This opinion will be unpublished and

may not be cited except as provided by

Minn. Stat. § 480A.08, subd. 3 (2002).

 

STATE OF MINNESOTA

IN COURT OF APPEALS

A03-879

 

Exetare Partnership, LLP,

Plaintiff,

 

vs.

 

Central Confinement Services, Ltd.,

Respondent,

 

Jerry Gruwell

d/b/a Gruwell Electric,

Appellant.

 

 

Filed December 16, 2003

Affirmed

Toussaint, Chief Judge

 

Yellow Medicine County District Court

File No. C0-03-25

 

 

Mark G. McKeon, Paul Wocken, Willenbring, Dahl, Wocken & Zimmermann, PLLC, Red River at Main, P.O. Box 417, Cold Spring, MN 56320-0417 (for appellant)

 

 

Lawrence J. Skoglund, Erstad & Reimer, P.A., 200 Riverview Office Tower, Minneapolis, MN 55425 (for respondent)

 

 

            Considered and decided by Toussaint, Chief Judge; Schumacher, Judge; and Wright, Judge.

 

U N P U B L I S H E D  O P I N I O N

 

TOUSSAINT, Chief Judge

 

             Appellant-electrician Jerry Gruwell, d/b/a Gruwell Electric, appeals the district court’s entry of summary judgment dismissing all claims against his co-defendant, respondent-contractor Central Confinement Services, Ltd., in an action involving the alleged negligent electrical-system design of a hog-breeding facility. Because the construction contract between plaintiff Exetare Partnership and Central Confinement Services unambiguously excluded all electrical work, we affirm.

FACTS

On May 14, 2001, an electrical failure at a recently built hog facility owned by Exetare Partnership, L.L.P. (Exetare) caused 200 hogs confined therein to suffocate and die.  Exetare filed suit against respondent-contractor Central Confinement Services, Ltd. (Central) and appellant-electrician Jerry Gruwell, d/b/a Gruwell Electric, claiming that the power failure arose from the negligent design of the electrical system.  Central moved for summary judgment, claiming that its construction contract expressly excluded all electrical work.  The district court granted the motion, finding that Central was not responsible for designing the electrical system under the terms of the construction contract, nor was it responsible for supervising a subcontractor that it did not hire.  Gruwell now appeals, claiming (a) that the design of the building necessarily dictated the design of the electrical system; and (b) that the unclear language of the contract between Exetare and Central may lead a reasonable person to believe that Central was responsible for overall design or supervision.

D E C I S I O N

“On an appeal from summary judgment, we ask two questions:  (1) whether there are any genuine issues of material fact and (2) whether the lower courts erred in their application of the law.”  State by Cooper v. French, 460 N.W.2d 2, 4 (Minn. 1990).  We must review the evidence de novo, and in the light most favorable to the party against whom judgment was granted.  Fabio v. Bellomo, 504 N.W.2d 758, 761 (Minn. 1993).

I.

Responsibility for Electrical System Design

Gruwell challenges the district court’s conclusion that Central played no part in designing the electrical system.  He argues that a genuine issue of material fact exists as to whether the building’s structural design ultimately led to his placement of an electrical panel in an area that exposed it to corrosive elements, thereby causing the electrical failure.

A motion for summary judgment shall be granted when the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue of material fact and that either party is entitled to a judgment as a matter of law.  Minn. R. Civ. P. 56.03.  There is no genuine issue of material fact for trial when the nonmoving party presents evidence that merely creates a metaphysical doubt as to a factual issue, and that is not sufficiently probative with respect to an essential element of the nonmoving party’s case to permit reasonable persons to draw different conclusions.  DLH, Inc. v. Russ, 566 N.W.2d 60, 71 (Minn. 1997).  In other words, “the party resisting summary judgment must do more than rest on mere averments.”  Id.  He must present substantial evidence to establish a genuine issue for trial.  Id. at 69-70.

Here, to support his assertions, Gruwell relies on his own affidavit stating that the building’s design dictated the panel’s placement, and on the forensic analysis of John Pagels, an electrical engineer hired by Exetare after the electrical failure, who mistakenly assumed that Central had designed the electrical system.  There is nothing in the record, however, to support either Gruwell’s statement or Pagels’s assumption.   There are no blueprints or instructions – either alleged or in evidence – directing the panel’s placement. In fact, there is no evidence reflecting any communication whatsoever between Gruwell and Central concerning the panel, despite five requests from Central to produce such evidence.  Further, the clear language of the contract between Central and Exetare states that Central was not responsible for any of the electrical work.   As such, we find that Gruwell is simply resting on “mere averments,” and has not presented any evidence sufficiently probative to overcome summary judgment.  The district court’s conclusion on this issue therefore need not be disturbed.

II.

Responsibilities Under the Contract

Gruwell’s second argument is that inconsistent terminology throughout the construction contract, as well as language in the specifications directing the placement of certain electronic appliances, creates ambiguity as to Central’s design and supervisory responsibilities.  In so arguing, however, Gruwell dissects the contract in a manner that is contrary to legal precedent in this state.

The primary goal in interpreting a contract is to determine and enforce the intent of the parties.  Motorsports Racing Plus, Inc. v. Arctic Cat Sales, Inc., 666 N.W.2d 320, 323 (Minn. 2003).  Intent is ascertained not by a process of dissection in which phrases are isolated from their context, but rather from a process of synthesis in which the phrases are given a meaning in accordance with the obvious purpose of the contract as a whole.  Republic Nat’l Life Ins. Co. v. Lorraine Realty Corp., 279 N.W.2d 349, 354 (Minn. 1979). 

            Here, reading the “contract as a whole,” we find no ambiguity.  The “Responsibilities of Owner” section of the contract explicitly states that Exetare was to be “responsible for all electrical on site.”  Each reference to electrical work within the specifications is marked “NIC,” understood by both parties as “not in contract.”  Reading the entire contract thus makes clear that Central was not responsible for the design or supervision of any electrical work. 

We therefore decline Gruwell’s invitation to over-analyze the parties’ failure to use consistent terminology throughout the 30-page contract.  “A proper administration of justice does not permit an overzealous quest for subtle ambiguity to destroy the intent of the parties when the court, despite some incompleteness and imperfection of expression, can reasonably find that intent.”  Wilson v. Duluth Filter Co., 311 Minn. 475, 479, 250 N.W.2d 832, 835 (1977) (quoting Hartung v. Billmeier, 243 Minn. 148, 150, 66 N.W.2d 784, 787 (1954)).  It is clear here that the parties intended all electrical design and work to be excluded from the contract.  As such, we will not seek ambiguity where none exists.  See id at479, 250 N.W.2d at 835. 

            Because Gruwell has failed to provide any substantial evidence establishing a genuine issue of material fact, and because the construction contract is unambiguous, the district court properly entered summary judgment for Central. 

Affirmed.