MICHAEL C. STEWART, JR. v. CALLAHAN, INC. & Another.

NOTICE: Summary decisions issued by the Appeals Court pursuant to M.A.C. Rule
23.0, as appearing in 97 Mass. App. Ct. 1017 (2020) (formerly known as rule
1:28, as amended by 73 Mass. App. Ct. 1001 [2009]), are primarily directed to
the parties and, therefore, may not fully address the facts of the case or the
panel's decisional rationale. Moreover, such decisions are not circulated to
the entire court and, therefore, represent only the views of the panel that
decided the case. A summary decision pursuant to rule 23.0 or rule 1:28 issued
after February 25, 2008, may be cited for its persuasive value but, because of
the limitations noted above, not as binding precedent. See Chace v. Curran, 71
Mass. App. Ct. 258, 260 n.4 (2008).

COMMONWEALTH OF MASSACHUSETTS

APPEALS COURT

25-P-99

MICHAEL C. STEWART, JR.

vs.

CALLAHAN, INC. & another.1

MEMORANDUM AND ORDER PURSUANT TO RULE 23.0

This appeal stems from a physical altercation between two

workers at a construction jobsite. The plaintiff, Michael C.

Stewart, Jr., filed suit against both defendants, Callahan, Inc.

(Callahan) and Shawnlee Construction LLC (Shawnlee), for

negligence and against Shawnlee for battery. A Superior Court

judge granted summary judgment for the defendants after

concluding that Stewart's employment agreement (agreement)

barred him from suing the defendants for injuries covered by the

Workers' Compensation Act (act), G. L. c. 152. Stewart appeals

from the summary judgment entered on the negligence claim

1 Shawnlee Construction LLC.
against Callahan and the battery claim against Shawnlee. We

affirm.

Background. In June 2019, Aerotek, a temporary staffing

agency, employed Stewart as a carpenter. Before starting his

temporary assignment, Stewart signed the agreement, which

included a waiver of liability provision (waiver) discussed in

further detail below.2 Aerotek assigned him to work on a

construction project beginning June 4, 2019. At the jobsite,

Callahan was the general contractor and Shawnlee was the framing

subcontractor. A Shawnlee employee would direct the workers and

assign tasks each day.

On June 7, 2019, a Shawnlee employee punched Stewart while

at work. After the incident, Stewart filed a workers'

compensation claim with Aerotek's insurer. On January 14, 2020,

Stewart entered into a lump sum workers' compensation agreement

pursuant to G. L. c. 152, § 48, for Aerotek's insurer to pay him

$25,000.

Discussion. 1. Standard of review. We review the grant

of summary judgment de novo. See Le Fort Enters. v. Lantern 18,

LLC, 491 Mass. 144, 149 (2023). We view the record evidence,

and all reasonable inferences that can be drawn therefrom, in

2 Stewart testified at his deposition that he did not recall
signing the agreement. However, he stipulated that he does not
dispute his signing for the purposes of the motion for summary
judgment, and he has not raised the argument on appeal.

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the light most favorable to the nonmoving party, here, the

plaintiff. Blake v. Hometown Am. Communities, Inc., 486 Mass.

268, 272 (2020). "Summary judgment is appropriate where there

is no material issue of fact in dispute, and the moving party is

entitled to judgment as a matter of law." Berry v. Commerce

Ins. Co., 488 Mass. 633, 636 (2021), citing Kourouvacilis v.

General Motors Corp., 410 Mass. 706, 716 (1991).

2. The waiver clause. Stewart argues that the waiver

clause in the agreement is ambiguous as to whether the phrase

"Client's customer" applied to Callahan, and therefore the

agreement was insufficient to bar Stewart's negligence claim

against Callahan. We disagree.

"When contract language is unambiguous, it must be

construed according to its plain meaning." Balles v. Babcock

Power Inc., 476 Mass. 565, 571 (2017). Contractual language is

ambiguous "only if it is susceptible of more than one meaning

and reasonably intelligent persons would differ as to which

meaning is the proper one." Citation Ins. Co. v. Gomez, 426

Mass. 379, 381 (1998). "Finally, we construe a contract as a

whole, so as 'to give reasonable effect to each of its

provisions.'" James B. Nutter & Co. v. Estate of Murphy, 478

Mass. 664, 669 (2018), quoting J.A. Sullivan Corp. v.

Commonwealth, 397 Mass. 789, 795 (1986).

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The liability provision of the agreement states, in

relevant part, the following:

"18. Limitation of Liability - [1] To the extent permitted
by law, you . . . waive any and all rights you have, or may
have, to claim or assert a claim, suit, action or demand of
any kind . . . against Client or Client's customers . . .
arising directly or indirectly out of your employment with
Aerotek, Inc, except as to any claims you assign to
Aerotek, Inc under this Agreement. [2] You recognize and
agree that Aerotek, Inc provides workers' compensation
coverage for such things as on-the-job injuries or
occupational diseases incurred while on Assignment for
Aerotek, Inc, and to the extent permitted by law, you agree
to look solely to Aerotek, Inc and/or its insurer for
damages and/or expenses for any such claims, suits,
actions, or demands relating to bodily injury, illness, or
death incurred while on Assignment. [3] In furtherance of
the foregoing and in recognition that any work related
injuries which might be sustained by you are covered by
state Workers' Compensation statutes, and to avoid the
circumvention of such state statutes which may result from
suits against the Client based on the same injury or
injuries, and to the extent permitted by law, YOU HEREBY
WAIVE AND FOREVER RELEASE ANY RIGHTS YOU MIGHT HAVE to make
claims or bring suit against the Client for damages based
upon injuries which are covered under such Workers'
Compensation statutes." (Emphases added.)

The agreement defines Shawnlee as the "Client."

Stewart argues that each sentence addresses a different

limitation on liability and should be read individually, with

"one not affecting the other." First, he asserts that "Client's

customers" is an ambiguous phrase in the context of the

construction industry, where it is not common to refer to a

general contractor as the "customer" of a subcontractor, so the

first sentence does not apply to Callahan. Next, Stewart

contends the second sentence pertains only to workers'

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compensation claims and does not bar other types of claims or

claims against anyone other than Aerotek. Lastly, he claims

that the third sentence only protects the "Client," which does

not include Callahan.

We disagree that the terms are ambiguous and that the

correct interpretation of the agreement isolates each sentence.

As a subcontractor, Shawnlee contracted only with Callahan and

had no relationship with the property owner, so "Client's

customers" could not refer to anyone other than Callahan.

Moreover, even if individual phrases were ambiguous in

isolation, the contract should be read as a whole. See James B.

Nutter & Co., 478 Mass. at 669. The first sentence, waiving

liability against Aerotek's "Client" and "Client's customers,"

plainly relates to the second sentence, which acknowledges that

Aerotek provides workers' compensation and requires Stewart to

look only to Aerotek for "any such claims, suits, actions, or

demands" relating to personal injury. The third sentence

clarifies further that the purpose of the waiver is to prevent

an employee from circumventing the act's exclusivity provisions

by seeking workers' compensation from Aerotek and then suing the

Client for the same injuries. Each sentence is not a separate

limitation on liability. Instead, the paragraph as a whole

defines the scope of the waiver and from what sources an injured

employee can and cannot seek damages. We conclude that when

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read as a whole, the agreement unambiguously constituted a

waiver by Stewart of his claims against both Callahan and

Shawnlee. The judge thus properly granted summary judgment for

Callahan on Stewart's negligence claim.

3. Waiver for intentional torts not precluded by public

policy. Stewart also argues that the agreement cannot preclude

liability for the battery claim against Shawnlee because waivers

of liability for intentional torts are unenforceable on public

policy grounds. Again, we disagree.

Under the act, workers may receive compensation for

intentional torts committed in the workplace, including physical

assaults by coemployees. See Doe v. Purity Supreme, Inc., 422

Mass. 563, 566-567 (1996) (act applies to rape and assault).

The system contemplated by the act is designed to replace, not

augment, piecemeal tort litigation. Estate of Moulton v.

Puopolo, 467 Mass. 478, 483 (2014). Thus, the exclusivity

provision of the act precludes any additional tort action for

claims covered by workers' compensation, absent waiver by the

employee. See G. L. c. 152, §§ 23-24; Estate of Moulton, 467

Mass. at 483-484 (employee may opt out of act only by notifying

employer in writing, at time of hiring contract, that employee

is not waiving right to bring common-law tort suits). This

statutory scheme represents "the Legislature's balance of

competing societal interests," protecting injured employees with

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a quick, guaranteed recovery while limiting traditional remedies

(citation omitted). Molina v. State Garden, Inc., 88 Mass. App.

Ct. 173, 178 (2015). Here, if Stewart were to try to recover

against his direct employer, Aerotek, his suit clearly would be

barred by the exclusivity provision of the act because he did

not waive his right to workers' compensation at the time of his

hiring.

We are unpersuaded by Stewart's argument that, although the

act barred him from suing Aerotek for an intentional tort, his

contractual waiver of liability for third party Shawnlee was

unenforceable. It is not against public policy to enforce

contractual releases mirroring the scheme of the act, by

providing an employee with an avenue for workers' compensation

and precluding additional recovery against third parties. See

Molina, 88 Mass. App. Ct. at 181-182 (enforcing staffing agency

employment contract, which released customers and clients of

staffing agency from liability). The waiver does not shield the

employer, but instead acts "as protection for [the staffing

agency's] customers for those risks assumed by its employees

who, in turn, are covered by workers' compensation insurance."

Horner v. Boston Edison Co., 45 Mass. App. Ct. 139, 142 (1998).

The act itself, which represents the Legislature's balancing of

policy interests, contemplates the scenario where the employee

has both a "general" and "special" employer, and the employee is

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barred from suing one while receiving workers' compensation from

the other. See G. L. c. 152, § 18; Molina, 88 Mass. App. Ct. at

180-181 (section 18 applicable when staffing agency, the general

employer, immunizes its client, the special employer, from

suit). Because the act covered the type of workplace injury

Stewart suffered, and he had the ability to recover through

Aerotek, the agreement barring him from seeking additional

recovery from Aerotek's clients was enforceable. We therefore

conclude that the judge properly granted summary judgment for

Shawnlee on Stewart's battery claim.

Judgment affirmed.

By the Court (Grant,
Brennan & Smyth, JJ.3),

Clerk

Entered: December 19, 2025.

3 The panelists are listed in order of seniority.

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