442 F.3d 101 (2nd Cir. 2006), 04-3292, New Windsor Volunteer Ambulance Corps, Inc. v. Meyers

Docket Nº:04-3292, 04-3534.
Citation:442 F.3d 101
Party Name:NEW WINDSOR VOLUNTEER AMBULANCE CORPS, Inc., Plaintiff-Appellee-Cross-Appellant, v. George J. MEYERS, Supervisor, Town of New Windsor, sued in his individual capacity, and Town of New Windsor, Defendants-Appellants-Cross-Appellees.
Case Date:March 22, 2006
Court:United States Courts of Appeals, Court of Appeals for the Second Circuit

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442 F.3d 101 (2nd Cir. 2006)

NEW WINDSOR VOLUNTEER AMBULANCE CORPS, Inc., Plaintiff-Appellee-Cross-Appellant,


George J. MEYERS, Supervisor, Town of New Windsor, sued in his individual capacity, and Town of New Windsor, Defendants-Appellants-Cross-Appellees.

Nos. 04-3292, 04-3534.

United States Court of Appeals, Second Circuit.

March 22, 2006

Argued: May 23, 2005.

Appeal by defendants from a judgment of the United States District Court for the Southern District of New York, Charles L. Brieant, Judge, awarding plaintiff (a) the return of property seized from it in violation of due process, (b) $56,571.44 in attorneys' fees and costs pursuant to 42 U.S.C. § 1988, and (c) $33,150 in liquidated contract damages. Cross-appeal by plaintiff from a postjudgment order denying its motion for a jury trial on the issue of punitive damages.

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Stephen Bergstein, Chester, New York (Thornton, Bergstein & Ullrich, Chester, New York, on the brief), for Plaintiff-Appellee-Cross-Appellant.

Richard B. Golden, Goshen, New York (Burke, Miele & Golden, Goshen, New York, on the brief), for Defendants-Appellants-Cross-Appellees.

Before: OAKES, KEARSE, and POOLER, Circuit Judges.

KEARSE, Circuit Judge.

Defendants Town of New Windsor (the "Town") and George J. Meyers, the Town Superintendent, appeal from a judgment entered in the United States District Court for the Southern District of New York following a bench trial before Charles L. Brieant, Judge, (A) ruling that defendants had seized ambulances and other property owned by plaintiff New Windsor Volunteer Ambulance Corps, Inc. (the "Ambulance Corps" or the "Corps"), in violation of the Corps's right to due process, and ordering defendants to release that property to the Corps; (B) ordering the Town to pay plaintiff attorneys' fees and costs pursuant to 42 U.S.C. § 1988 in the amount of $56,571.44; and (C) ordering the Town and Meyers as Superintendent to pay plaintiff $33,150 as liquidated contract damages with respect to services prior to a proper termination of the Town's relationship with the Corps. On appeal, defendants contend principally that the district court erred in finding that the Ambulance Corps had a property interest in the ambulances and other detained items, in holding defendants liable for contract damages, and in calculating those damages.

The Ambulance Corps cross-appeals from a postjudgment order of the district court denying its motion for a jury trial with respect to the complaint's request for punitive damages against Meyers in his individual capacity. The district court denied the motion on grounds of lack of jurisdiction, waiver, and lack of merit.

For the reasons that follow, we affirm so much of the judgment as ruled that defendants violated the right of the Ambulance Corps to due process and awarded it equitable relief and attorneys' fees in connection with the due process claim. We vacate so much of the judgment as awarded the Corps contract damages; we vacate the posttrial order denying the Corps's motion for a jury trial on its claim for punitive damages; and we remand for further proceedings on the contract issues and the claim for punitive damages.


The present dispute arises out of the February 10, 2004 termination of an arrangement by the Town for ambulance services. The Town is located in Orange County, New York. At all pertinent times

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from January 1, 1994, Meyers was Town Supervisor, the Town's highest ranking official, and was chairman of its governing body, the Town Board. The Ambulance Corps is a New York not-for-profit corporation organized to, inter alia, "acquire and own ambulances and apparatus for use by the corporation in the voluntary aid and assistance of persons in case of sickness, accident and distress." (Corps Certificate of Incorporation, filed August 22, 1957.)

Many of the events prior to February 2004 are not in dispute and are set forth below as found by the district court in its Findings of Fact and Conclusions of Law dated April 20, 2004 ("District Court April 20 Opinion"), following a bench trial.

A. The Past Relationship Between the Town and the Ambulance Corps

incorporated in 1957, the Ambulance Corps was initially funded through contributions from members of the community; with those funds, it purchased an ambulance and began providing volunteer ambulance services to the Town. Beginning in 1971, the Corps entered into a series of contracts with the Town, in which the Corps agreed to provide, when needed within Town limits, volunteer services of the type customarily provided by a volunteer ambulance corps in New York; the Town agreed to pay the Corps $4,000 for 1971, $3,500 for 1972, and $4,000 for 1974. The contract covering calendar year 1974 also stated that the Town "ha[d] purchased an ambulance suitable for general[]ambulance service which is to be utilized by the [Corps] for the purpose of providing the general ambulance services herein agreed." (Agreement between Town and Ambulance Corps dated March 17, 1974 ("1974 Agreement"), at 1, fourth paragraph.) The Corps agreed to "furnish general ambulance service" within the Town and "to provide trained and experienced personnel to operate and maintain an ambulance to be provided to the [Corps] by the [Town]" (id., second paragraph), and it agreed to purchase collision insurance for that ambulance, as well as liability insurance, thereby "indemnifying the [Town] against liability for the negligent operation of such ambulance and the negligent use of other equipment or supplies" (id., fifth paragraph). The 1974 Agreement further provided that

[t]he [Corps] shall have sole discretion as to the manning and operation of said ambulance and equipment and in making all other judgments and decisions relating thereto, it being the intent and understanding of the parties hereto that the [Corps] is an independent contractor and not an employee or agent of the Town of New Windsor.

(Id., seventh paragraph.)

The last written contract between the Town and the Ambulance Corps was entered into in 1985. In it, the parties "reaffirm[ed] the agreements dated March 31, 1976 and October 21, 1981 except as modified []in" the 1985 Agreement. (Agreement between Town and Ambulance Corps dated January 9, 1985 ("1985 Agreement"), at 1, ¶ 2) The 1976 and 1981 agreements referred to, however, were not presented to the district court as "[t]hese two agreements could not be found." District Court April 20 Opinion at 4 n.2. The 1985 Agreement, covering the calendar year 1985, provided that "[t]he CORPS agrees to continue to provide competent ambulance service and personnel that it has always provided to the TOWN" (1985 Agreement at 1, ¶ 2). That agreement stated that "due to the increased cost of operating the ambulance service within the TOWN, an increase in the amount of consideration is warranted" (id. at 1, third "WHEREAS" clause) and provided that the Town was to pay the Corps $10,500 for the year 1985

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(see id. ¶ 3). The Town also agreed to provide all gasoline required for the operation of the ambulance vehicles until further order of the Town Board. (See id. at 1-2, ¶ 4.)

In August 1990, the Town established the New Windsor Ambulance District (the "Ambulance District" or "District"), drawn to exclude an international airport within the Town. The penultimate "WHEREAS" clause of the Town Board's order creating the Ambulance District stated that "said District [was] to be established only to provide ambulance service within the District through a contract with the New Windsor Volunteer Ambulance Corps[], Inc." In the Matter of the Proposed Establishment of the New Windsor Ambulance District in the Town of New Windsor, in the County of Orange, New York at 3 (Final Order Establishing the District, Aug. 9, 1990.)

As noted above, the last written agreement between the Town and the Ambulance Corps covered calendar year 1985. Thereafter, the Ambulance Corps continued to provide services to the Town (after 1990, to the Ambulance District), and the Town continued to pay the Ambulance Corps--without written contracts. To request payment, the Corps submitted a detailed budget request to the Town each year; the Town reviewed the requests and approved payments to the Corps. By 2001, the annual payments had risen to $211,400, and that was the amount the Town paid the Corps in 2003.

Out of the payments it received from the Town, the Ambulance Corps purchased the vehicles, equipment, and supplies it needed to provide ambulance service to the District. The Ambulance Corps held title to the vehicles, and it purchased the necessary insurance coverage. As of early 2004, the Corps had four such ambulances and four other vehicles. At that time, those eight vehicles, along with an ambulance that had been funded by a 1994 Town bond issue and to which the Town held title, were housed in a building owned by the Town (the "Town Garage").

B. The Termination of the Relationship

For the year 2004, the approved Town budget provided that the Ambulance Corps was to be paid $221,000. On February 10, 2004, however, the Town locked the Ambulance Corps out of the Town Garage and sent the Corps a letter terminating the relationship between the Corps and the Town. The letter stated, in pertinent part, as follows:

The Town of New Windsor hereby notifies you of its determination to terminate immediately the services of the New Windsor Volunteer Ambulance Corps. The safety and health of this municipality are jeopardized by certain aspects of NWVAC's inability or failure to perform requisite emergency services.

While the Town recognizes...

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