CITY OF FLORIDA CITY,

v.

PUBLIC RISK MANAGEMENT OF FLORIDA, ET AL.,

MILLER, J.

Appellant, the City of Florida City, seeks review of two adverse summary judgments.¹ STANDARD OF REVIEW “Summary judgment is proper if there is no genuine issue of material fact and if the moving party is entitled to a judgment as a matter of law.” Volusia Cty. v.¹ We hereby consolidate the appeals for purposes of this opinion.

Aberdeen at Ormond Beach, L.P., 760 So. 2d 126, 130 (Fla. 2000) (citing Menendez v. Palms W. Condo. Ass’n, 736 So. 2d 58 (Fla. 1st DCA 1999)). Thus, we review an order granting summary judgment de novo. Id. Similarly, “[i]nsurance policy construction is a question of law subject to de novo review.” Gov’t Emps. Ins. Co. v. Macedo, 228 So. 3d 1111, 1113 (Fla. 2017) (citation omitted). LEGAL ANALYSIS “Florida law provides that insurance contracts are construed in accordance with the plain language of the policies as bargained for by the parties.” Auto-Owners Ins. Co. v. Anderson, 756 So. 2d 29, 34 (Fla. 2000) (citation omitted). In interpreting “insurance policies, courts should read each policy as a whole, endeavoring to give every provision its full meaning and operative effect.” Id. (citation omitted). “When the language of a contract is clear and unambiguous, courts must give effect to the contract as written and cannot engage in interpretation or construction as the plain language is the best evidence of the parties’ intent.” Talbott v. First Bank Fla., FSB, 59 So. 3d 243, 245 (Fla. 4th DCA 2011) (citation omitted). However, “[w]hen language in an insurance policy is ambiguous, a court will resolve the ambiguity in favor of the insured by adopting the reasonable interpretation of the policy’s language that provides coverage as opposed to the reasonable interpretation that would limit coverage.” Travelers Indem. Co. v. PCR Inc., 889 So. 2d 779, 785-86 (Fla. 2004) (citations omitted).

Here, the insuring agreement is characterized as a “claims-made” policy, “wherein the coverage is effective if the negligent or omitted act is discovered and brought to the attention of the insurer within the policy term.”² Gulf Ins. Co. v. Dolan, Fertig & Curtis, 433 So. 2d 512, 514 (Fla. 1983) (quoting 7A John A. Appleman, Insurance Law & Practice (Berdal ed. 1979)). The plain language of the policy only obligates PRM to cover “claims made against the [City] during the coverage period.” Defined elsewhere in the policy, the term “claim” encompasses “all notices or suits demanding payment of money based on, or arising out of the same wrongful act or series of related wrongful acts by one or more members.” Having carefully examined the summary judgment record, we conclude the City was subject to notice of a monetary demand premised upon Price’s fraudulent misrepresentation long before it acquired membership in the collective risk management program. The City, however, alternatively contends the claim did not flow from a wrongful act, therefore it is not excluded from the ambit of coverage. We respectfully disagree.

As a threshold matter, the policy plainly states that the insurer is required to provide officials’ errors and omissions coverage for “all sums for which the [City] is legally liable by reason of a wrongful act.” (Emphasis added). Thus, the policy does not appear to envision any coverage beyond claims premised upon “wrongful acts.” See 5 Corbin on Contracts § 24.28 (2018) (“If the parties in their contract have specifically named one item or if they have specifically enumerated several items of a larger class, a reasonable inference is that they did not intend to include other, similar items not listed.”); see, e.g., Shumrak v. Broken Sound Club, Inc., 898 So. 2d 1018, 1020 (Fla. 4th DCA 2005) (“It is a fundamental principle of contract construction, known as expression unius est exclusion alterius.”). Moreover, the phrase “wrongful act” is expansively defined under the policy as, “any actual or alleged error or miss-statement, omission, act or neglect or breach of duty due to misfeasance, malfeasance, and non-feasance.” This broad language encompasses both omissions and affirmative transgressions, and does not distinguish between losses predicated upon tort and losses predicated upon contract. Thus, as was so aptly articulated in Public Risk Management of Florida v. OneBeacon Insurance Co., 569 F. App’x 865, 870 (11th Cir. 2014) (alterations in original), in observing indistinguishable policy language: Paragraph 23 of the policy’s general coverage provisions defines a wrongful act as “any actual or alleged error or miss-statement, omission, act or neglect or breach of duty due to misfeasance, malfeasance, and non-feasance . . . by the [City].” Nothing in the City’s

policy suggests that a wrongful act cannot be rooted in a duty the City has under a contract. To the contrary, the fact that Paragraph (l) in Section IV’s exclusions eliminates coverage for “[l]oss arising out of an intentional breach of contract” establishes that unintentional breaches of contract can be covered.³ Reading the definition of wrongful act as not including breaches of contractual duties would render Paragraph (l) superfluous, which would contradict our obligation “to give every provision its full meaning and operative effect.” United States Fire Ins. Co. v. J.S.U.B., Inc., 979 So. 2d 871, 877 (Fla. 2007). Here, the damages for which the City sought compensation were incurred in defending the investors’ lawsuit, sounding primarily in tort. Indeed, the parties do not quarrel that the origins of the underlying claim lay with Price’s contended deception. Further, after learning of the fraudulent guaranty, both Price’s supervisor and the mayor failed to take any action. Each of these actions and omissions fall under the broad umbrella of “misfeasance, malfeasance, and non-feasance.” Consequently, we find no error in the well-reasoned determination below that the claim arose from a wrongful act or a series of wrongful acts. Concluding the remaining summary judgment is soundly substantiated in both fact and law, we affirm in all respects.4 See § 626.7492(2)(h), Fla. Stat. (“‘Reinsurer’ means any person duly licensed in this state pursuant to the applicable

provisions of the Florida Insurance Code as an insurer with the authority to assume reinsurance.”); § 624.610(9), Fla. Stat. (“No person, other than the ceding insurer, has any rights against the reinsurer which are not specifically set forth in the contract of reinsurance or in a specific written, signed agreement between the reinsurer and the person.”); see also Banco Ficohsa v. Aseguradora Hondurena, S.A., 937 So. 2d 161, 165 (Fla. 3d DCA 2006) (“The reinsurer has no contractual obligation with the original insured and is not liable to [it].”) (alteration in original) (citation omitted); McDonough Constr. Corp. v. Pan Am. Sur. Co., 190 So. 2d 617, 618-19 (Fla. 1st DCA 1966) (“An ordinary contract of reinsurance, in the absence of provisions to the contrary, operates solely as between the reinsurer and the reinsured. It creates no privity between the original insured and the reinsurer.”). Affirmed.