Blaisdell v. Dentrix Dental Systems, Inc.
284 P.3d 616
Utah2012Background
- Dr. Blaisdell, a dentist, uses Dentrix dental practice software for patient data.
- Blaisdell purchased a software license from Dentrix under a contract containing a limitation of liabilities clause.
- The clause states Dentrix is not liable for indirect or various damages and caps liability to license fees paid.
- Dentrix sent a G2 software upgrade in 2006, which, during installation, erased Blaisdell's electronic patient data.
- Dentrix later acknowledged the upgrade could overwrite data on an unsuccessful install; Blaisdell had been warned to back up data, but his backup system was faulty.
- Blaisdell sued on multiple theories; the district court granted summary judgment on contract and some tort claims; appeal focused on the liability-limitation issue.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does Utah's Product Liability Act void the liability limitation clause? | Blaisdell argues the Act renders the clause void and unenforceable. | Dentrix argues the clause is not an indemnification provision and is inapplicable. | Clause enforceable; Act inapplicable. |
| Is the limitation clause enforceable against the strict products liability claim? | Blaisdell contends the clause cannot limit strict liability for design/manufacturing defects. | Dentrix contends permitted to limit under policy and precedent. | Clause applies to strict products liability. |
| Does the clause shield Dentrix from Blaisdell's gross negligence claim? | Blaisdell argues the clause cannot shield gross negligence. | Dentrix argues the clause can limit damages even for gross negligence under governing doctrine. | Record supports summary judgment for Dentrix on gross negligence. |
Key Cases Cited
- Meadow Valley Contractors, Inc. v. Transcontinental Ins. Co., 27 P.3d 594 (Utah Ct. App. 2001) (indemnification provisions void; holds distinction between indemnity and risk allocation)
- American Rural Cellular, Inc. v. Sys. Comm. Corp., 939 P.2d 185 (Utah Ct. App. 1997) (hold-harmless provisions relate to third parties, not contracting parties)
- Berry v. Greater Park City Co., 171 P.3d 442 (Utah 2007) (summary judgment standards for gross negligence and standard of care fixed by law)
- Wang Laboratories, Inc. (Orthopedic & Sports Injury Clinic v. Wang Labs., Inc.), 922 F.2d 220 (5th Cir. 1991) (discusses gross negligence standard and data-handling duties in repair context)
- Interwest Constr. v. Palmer, 923 P.2d 1350 (Utah 1996) (standard of care and contract interpretation principles relevant to liability allocations)