It's a Matter of Interpretation, Part VII.
Today's editorial, "Angels on the Docket", in the Orange County Register, revisits the interpretive issues at play with the City of Anaheim's lawsuit against the Angels' name change to the Los Angeles Angels of Anaheim (discussed here as part of our series). Let's recap: the Angels' lease requires that the team "include the name Anaheim therein." The Angels argue that the new name complies with the plain language of the lease; after all, "Anaheim" is there. Conversely, the City contends that this new name does not comport with intent of the parties or the spirit of text.
The City's preliminary efforts to stop the name change without a trial were rebuffed. However, a trial remains. The City Council has just voted to go forward with the suit and has employed some leading attorneys in Orange County including an acquaintance of mine, Tom Malcolm of Jones, Day. In addition, the City has engaged Andrew Guilford. Mr. Guilford has wasted no time weighing in: "'[I]f the team changed its name to "the Angels formerly of Anaheim," or "the Angels from Bush-League Anaheim," everyone would view the renaming as a breach because it clearly would violate the intent of the contract.'" (Orange County Register, "Angels on the Docket, February 17, 2005; emphasis added.)
Endorsing the City's position, the Register editorial further referenced a "recent declaration from Tony Tavares, who negotiated the deal on behalf of former owner Disney." (Id.) According to the declaration, "The city negotiator made clear on several occasions during the initial phase of the negotiations that having the team named 'Anaheim' so as to identify the team with the city was a threshold issue for the city negotiator; I and other Disney representatives all agreed from the early stages that this would be done." (Id.)
Mr. Guilford asserts that "the phrase 'include the name Anaheim therein' was written to give Disney - owner of the Mighty Ducks of Anaheim - certain latitude in naming the team. But no one could have reasonably expected an owner to come along and have two city names on the same team. 'Do you think we spent $20 million to be second fiddle to L.A.?'" (Id.) These are compelling points if intent of the parties is the touchstone of the analysis. As we explored with some quotations to the Scalia Dissents book, not all legal scholars agree that intent governs.
Returning to the editorial, it further reads: "An important principle is at stake here: That one should honor the terms of a contract. When new Angels owner Arte Moreno changed the name of the baseball team from the Anaheim Angels to the Los Angeles Angels of Anaheim, he violated the obvious intent of the stadium lease contract then-team owner Disney and the city signed in 1996." (Id.; emphases added.) This conclusion, of course, begs the crucial question: what are the terms of the contract, as they are to be interpreted by the court.
Can it be doubted that the rules of interpretation are crucial, whether they are used to intepret legal texts or biblical ones?