This appeal raises an issue of first impression in this jurisdiction. In this case, which arose from a medical negligence and products liability claim, appellant Michael Caglioti claimed injuries resulting from his malfunctioning wheelchair and the subsequent medical treatment he received. As part of his monetary settlement with the wheelchair manufacturer, Graham-Field Health Products, Inc. (“Graham-Field”), Mr. Caglioti was assigned the wheelchair manufacturer’s equitable indemnification claim against his medical providers. He sought to pursue the equitable indemnification claim, in lieu of the medical negligence claim, against the medical providers. The medical providers challenge his right to do so. We conclude that an equitable *804 indemnification claim may be assigned as part of a settlement, that such an assignment may be enforced, and that the trial court erred in dismissing the case with prejudice. We therefore reverse and remand to the trial court for proceedings consistent with this opinion.
There are three issues that we must address in this case: (1) whether Graham-Field obtained a right to pursue an equitable indemnification claim against the medical providers by virtue of the Settlement Agreement; (2) whether Graham-Field could assign the right to pursue an equitable indemnification claim, if in fact it obtained that right; and (3) whether Graham-Field could assign to appellant any such equitable indemnification claim as part of the Settlement Agreement, to pursue against the non-settling tortfeasors. We answer each of these questions in the affirmative, and discuss each issue in turn, following a discussion of the relevant factual and procedural background.
I. Factual and Procedural Background
Appellant, Mr. Caglioti, has been wheelchair bound since childhood. On July 13, 2000, Mr. Caglioti, a partner at the law firm of Arnold & Porter, LLP in Washington, D.C., left his office in his electromechanical wheelchair. That day his wheelchair malfunctioned, throwing him to the ground and causing him to break both of his femur bones as well as suffer other injuries. He was taken by ambulance to George Washington University Hospital (“GWU”), where he claims that his medical providers, Universal Health Services, Inc. (“UHS”), District Hospital Partners, LP (“DHP”), Medical Faculty Associates (“MFA”), and GWU, aggravated his injuries, causing him to sustain significant brain and pulmonary damage.
A. Federal Litigation and Settlement Agreement
On November 28, 2001, Mr. Caglioti filed a lawsuit in the United States District Court for the District of Columbia against Graham-Field, the manufacturer of Mr. Caglioti’s wheelchair, and Everest & Jennings, the distributor of the wheelchair. On November 11, 2003, a confidential Settlement Agreement, General Release and Assignment of Claims (“Settlement Agreement”) was entered into between Mr. Ca-glioti, Graham-Field, and its insurers. The Settlement Agreement provided that in full settlement and discharge of all of Mr. Caglioti’s claims against it, Graham-Field promised to pay a lump sum of money, periodic payments, and assign any and all claims that Graham-Field and the other released parties 1 might have for contribution and/or indemnification against the medical providers. The relevant language from the Settlement Agreement regarding the release and assignment of claims stated:
1. General Release and Discharge/Indemnification
In consideration [for monies to be paid] the plaintiff hereby completely releases and forever discharges [the released parties] as well as any other person, company, organization or entity whatsoever, including but not limited to District Hospital Partners, LP, Universal *805 Health Services, Inc., Medical Faculty Associates and any other physicians, nurses, hospitals, medical facilities or medical personnel that provided care to Plaintiff after his accident, that may be claimed as responsible in paH or in whole for Plaintiffs injuries or current condition, from any and all past, present or future claims ... which the Plaintiff ever had, now has, or which may hereafter accrue or otherwise be acquired, on account of, or in anyway growing out of ... the Complaint including without limitation [any damages known or unknown] or for increased damages due to aggravating circumstances as a result of the wheelchair accident.
8. Released Parties’ Assignment of Claims to Plaintiff
As additional consideration for the general release referred to in Paragraph 1 of the Settlement Agreement, the Released Parties are hereby assigning to the Plaintiff any and all claims that the Released Parties may have for contribution and/or indemnification. This assignment of claims specifically relates to any and all claims that the Released Parties may have against District Hospital Partners, LP, Universal Health Services, Inc., Medical Faculty Associates and/or any other physicians, nurses, hospitals or medical faculties or medical personnel that provided care to Plaintiff after his accident. It is the intention of the parties in entering into this assignment, that any and all claims that the Released Parties would have against any of the Plaintiffs medical providers, including but not limited to the medical providers referenced in this paragraph, shall be assigned to the Plaintiff. This assignment includes any claims for contribution, indemnification, equitable indemnification, or any other similar claims that the Released Parties may have against any health care providers who may have provided negligent medical care and treatment to the Plaintiff and thereby exacerbated his injuries and damages from the July IS, 2000 accident.
Plaintiff understands and agrees that any claim brought by Plaintiff against District Hospital Partners, LP, Universal Health Services, Inc., Medical Faculty Associates and/ or any other physicians, nurses, hospitals or medical faculties or medial personnel that provided care to the Plaintiff after his accident triggers his indemnification obligation under paragraph 1.
Plaintiff agrees that twenty-five percent (25 %) of any money he may recover as a result of the assignment referred to in this paragraph 8, after deduction for reasonable attorney’s fees and costs, shall be remitted to the Released Parties ... All parties understand and agree that any money required to be paid under this paragraph shall first reimburse Westchester [Graham-Field’s liability insurer] up to the amount it paid in this Settlement, then to Markel [Graham-Field’s liability insurer] to reimburse the amount it paid in this Settlement, and lastly, including any amount in excess of the amounts paid by Insurers, to the Company, (emphasis added)
After the Settlement Agreement was executed, Mr. Caglioti dismissed his claims in federal court.
B. Superior Court Litigation
On September 30, 2003, while his federal case was still pending, appellant filed his complaint in the Superior Court of the District of Columbia. He alleged medical *806 malpractice against DHP, UHS 2 and MFA for the complications he suffered after his fall that resulted in brain and pulmonary damage. After entering into the Settlement Agreement in the federal case, appellant amended his Superior Court complaint, substituting a claim for equitable indemnification for the medical malpractice cause of action. 3
On January 15, 2005, appellant filed a second amended complaint in his Superior Court action adding GWU as a defendant. DHP and MFA filed Motions to Dismiss or in the Alternative for Summary Judgment asserting that Mr. Caglioti was precluded from recovering for an equitable indemnity claim because it could not legally be assigned to him. On May 19, 2005, GWU filed its Motion to Dismiss or in the Alternative for Summary Judgment asserting the same arguments as DHP and MFA, and also arguing that any claims Mr. Ca-glioti had against it were barred by the three-year statute of limitations for negligence actions. On September 6, 2005, the trial court granted the appellees’ Motions to Dismiss or in the Alternative for Summary Judgment.
C. Trial Court’s Ruling
The trial judge granted appellees’ Motions to Dismiss or in the Alternative for Summary Judgment, holding that as a matter of law, the settling parties (Graham-Field and Everest & Jennings) could not assign their equitable indemnification claim to the appellant. The trial court’s order noted that this type of assignment had not previously been addressed in this jurisdiction. 4 The trial court also concluded that the medical providers were not effectively discharged from liability to Mr. Caglioti because of the “seemingly contradictory terms” of the Settlement Agreement which purported to discharge all of the medical providers’ liability, yet made a provision for Mr. Caglioti to assert claims against the medical providers.
The trial court reasoned that the appellant had not been made whole because the lump sum monetary payment from the settlement with the manufacturer did not cover all of appellant’s monetary damages. The trial court concluded that Paragraph 8 of the Settlement Agreement, which assigned to Mr. Caglioti Graham-Field’s equitable indemnity claim, was an acknowledgment by him that the lump sum payment alone had not made him whole; therefore, he could not have intended to extinguish the medical providers’ liability.
In granting the appellees’ Motions to Dismiss, the trial court relied heavily on our opinion in
District of Columbia v. Washington Hospital Center,
II. Analysis
We view the appellees’ Motions to Dismiss or in the Alternative for Summary Judgment as motions to dismiss because the Settlement Agreement on which the trial court heavily relied was central to appellant’s claim, and was discussed at length in the amended complaint. Where “the documents involved were referenced in the complaint and are central to appellant’s claim ... the trial court could consider them in connection with the motion to dismiss without converting the motion to one for summary judgment.”
See Oparaugo v. Watts,
A. Graham-Field Obtained the Right to Pursue an Equitable Indemnity Claim Against the Medical Providers
We have previously recognized a cause of action for equitable indemnity whereby one of the several persons liable for the same harm, or an exacerbation of the harm, discharges their liability, and then seeks to be indemnified by the non-settling parties.
Washington Hosp. Ctr., supra,
The issue of indemnification arises in the instant case because Graham-Field, the initial wrongdoer, could be “held hable to the injured party [Mr. Caglioti] for the whole loss, including aggravation of the injuries due to subsequent medical negligence.”
Wash. Hosp. Ctr., supra,
In order for the indemnitee, Graham-Field, to obtain a claim for equitable indemnity, it was required to: (1) obtain releases for DHP, MFA and GWU in the Settlement Agreement; and (2) fully compensate Mr. Caglioti for his injuries, thereby discharging the liability of DHP, MFA, GWU.
See Washington Hosp. Ctr., supra,
The medical providers first argue that appellant’s-equitable indemnity claim fails because he did not meet the first requirement of releasing the medical providers (DHP, MFA, GWU) from liability. Alternatively, appellees argue that even if the Settlement Agreement released the medical providers, then that release discharged the medical providers from all future claims, including the indemnification claim that Mr. Caglioti attempted to assert against the medical providers in the Superior Court litigation. This, appellees argue, would therefore nullify Mr. Caglioti’s cause of action against the medical providers. Such a provision in the Settlement Agreement, the medical providers contend, is inherently contradictory since appellant purports to release the medical providers from liability, while simultaneously attempting to assert liability against the medical providers for his injuries by pursuing the equitable indemnity claim.
Whether a settlement agreement released a joint tortfeasor is a question of fact, which we typically answer by looking at the words the parties chose to use in the agreement.
See Wash. Hosp. Ctr., supra,
Mr. Caglioti intended that the Settlement Agreement would release the medical providers. As we reasoned in
Lamphier,
the “parties’ intentions are paramount to construction” of the release.
Lamphier, supra,
Here, by contrast, the unambiguous language of the Settlement Agreement supports Mr. Caglioti’s assertion that the ap-pellees were released.
The plain language of the Settlement Agreement also distinguishes this case from
District of Columbia v. Washington Hospital Center,
and demonstrates that appellant intended to release Graham-Field, as well as MFA and DHP.
6
In that case, the District of Columbia entered into a settlement agreement with a pedestrian who was struck by a car and was thereby released from liability for all claims arising out of the accident.
Washington Hosp. Ctr., supra,
With respect to the second requirement for establishing an equitable indemnity claim, the medical providers contend that Mr. Caglioti was not made whole because the lump sum monetary payment from the settlement with the manufacturer did not cover all of his monetary damages. The medical providers argue that Paragraph 8 of the Settlement Agreement (providing that any claims for contribution, indemnification, equitable indemnification or other similar claims that the Released Parties have shall be assigned to Mr. Caglioti) was an acknowledgment by appellant and Graham-Field that the lump sum payment had not made Mr. Caglioti whole.
In determining whether Mr. Caglioti was made whole by the Settlement Agreement, the essential issue with regard to compensation is “did the amount settled for fully compensate the plaintiff, or was it taken merely as the best obtainable compromise for the settler’s liability.”
Lam
*810
phier, supra,
We are satisfied that Graham-Field obtained an equitable indemnification claim because the Settlement Agreement (1) released the joint tortfeasors and (2) fully compensated Mr. Caglioti for his injuries. Now we address appellees’ further contention that even if an equitable indemnification claim arose, and could have been assigned to Mr. Caglioti, the Settlement Agreement nullified it because appellant purported to release all claims “which the Plaintiff ever had, ... or which may hereafter accrue or otherwise be acquired ” for his injuries and failed to expressly reserve for Mr. Caglioti the right to pursue an assigned indemnification claim, (emphasis added). We are unpersuaded by this contention.
Here, the plain language of the Settlement Agreement makes clear that Mr. Caglioti intended to release the medical providers from direct claims he had against the medical providers. Moreover, the plain language makes clear that the parties did not intend to release any claims for contribution or indemnification.
8
*811
Paragraph 8 of the Settlement Agreement provides for the assignment of claims to appellant and Paragraph 1 (the release paragraph) contemplates the subsequent assignment in Paragraph 8.
9
Additionally, further evidencing the intent of the parties, the agreement is titled “Settlement Agreement, General Release & Assignment of Claims.”
See Robarts, supra
note 8.
Our reading of the contract as a whole leads us to reject the argument that Mr. Caglioti’s failure to expressly reserve a right to pursue a claim for equitable indemnification when executing the release, extinguished that right.
10
We are required to interpret the Settlement Agreement as a whole, giving reasonable effect to all of its parts.
11
Specifically, we must construe Paragraphs 1 and 8 together, in a manner that does not render the language of either paragraph null and void. Appellees’ interpretation, which we reject, would render a significant portion of the Settlement Agreement, namely the assignment clause, meaningless.
See A.S. Johnson Co. v. Atlantic Masonry Co.,
B. Graham-Field’s Equitable Indemnity Claim Was Assignable
We have noted on several occasions that, as a general rule, claims are freely assignable.
Brandenburger & Davis, Inc. v. Estate of Lewis,
As our previous decisions have explained, “the right to assign is presumed, based upon principles of unhampered transferability of property rights and of business convenience.”
Antal’s Rest., Inc. v. Lumbermen’s Mut. Cas. Co.,
In relevant part, D.C.Code § 28-2304 provides that “[i]n a general assignment ... it is not necessary to execute a separate assignment of each chose in action, but the assignee, by virtue of the general assignment, may sue in his own name on the several choses in action included therein.” In the instant case, the trial court concluded that D.C.Code § 28-2304 does not address whether an equitable indemnification claim is assignable. We agree that the statute does not by its terms expressly authorize the assignment of equitable indemnity claims. However, we find nothing in the language of this statute that
expressly prohibits
the assignment of an equitable indemnity claim. Moreover, we have said that the language of D.C.Code § 28-2304 “embodies this [Jurisdiction’s] policy of free assignability of claims.”
Antal’s Rest. Inc., supra,
C. Graham-Field Could Assign its Equitable Indemnity Claim to Mr. Ca-glioti as Part of the Settlement Agreement
We have established above that Graham-Field obtained a claim for equitable indemnity and that such a claim was freely assignable. We turn now to the central issue in this case: whether the equitable indemnity cause of action could be assigned to Mr. Caglioti pursuant to the Settlement Agreement. We conclude that a claim for equitable indemnification can be assigned by the settling defendant to the plaintiff as part of the Settlement Agreement.
Mr. Caglioti argues that the assignment of the equitable indemnification claim to him by Graham-Field is wholly consistent with prior decisions of this court favoring a policy of free assignability of claims.
See, e.g., Brandenburger, supra,
For example, in
Robarts,
the court construed the Uniform Contribution Among
*813
Tortfeasors Act adopted in Florida and upheld the assignment of a claim for contribution to a plaintiff.
Robarts, supra,
note 8,
Appellant also cites
Bush
in support of the assignment. In
Bush,
homeowners sued their insurance carrier alleging that it failed to pay benefits under their insurance policy after their home burned down.
Bush, supra,
Another notable case upholding this type of assignment is
Kimball International, Inc.,
which involved a worker who was injured while sitting in a defective chair and subsequently settled with the chair manufacturer. The settlement included a partial assignment of the manufacturer’s indemnity claim against the supplier of the chair’s malfunctioning component part.
Kimball Int’l, Inc., supra,
Although Kimball deals with indemnity that arises pursuant to á contract, not the type of equitable indemnity contemplated in the instant case, the distinction is of little significance as New Jersey also recognizes equitable indemnity, and New Jersey has a similar statute which provides that choses in action that arise pursuant to contract are freely assignable. N.J. Stat. Ann. § 2A 5-1 (West 2002) (“[A]ll choses in action arising on contract are assignable.”). The underlying rationale in jurisdictions which have upheld the assignment of claims to the plaintiff, is the free assig-nablity of claims. 14
Having expressed a strong preference for the free assignability of claims, we are not persuaded by the appellees’ arguments to the contrary in reliance on a Wisconsin case,
Hartley v. St. Francis Hospital,
We also reject appellees’ contention that we should invalidate the assign
*815
ment in this case because it may result in a windfall to Mr. Caglioti or promote additional litigation. Of course, Mr. Caglioti hopes to increase his total recovery by pursuing the equitable indemnification claim against the medical providers. If he is successful, he will be able to add the sums recovered from the medical providers (less 25%) to the amounts already received from or promised by Graham-Field and the other released parties. However, the assignment may actually limit the potential for a windfall because appellant agrees that he cannot recover more from the medical providers than the settlement amount specified in the Settlement Agreement. In any event, other courts have upheld similar assignments despite the possibility of additional recovery. In
Rubenstein v. Royal Ins. Co. of Am.,
If appellant is not allowed to pursue his claim, it is the medical providers who could potentially be the recipients of any windfall as they could evade liability and not have to pay any amount, even if they were negligent as alleged.
Block v. Pepper Constr. Co.,
Jurisdictions which have allowed an assignment such as the one contemplated here, have focused on the promotion of settlements as a key public policy consideration in permitting the assignment. In the District of Columbia, the settlement of a dispute is an important policy consideration.
See, e.g., Makins v. District of Columbia,
We are also not persuaded that the medical providers are exposed to a greater burden because of this assignment. Any litigation against the medical defendants is the same litigation that the wheelchair manufacturer could or would have pursued if it had not assigned its claim for equitable indemnification to appellant.
See Bush, supra,
If Graham-Field pursued the equitable indemnity claim, it would have to demonstrate that the medical providers are liable for injuries to Mr. Caglioti. As in a medical malpractice case, Graham-Field would have the burden of proving the applicable standard of care, a deviation from that standard and a causal relationship between the deviation and the injury.
See Travers v. District of Columbia,
Finally, appellees assert that it would be unfair to allow Mr. Caglioti to pursue the *817 claim, because he will be a much more sympathetic plaintiff than Graham-Field. We are not persuaded by this argument. A trial judge has ample authority to manage the litigation so that the jury understands that Mr. Caglioti is pursuing a claim for equitable indemnification in the place of Graham-Field.
III. Conclusion
Although we confront this issue for the first time in this jurisdiction, Graham-Field’s assignment of its equitable indemnification claim against the medical providers to Mr. Caglioti is supported by and not in conflict with the law in this jurisdiction favoring the assignability of claims and is not counter to any public policy. For the foregoing reasons, we reverse and remand to the trial court for proceedings consistent with this opinion. 18
So ordered.
Notes
. The "released parties” are the parties who entered into the Settlement Agreement with Mr. Caglioti, and included Graham-Field Health Products, Inc., its insurers, agents, servants, employees, attorneys, successors, assigns, predecessors, affiliates, subsidiaries, parents, officers, and directors. Prior to the settlement, Graham-Field filed for Chapter 7 bankruptcy; therefore, the Settlement Agreement was entered into as Graham-Field Chapter 7 debtor by its Chapter 7 trustee.
. Universal Health Services, Inc. was named in the amended complaint in Superior Court. However, it subsequently was dismissed from the lawsuit.
. In the Settlement Agreement, Graham-Field assigned to Mr. Caglioti its right to contribution and/or indemnification. In his amended complaint, Mr. Caglioti sought to bring a claim for equitable indemnification, not contribution.
.The trial judge further noted that in his view, the plain language of D.C.Code § 28-2304 (2001) (General Assignments Including Choses in Action) does not address the type of assignment attempted by Mr. Caglioti.
. The language in that agreement was as follows:
We, Stephen Paul Lamphier and Carolyn Lamphier ... in consideration for the sum of $27,500 ... hereby remise, release and *809 forever discharge Ronald Lester Gordon and Government Employees Insurance Company, releasee(s) successors and assigns, and/or his, her or their associates, heirs, executors and administrators, and all other persons, firms or corporations of and from any and every claim, demand, right or cause of action of whatever kind or nature, on account of or in any way growing out of any and all personal injuries and consequences thereof including but not limited to ... all liability arising out of said accident including, but not limited to, all liability for contribution and/or indemnity.
Lamphier, supra,
. We conclude, infra, that whether GWU was released by the terms of the Settlement Agreement is a factual issue for the trial court to resolve.
. Grahman-Field’s promise to pay money and promise to assign the possibility of recouping additional money through the pursuit of the equitable indemnification claim, and Mr. Caglioti’s acceptance of such promises in exchange for his release of Graham-Field, were sufficient consideration for the contract.
See, e.g., Kidwell & Kidwell, Inc. v. W.T. Galliher & Bro., 282
A.2d 575, 578 (D.C.1971) ("Neither money
n
or benefit moving to a promisor is essential to a contract”);
Bullard v. Curry-Cloonan,
.
Cf. Whetstone v. Sooter,
. See Assignment provision (Paragraph 8 of the Settlement Agreement) quoted supra pages 5-6.
. The cases appellees cite for this proposition are inapposite and distinguishable from this case. In
GLM Partnership,
for example, the release on its face released all claims, and the insurance policy as a whole did not support a different interpretation.
Cf., GLM P’ship v. Hartford Cas. Ins.,
. See, e.g., 1010 Potomac Assocs. v. Grocery Mfrs. of Am., Inc.,
The meaning must be ascertained in light of all the circumstances surrounding the parties at the time the contract was made. The writing must be interpreted as a whole, giving a reasonable, lawful, and effective meaning to all its terms. If the document is facially unambiguous, its language should be relied upon as providing the best objective manifestation of the parties' intent.
.
Robarts, supra
note 8,
. Cal. Civ.Code § 954 (West 2007) (“A thing in action, arising out of a violation of a right of property, or out of an obligation, may be transferred by the owner.”).
.
But cf. Jackson v. Freightliner Co.,
. In Bush the court reasoned that policies against excess recovery had to be balanced against other relevant public policies.
.
Cf. Dosdourian v. Carsten,
. It is not clear from the briefs or the oral arguments why the Settlement Agreement was structured this way. Graham-Field filed for Chapter 7 bankruptcy, therefore the settlement could have been structured this way because of bankruptcy considerations. However, parties are free to contract and enter into settlement agreements as they determine, and reasonable contracts are to be upheld.
Vicki Bagley Realty, Inc. v. Laufer,
. We do not address two additional issues raised by GWU — the factual issue of whether GWU was covered by the language of the release or the legal issue of whether the claims against GWU are barred by the statute of limitations. Since the trial court did not address these issues below, we decline to do so here in the first instance.