Authority v. Pacific Bell Telephone Co

• Decision Date: 15 June 2006
• Docket Number: No. B181175.,B181175.
• Citation: 44 Cal.Rptr.3d 556,140 Cal.App.4th 658
• Court: California Court of Appeals Court of Appeals
• Parties: PASADENA METRO BLUE LINE CONSTRUCTION AUTHORITY, Plaintiff and Appellant, v. PACIFIC BELL TELEPHONE COMPANY et al., Defendants and Respondents.

44 Cal.Rptr.3d 556

140 Cal.App.4th 658

PASADENA METRO BLUE LINE CONSTRUCTION AUTHORITY, Plaintiff and Appellant, v. PACIFIC BELL TELEPHONE COMPANY et al., Defendants and Respondents.

No. B181175.

Court of Appeal, Second District, Division 8.

June 15, 2006.

Richards, Watson & Gerson, Mitchell E. Abbott, Los Angeles, and Sonali S. Jandial for Plaintiff and Appellant.

Douglas Ditonto and Richard D. Arko, Rosemead; Randall R. Morrow; Manatt, Phelps & Phillips, and Michael M. Berger, Los Angeles, for Defendants and Respondents.

RUBIN, J.

Plaintiff Pasadena Metro Blue Line Construction Authority (the Authority) appeals from the summary judgment entered for defendants Southern California Edison Co. (Edison), Southern California Gas Co. (SCG), and Pacific Bell Telephone Co. (PacBell), which determined that those companies did not have to reimburse the Authority for the cost of relocating their utility lines as part of the Authority's construction of a light rail public transit line. We affirm.

ISSUE PRESENTED

The Los Angeles County Metropolitan Transportation Authority (MTA) operates a light rail public transit system throughout the greater Los Angeles area, comprised of various lines that are designated by color names: Red Line, Green Line, and Blue Line. MTA was supposed to build an extension of its Blue Line from Los Angeles Union Station to Pasadena.¹ Due to legal and budget problems, the MTA suspended that project. The Legislature then stepped in and created a new entity — the Authority — "for the purpose of awarding and overseeing all design and construction contracts for completion of the project." (Pub. Util.Code, § 132405; see §§ 132400-132450.)²

Under state law, when utility lines must be moved as part of an MTA public transit project, the MTA "shall, by prior agreement," reimburse the utility for those relocation expenses. (§ 30631, subd. (b).) The MTA had entered such agreements with various utility companies in connection with building other segments of its light rail commuter train system. Edison, SCG, and PacBell (the utility companies) all had utilities in the project's path that had to be moved during construction of the Gold Line. After the Authority stepped in to finish the project, it originally budgeted funds to pay the utility companies' relocation costs, but eventually notified them that it would pay those costs under protest, and seek to recover them later. According to the Authority, because section 30631 is, by its terms, applicable to the MTA, and because the Authority is a separate entity, that statute does not apply to it. The Authority sued the utility companies to recover those costs, and later brought a summary judgment motion. That motion was denied on the ground that section 30631 applied even though the Authority was completing the project. On appeal, the Authority contends the trial court erred. We conclude that the trial court was correct.³

FACTS AND PROCEDURAL HISTORY

We begin with an overview of the transfer of power from the MTA to the Authority. The Legislature gave the Authority a broad grant of powers, including, but not limited to, all powers necessary to plan, develop, own, and build the Gold Line. (§ 132410, subd. (a).) Among these were the power to accept grants, fees, and allocations from the state, local agencies, and private entities (§ 132410, subd.(a)(1)), and the power to relocate utilities as necessary for the project. (§ 132140, subd. (a)(5).) The MTA was required to enter into an agreement with the Authority to hold in trust with the Authority "all real and personal property, and any other assets accumulated in the planning, design, and construction of the project . . . ." (§ 132425.) The MTA was required to transfer to the Authority the unencumbered balance of all local funds programmed for completion of the Gold Line and the Authority was eligible to receive state funds for the project. (§ 132430, subds.(a), (b).) The Authority was required to enter a memorandum of understanding with the MTA to address the MTA's ability to review any significant changes in the project's scope. (§ 132435.) Upon completion of the project, the Authority would dissolve and the MTA would assume responsibility for operating the Gold Line. (§ 132450.)

Pursuant to these provisions, the Authority and the MTA entered into two agreements: a Master Cooperative Agreement (master agreement), and a Governmental Purpose Property Trust Agreement (trust agreement). The master agreement included a project schedule for the Authority that listed "Third Party Agreement — Utility Relocations" among the project tasks to be completed by the Authority. One section required the Authority to prepare various development contracts, including cooperative agreements with "utilities and the MTA. . . ." The trust agreement noted that the Legislature required "that funds from the funding program be used to pay all costs and expenses related to the completion of the Project." Therefore, all assets, and real and personal property of the MTA would be held in trust by the Authority for the MTA, and the Authority was required to hold all project funds in the name of the trust. The trust agreement also required the Authority to comply with all laws applicable to the project.

In an application to the Public Utilities Commission (PUC), the Authority said that, pursuant to sections 132425 and 132430, the MTA had transferred to the Authority "all real and personal property, and other assets, as well as the unencumbered balance of all local funds accumulated for completion of the project." In another PUC application, the Authority said that the "cost of construction and maintenance of the project, until acceptance of the project by [the MTA] shall be borne by the authority in accordance with the [master agreement]. After that time, the project would be operated by the MTA."

When the MTA built its earlier rail lines, it entered cooperative agreements with various utility companies, under which the MTA agreed to pay the costs of utility relocation. When the Authority took over, its budget included money for the same expenses. Later, however, the Authority told the utility companies that it was exempt from section 30631, and relocated their utilities at its expense under protest, promising to seek recovery of those costs at a later time. It is undisputed that the Authority paid $153,224.96 to SCG, $132,599.47 to Edison, and $380,024.83 to PacBell for the cost of utility relocation. The Authority also claimed to have spent another $521,780.78 to have a third party relocate other PacBell facilities.

The Authority sued the utility companies for reimbursement of those costs, contending that the utility companies were obligated to pay them under both sections 6297 and 7901, and the common law. The complaint also included a claim for unjust enrichment, two common counts, and a cause of action for declaratory relief. The Authority then brought separate, but nearly identical, summary judgment motions against each utility. They responded with separate oppositions, but only PacBell's raised section 30631 as a defense. The trial court found that section 30631 applied because the Authority was acting on the MTA's behalf. Judgment for the utility companies was then entered.

STANDARD OF REVIEW

Summary judgment is granted when a moving party establishes the right to the entry of judgment as a matter of law. (Code Civ. Proc., § 437c, subd. (c).) In reviewing an order granting summary judgment, we must assume the role of the trial court and redetermine the merits of the motion. In doing so, we must strictly scrutinize the moving party's papers. The declarations of the party opposing summary judgment, however, are liberally construed to determine the existence of triable issues of fact. All doubts as to whether any material, triable issues of fact exist are to be resolved in favor of the party opposing summary judgment. While the appellate court must review a summary judgment motion by the same standards as the trial court, it must independently determine as a matter of law the construction and effect of the facts presented. (Barber v. Marina Sailing, Inc. (1995) 36 Cal.App.4th 558, 562, 42 Cal.Rptr.2d 697.)

A plaintiff moving for summary judgment meets its burden of showing that there is no defense to a cause of action if that party has proved each element of the cause of action entitling that party to judgment on that cause of action. (Code Civ. Proc., § 437c, subds. (p)(1).) If the plaintiff does so, the burden shifts to the defendant to show that a triable issue of fact exists as to that cause of action or defense. In doing so, the defendant cannot rely on the mere allegations or denial of its pleadings, "but, instead, shall set forth the specific facts showing that a triable issue of material fact exists . . . ." (Code Civ. Proc., § 437c, subd. (p)(1).) A triable issue of material fact exists "if, and only if, the evidence would allow a reasonable trier of fact to find the underlying fact in favor of the party opposing the motion in accordance with the applicable standard of proof. [Fn. omitted.]" (Aguilar v. Atlantic Richfield Co. (2001) 25 Cal.4th 826, 850, 107 Cal.Rptr.2d 841, 24 P.3d 493.)

Because we interpret a statute based on undisputed facts, we are not bound by the trial court's interpretation of the statute, and instead decide the correct interpretation as a matter of law. (Travelers Indemnity Co. v. Maryland Casualty Co. (1996) 41 Cal.App.4th 1538, 1543, 49 Cal.Rptr.2d 271.) "The fundamental rule of statutory construction is to ascertain the intent of the Legislature in order to effectuate the purpose of the law. In doing so, we first look to the words of the statute and try to give effect to the usual, ordinary import of the language, at the same time not rendering any language mere surplusage. The words must be construed in context and in light of the nature and obvious purpose of the statute where they ...