County of Benton v. H&W Environmental Services and Waste Managment Inc. of Tennessee ( 1998 )


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  •                   IN THE COURT OF APPEALS OF TENNESSEE
    AT JACKSON
    COUNTY OF BENTON,                )
    )
    FILED
    Plaintiff/Appellant,  ) Benton Chancery No. 8828
    )                           December 2, 1998
    VS.                              ) Appeal No. 02A01-9802-CH-00040
    )                           Cecil Crowson, Jr.
    Appellate C ourt Clerk
    H & W ENVIRONMENTAL SERVICES, )
    and WASTE MANAGEMENT, INC. OF )
    TENNESSEE,                       )
    )
    Defendants/Appellees. )
    APPEAL FROM THE CHANCERY COURT OF BENTON COUNTY
    AT CAMDEN, TENNESSEE
    THE HONORABLE WALTON WEST, CHANCELLOR
    FRANK M. FLY
    Murfreesboro, Tennessee
    Attorney for Appellant
    EDWIN E. WALLIS, JR.
    MOSS, BENTON & WALLIS, PLLC
    Jackson, Tennessee
    Attorney for Appellee H & W Environmental Services, Inc.
    JOHN E. QUINN
    MANIER & HEROD
    Nashville, Tennessee
    Attorney for Appellee Waste Management, Inc.
    AFFIRMED
    ALAN E. HIGHERS, J.
    CONCUR:
    DAVID R. FARMER, J.
    HOLLY KIRBY LILLARD, J.
    Benton County appeals the trial court’s order granting summary judgment to H & W
    Environmental Services, Inc. (H&W) and Waste Management, Inc. of Tennessee (Waste
    Management) and denying summary judgment to Benton County. For the reasons stated
    hereafter, we affirm the trial court’s grant of summary judgment.
    I. Factual and Procedural History
    H&W is the owner of the West Camden Sanitary Landfill (the Landfill), which is a
    Class I municipal solid waste disposal facility located in Benton County, Tennessee that
    collects municipal solid waste from counties in middle Tennessee and southern Kentucky.
    Waste Management built and operates the Landfill pursuant to a contract with H&W. The
    waste that is disposed of at the Landfill either is hauled directly to the Landfill or is
    transported to Waste Management’s transfer station in Nashville, Tennessee.
    On December 21, 1992, the Benton County Commission voted unanimously to
    approve a contract that had been proposed by H&W titled “Host Fee Agreement.” The
    contract was entered into on December 22, 1992 by Benton County through its county
    executive and by H&W. The Host Fee Agreement essentially is a twenty year contract
    that commenced in August 1993 granting Benton County (along with the cities of Camden
    and Big Sandy pursuant to a later amendment) the right to dispose of “county waste
    material” at the Landfill. Section 2.02 of the contract set the tipping fee to be charged for
    the disposal of county waste material at no charge for up to 75 tons of waste per day
    during the first ten years of the contract period and at $12.00 per ton for up to 75 tons of
    waste per day for years eleven through twenty of the contract period. The tipping fee to be
    charged for the disposal of all county waste material in excess of 75 tons per day during
    the entire contract period was set at H&W’s “gate rate.” Section 2.02 of the contract also
    established that H&W would pay Benton County one dollar for each ton of out-of-county
    waste accepted at the Landfill during years eleven through twenty of the contract period.
    After establishing the tipping fees for county waste material and the one dollar surcharge
    for out-of-county waste in years eleven through twenty, the contract stated:
    2.03 These rates and the $1 per ton host fee to be paid to the
    2
    County during years 11-20 of the Agreement constitute all host
    fees and surcharges which shall be levied or assessed by the
    County or any solid waste district formed or joined by the
    County against [H&W] or the . . . Landfill as a result of the
    operations of the . . . Landfill in Benton County except as
    otherwise set out herein.
    2.04 These rates include the present surcharge of $.85 per ton
    imposed by the State of Tennessee on the disposal of waste
    in sanitary landfills. In the event this surcharge is increased or
    any fee, surcharge, duty, tax, or other charges of any nature is
    imposed by the federal government, any agency thereof, the
    State of Tennessee, any agency thereof, or by any local
    governmental agency which is payable solely by reason of the
    nature of the operations conducted by [H&W] and any other
    sales or service taxes of general application to the operation of
    the . . . Landfill, [H&W] shall be entitled to an automatic
    increase in the County Waste Material Tipping Fee. Such fee,
    surcharge, duty, tax or other charge shall immediately be
    passed through to all County Waste Material disposers in the
    form of a Tipping Fee increase . . . .
    ....
    8.02 This Agreement constitutes the entire agreement and
    understanding between the parties hereto, and it shall not be
    considered modified, altered, changed or amended in any
    respect unless in writing and signed by the parties hereto.
    On February 21, 1995, the Benton County Commission enacted Resolution No. 02-
    21-23 (the Resolution), which provides:
    A surcharge shall be imposed on each ton or volume
    equivalent of municipal solid waste received . . . .
    The rate of the surcharge shall be set . . . and then reviewed
    periodically by the legislative body and adjusted to meet
    expenditures for which it is imposed.
    ....
    Revenue received from the surcharge may only be expended
    for solid waste management purposes or for purposes related
    to off-setting cost impaired. Such revenue shall be segregated
    from the general fund and shall be used only for purposes for
    which they were collected.
    Such surcharge shall be collected by the operator of the
    landfill prior to authorizing the disposal of the solid waste at the
    landfill. Such surcharge shall be collected by such operator
    from the disposer of the solid waste, and shall be remitted to
    the county clerk as provided in this resolution.
    Thereafter, on April 18, 1995, representatives from both H&W and Waste Management
    sent letters to the Benton County Executive, notifying him that they viewed the resolution
    as being unlawful and in violation of the Host Fee Agreement and that they did not intend
    to comply with the Resolution’s requirement that the Landfill collect the specified
    surcharge.
    3
    Benton County filed a complaint seeking a declaratory judgment resolving the
    validity and enforceability of the Resolution. Subsequently, H&W and Waste Management
    moved for summary judgment, initially asserting that the Resolution violates the Host Fee
    Agreement, and later asserting that the Resolution does not conform to the statutory
    language that authorizes the imposition of surcharges. Thereafter, Benton County also
    moved for summary judgment, initially asserting that Tennessee Code Annotated section
    68-211-835(e) authorized Benton County to impose the surcharge set forth in the
    Resolution and that such a surcharge did not violate the terms of the Host Fee Agreement.
    (R. at 58-64.) Benton County also later asserted that Tennessee Code Annotated sections
    68-211-835(f) and/or (g) authorized Benton County to impose the surcharge set forth in the
    Resolution. The trial court thereafter found, “the Resolution does not comply with statutory
    requirements authorizing a surcharge [and] the Resolution is deemed unenforceable.”
    Therefore, it granted H&W’s and Waste Management’s motion for summary judgment and
    denied Benton County’s motion for summary judgment.             Benton County thereafter
    appealed the trial court’s disposition of the summary judgment motions.
    On appeal, we are presented with the following specific issues that relate to the
    propriety of the trial court’s disposition of the summary judgment motions:
    1. Whether, pursuant to subsection (e), (f), or (g) of Tennessee Code Annotated section
    68-211-835, Benton County is authorized to impose the surcharge as set forth in the
    Resolution.
    2. Whether imposition of the surcharge that is set forth in the Resolution would violate
    the terms of the Host Fee Agreement.
    As the trial court’s decision rested solely on questions of law, our review is de novo with
    no presumption of correctness for the trial court's findings. City of Tullahoma v. Bedford
    County, 
    938 S.W.2d 408
    , 412 (Tenn. 1997); Union Carbide Corp. v. Huddleston, 
    854 S.W.2d 87
    , 91 (Tenn.1993).
    II. Whether the Resolution is Authorized by §§ 68-211-835(e), (f), or (g)
    4
    Tennessee Code Annotated title 68, chapter 211, part 8, which is referred to as the
    Solid Waste Management Act of 1991, expressly regulates, among other things, the
    imposition, collection, and use of fees and surcharges by the state and local governments
    in relation to municipal solid waste. It also limits the use of proceeds collected by local
    governments. As the first issue presented to us requires us to determine whether the
    Resolution is authorized by section 68-211-835, we must adhere to principles of statutory
    construction.
    “The most basic principle of statutory construction is to
    ascertain and give effect to the legislative intent without unduly
    restricting or expanding a statute’s coverage beyond its
    intended scope.” Owens v. State, 
    908 S.W.2d 923
    , 926 (Tenn.
    1995); State v. Sliger, 
    846 S.W.2d 262
    , 263 (Tenn. 1993).
    “When the words of a statute are plain and unambiguous, the
    assumption is ‘that the legislature intended what it wrote and
    meant what it said.’ The pertinent language must be [applied]
    ‘without any forced or subtle construction extending its import.’”
    McClain v. Henry I. Siegel Co., 
    834 S.W.2d 295
    , 296 (Tenn.
    1992).
    Worley v. Weigels, Inc., 
    919 S.W.2d 589
    , 593 (Tenn. 1996).
    We begin our analysis with subsection (e) of section 68-211-835, which provides:
    In order to encourage regional use of solid waste disposal
    facilities or incinerators, a county that is host to a solid waste
    disposal facility or incinerator used by other counties in the
    same region formed pursuant to this part may impose a
    surcharge on municipal solid waste received at any such solid
    waste disposal facility or incinerator by resolution of its county
    legislative bodies in the region. The surcharge shall be
    imposed on each ton or volume equivalent of municipal solid
    waste so received. The revenue received by a county from the
    surcharge authorized by this subsection shall be expended for
    solid waste management purposes, or for purposes related to
    offsetting costs incurred and other impacts resulting from the
    county being host to the solid waste disposal facility or
    incinerator. If any municipality in the host county incurs costs
    as a result of such a municipal solid waste facility or
    incinerator, then the county shall appropriate funds derived
    from the surcharge revenue to the municipality which shall be
    used by the municipality to offset such costs.
    Tenn. Code Ann. § 68-211-835(e) (Supp. 1998) (emphasis added). Based upon the
    emphasized text quoted above, we find section 68-211-835(e) to be inapplicable to Benton
    County. The plain and unambiguous language of subsection (e) limits the subsection’s
    scope and application to counties that host a solid waste disposal facility which is used by
    other counties in the same municipal solid waste region formed pursuant to Tennessee
    5
    Code Annotated title 68, chapter 211, part 8. Stated otherwise, the subsection applies only
    to multi-county solid waste regions, and not to single county waste regions, which may also
    be formed pursuant to section 68-211-813(a)(1). In the case sub judice, no counties other
    than Benton County exist within the same municipal solid waste region. Therefore, the
    Landfill is not “used by other counties in the same region” and subsection (e) does not
    authorize the surcharge set forth in the Resolution. See City of Tullahoma v. Bedford
    County, 
    938 S.W.2d 408
    , 413 n.4 (Tenn. 1997).
    Having resolved whether subsection (e) provides any authorization for the
    Resolution, we next turn our attention to subsection (f) of section 68-211-835, which
    provides, in part:
    In addition to any fee authorized by title 5, and to any tipping
    fee imposed by any local government under this section, a
    county, municipality or solid waste authority is authorized to
    impose . . . [a] surcharge on each ton of municipal waste
    received at a solid waste disposal facility or incinerator for
    expenditure for solid waste collection or disposal purposes
    consistent with this part . . . .
    Tenn. Code Ann. § 68-211-835(f)(1)(A) (emphasis added). While the surcharge authorized
    under subsection (f) is restricted to use “for expenditure for solid waste collection or
    disposal purposes,” Benton County’s Resolution establishes that the revenue received
    from its surcharge is to be “expended for solid waste management purposes or for
    purposes related to off-setting cost impaired [sic].” Initially, we note that it appears that the
    language set forth in the Resolution was drafted partially to mirror the language of
    subsection (e), which allows expenditure for “solid waste management purposes, or for
    purposes related to offsetting costs incurred and other impacts resulting from the county
    being host to the solid waste disposal facility.” However, because subsection (e) does not
    authorize the Resolution’s surcharge, we must determine whether the Resolution’s
    language (“waste management purposes, or for purposes related to off-setting cost
    impaired”) comports with subsection (f)’s express limitation requiring the proceeds to be
    used “for solid waste collection or disposal purposes.”
    We find that, while collection and disposal activities are undoubtedly types of solid
    6
    waste management activities, the provision “waste management purposes, or for purposes
    related to off-setting cost impaired” is broader in scope than “collection or disposal
    purposes.”1 This conclusion is based, in part, upon the legislature’s use of this differing
    terminology in subsections (e) and (f). “In construing a statute the Court must give effect
    to every word, phrase, clause, and sentence . . . to achieve the legislature’s intent.” State
    v. Odum, 
    928 S.W.2d 18
    , 29 (Tenn. 1996). Courts should presume that “the legislature
    used each word in a statute purposely and the use of these words conveyed some intent
    and had a meaning and purpose.” Tidwell v. Servomation-Willoughby Co., 
    483 S.W.2d 98
    ,
    100 (Tenn. 1972).                   Courts must further “construe a statute so that no part will be
    inoperative, superfluous, void, or insignificant . . . and further . . . give effect to every word,
    phrase, clause and sentence” of a statute. General Care Corp. V. Olsen, 
    707 S.W.2d 642
    ,
    646 (Tenn. 1986). Though we find it unnecessary in this case to judicially define “collection
    or disposal purposes,” as used in subsection (f), we presume that the differing terms used
    in subsection (e) and the additional language (which is reflected and used in the
    Resolution), had independent meaning and purpose and was not superfluous or
    insignificant. We therefore conclude that the Resolution, which reflects subsection (e)’s
    terminology, does not comport with subsection (f)’s express limitation requiring the
    proceeds to be used “for solid waste collection or disposal purposes.” Accordingly,
    subsection (f) does not authorize the Resolution, as written. However, assuming the
    imposition of the Resolution’s surcharge does not otherwise violate the Host Fee
    Agreement, which we address below, we note that the trial court correctly observed that
    Benton County could simply enact a new resolution where the revenue would be used “for
    solid waste collection or disposal purposes.”
    Lastly, we turn our attention to subsection (g) of section 68-211-835, which provides,
    1. T    h o u g h       t h e        t er m    s    “ m      a n a g e m           e n t ”      a n d     “    c o ll e c t io n       o r
    d i sp o s a l”     a r e       n o t    ex pr essly          d efin ed        w     ith in      title    6 8 ,          ch a pt er
    2 1 1 ,           p a r t         8 ,         per tin en t          sta te     r e g u la t i o n s           d efin e      “ s o l id
    w   a s t e   d is p o s a l”            a s       “ t h e     p r oce ss      of         p la c in g ,           c o n f i n in g ,
    c o m   p a c t in g        o r      c o v e r in g      s o li d    w    a st e        e x ce p t   w    h e n      su ch         s o li d
    w   a s t e       is        f o r         r eu s e,             r e m     o v a l,              r e c la m     a t io n ,              o r
    s a lv a g e . ”                T    en n .        C   o m     p .       R .        &       R eg s.          1 2 0 0 - 1 -
    7 - . 0 1              ( 1 9 9 7 ) .
    7
    in part:
    In addition to any power authorized by title 5, a county,
    municipality or solid waste authority is authorized to impose
    and collect a solid waste disposal fee. Funds generated from
    such fees may only be used to establish and maintain solid
    waste collection and disposal services, including, but not
    limited to, convenience centers. . . . . The amount of the fee
    shall bear a reasonable relationship to the cost of providing the
    solid waste disposal services.
    Tenn. Code Ann. § 68-211-835(g) (emphasis added). We find that subsection (g) does not
    authorize the imposition of a surcharge on services provided by a private entity. Both the
    fees and the surcharges established by section 68-211-835 are “fees” in the sense that
    they are imposed for the purpose of either “regulating a specific activity or defraying the
    cost of providing a service or benefit to the party paying the fee.” See City of Tullahoma
    v. Bedford County, 
    938 S.W.2d 408
    , 412 (Tenn. 1997). However, the two terms, as used
    in section 68-211-835, have differing meanings when read in context with other plain and
    unambiguous language set forth in the statute.          As used in the statute, the term
    “surcharge” pertains to instances where either the county or a private entity is providing the
    service upon which the fee is based, whereas the term “fee” pertains to charges imposed
    that are at least partly intended to defray the county’s own direct costs from providing the
    service or benefit upon which the fee is based. For example, subsection (a)’s authorization
    to impose a tipping fee only applies if the county owns the waste disposal facility and is
    providing the services upon which the fee is based. City of 
    Tullahoma, 938 S.W.2d at 413
    n.4. Likewise, subsection (g)’s authorization to impose a solid waste disposal fee only
    applies for the county “to establish and maintain solid waste collection and disposal
    services.” In fact, subsection (g) further requires, “[t]he amount of the fee shall bear a
    reasonable relationship to the cost of providing the solid waste disposal services.”
    Therefore, because subsection (g) clearly contemplates a fee based on services provided
    by a county and not for services provided by a private entity, and because Benton County’s
    Resolution promulgates a “fee” for services provided by H&W and Waste Management,
    subsection (g) does not authorize the surcharge set forth in the Resolution.
    In summary, we find that Tennessee Code Annotated section 69-211-835 does not
    authorize the surcharge set forth in Benton County’s Resolution, as it is written. Therefore,
    8
    the trial court properly granted H&W’s and Waste Management’s motion for summary
    judgment and properly denied Benton County’s motion for summary judgment on this
    basis.
    III. Whether the Resolution violates the Host Fee Agreement
    Our state Constitution establishes "[t]hat no retrospective law, or law impairing the
    obligations of contracts, shall be made." Tenn. Const. art. I § 20. “Retrospective laws are
    laws that ‘take away or impair vested rights acquired under existing laws or create a new
    obligation, impose a new duty, or attach a new disability in respect of transactions or
    considerations already passed.’" Owens v. Truckstops of America, 
    915 S.W.2d 420
    (Tenn.
    1996) (quoting Morris v. Gross, 
    572 S.W.2d 902
    , 907 (Tenn.1978)). Furthermore, the Solid
    Waste Management Act of 1991, upon which Benton County asserts authorizes the
    Resolution, expressly states, “[a] region or solid waste authority may not impair the
    obligations of contracts entered into before the date of approval of the region’s plan in
    violation of the Tennessee Constitution, article I, § 20.” Tenn. Code Ann. § 68-211-
    815(b)(4) (1996). In this case, the Host Fee Agreement was entered into before the date
    of approval of Benton County’s waste region plan. Therefore, because H&W’s contractual
    rights under the Host Fee Agreement were already vested, the Resolution is invalid if it
    violates H&W’s rights or Benton County’s obligations under the Host Fee agreement.
    As set forth earlier, section 2.02 of the Host Fee Agreement established tipping fee
    rates for the disposal of county waste material and established a one dollar surcharge for
    each ton of out-of-county waste accepted at the Landfill during years eleven through twenty
    of the contract period. Section 2.03 thereafter established that the rates and surcharge set
    forth in section 2.02 “constitute all host fees and surcharges which shall be levied or
    assessed by [Benton] County or any solid waste district formed or joined by [Benton]
    County against [H&W] or the . . . Landfill as a result of the operations of the . . . Landfill in
    Benton County except as otherwise set out herein.” The Resolution, however, sets forth
    an additional surcharge for disposing of each ton of municipal solid waste. H&W and
    9
    Waste Management assert that the Resolution violates section 2.03 of the Host Fee
    Agreement because it is being levied against H&W. In the trial court, Benton County
    argued that the surcharge, as set forth in the Resolution, is not levied or assessed against
    H&W or the Landfill, but is, instead, levied and assessed only against “the disposer of the
    solid waste” because it is to be collected by Waste Management from the disposer of the
    solid waste.2
    While it is true that summary judgment is generally proper when the basic material
    facts are not in dispute, summary judgment is not proper where different conclusions or
    inferences could be drawn from those basic facts. Byrd v. Hall, 
    847 S.W.2d 208
    , 211, 212
    (Tenn. 1993); Blue Diamond Coal Co. V. Holland-America Ins. Co., 
    671 S.W.2d 829
    , 834
    (Tenn. 1984); Prescott v. Adams, 
    627 S.W.2d 134
    , 138-39 (Tenn. App. 1981). If there is
    any doubt as to the conclusions to be drawn from a material fact, the motion must be
    denied because all justifiable inferences are to be drawn in the nonmovant’s favor. 
    Byrd, 847 S.W.2d at 211
    , 212. Moreover, while plain and unambiguous terms of a written
    contract are construed as a matter of law, a trier of fact may be called upon to resolve the
    intent of the parties with respect to terms that are not plain and unambiguous. Forde v.
    Fisk Univ., 
    661 S.W.2d 883
    , 886 (Tenn. App. 1983).
    It would be reasonable to conclude that a surcharge collected by Waste
    Management from the disposer of solid waste does not violate the Host Fee Agreement
    by concluding that such a surcharge is, at least in form, imposed against the disposer and
    is not imposed against H&W or the Landfill. However, a reasonable fact-finder could also
    conclude that such a surcharge is imposed against the disposer and H&W because such
    a surcharge would not simply affect the disposer, but would impose a cost on H&W ’s
    business, regardless of whether the surcharge was collected from the disposer of waste
    separate from the Landfill’s tipping fees or was subsequently collected from the Landfill’s
    revenues. If the surcharge was collected from the disposer of waste such that it was
    2. Benton County further argued that section 2.04 of the Host Fee Agreement authorized the imposition of
    additional surcharges, though we find no support for this contention based upon the plain and unambiguous
    language of section 2.04.
    10
    accounted for separate from the Landfill’s tipping fees, the surcharge would initially
    increase the total cost imposed upon disposers of waste (the consumers of services),
    which would create an indirect cost to the Landfill by affecting the total quantity of services
    provided by the Landfill or prices (aside from the surcharge) that the Landfill could charge
    for disposal of out-of-county waste material or county waste material in excess of 75 tons
    per day. Therefore, we find that the provision “levied . . . against [H&W] or the . . . Landfill”
    is not plain and unambiguous and that, absent undisputed proof regarding the intent of the
    parties as to this provision, the trier of fact must be called upon to determine such intent.
    Accordingly, summary judgment for either party on this ground would not have been
    proper. As such, this issue provides further grounds to affirm the trial court’s denial of
    summary judgment to Benton County, though it does not provide a separate ground to
    support the trial court’s grant of summary judgment to H&W and Waste Management.
    IV. Conclusion
    Based upon the foregoing, we affirm the trial court’s disposition of the parties’
    summary judgment motions. Costs of this appeal are taxed to Benton County, for which
    execution may issue if necessary.
    HIGHERS, J.
    11
    CONCUR:
    FARMER, J.
    LILLARD, J.
    12