.App.4th 500, 504 , 61 Cal.Rptr.2d 668 (1997) (citation and internal quotation marks omitted).
In this case, the indemnity provision covers “any and all claims ... of any kind whatsoever arising from actual or…