Connecticut Co. v. Division 425 of Amalgamated Ass'n of St., Elec. Ry. and Motor Coach Emp. of America

• Decision Date: 29 July 1960
• Citation: 164 A.2d 413,147 Conn. 608
• Court: Connecticut Supreme Court
• Parties: CONNECTICUT COMPANY v. DIVISION 425, et al., OF the AMALGAMATED ASSOCIATION OF STREET, ELECTRIC RAILWAY AND MOTOR COACH EMPLOYEES OF AMERICA et al. Supreme Court of Errors of Connecticut

Page 413

164 A.2d 413

147 Conn. 608

CONNECTICUT COMPANY v. DIVISION 425, et al., OF the AMALGAMATED ASSOCIATION OF

STREET, ELECTRIC RAILWAY AND MOTOR COACH EMPLOYEES

OF AMERICA et al.

Supreme Court of Errors of Connecticut.

July 29, 1960.

Norman Zolot, Hamden, for appellants (defendants).

John L. Collins, Hartford, with whom, on the brief, was Thomas J. O'Sullivan, New Haven, for appellee (plaintiff).

Before BALDWIN, C. J., KING, MELLITZ and SHEA, JJ., and DEVLIN, Superior Court Judge.

BALDWIN, Chief Justice.

The plaintiff, the Connecticut Company, brought this action in the Superior Court by writ dated May 12, 1959, against local unions of its employees. These unions are divisions of the Amalgamated Association of Street, Electric Railway and Motor Coach Employees of America, A.F.L.-C.I.O. The plaintiff seeks a declaratory judgment that an agreement of October 26, 1955, between it and the defendants was terminated as of September 30, 1958, and is no longer in effect. See General Statutes, § 52-29; Practice Book, §§ 276-280. The plaintiff also sought a temporary and a permanent injunction restraining the defendants from bringing or prosecuting any action in any court to compel the specific performance of the agreement for any period of time beyond September 30, 1958. A temporary injunction issued on June 11, 1959. On July 31, 1959, the plaintiff amended its complaint by adding a second count in which it again sought a temporary and a permanent injunction against any court action by the defendants to compel arbitration concerning any basic wage scales or working conditions under the contract. On September 28, 1959, the defendants answered and counterclaimed, seeking a declaratory judgment that the plaintiff was obligated to arbitrate the terms of a new collective bargaining agreement, an order that the plaintiff proceed to arbitration, and an order that the injunction be dissolved. On October 7, 1959, the defendants amended their answer and alleged that a controversy existed between them and the plaintiff which constituted a labor dispute under General Statutes, § 31-112(c) and that the Superior Court did not have jurisdiction to issue an injunction by reason of General Statutes, § 31-113. The answer also alleged that the plaintiff had an adequate remedy at law. The trial court rendered judgment declaring that the agreement between the parties was terminated as of September 30, 1958, and that the plaintiff was not under any obligation by virtue of that agreement to arbitrate basic wage scales and working conditions, and permanently enjoining the defendants from bringing any action to compel specific performance of the agreement. The defendants have appealed.

The plaintiff is a motorbus carrier operating, under a franchise from this state, in and between Hartford, Meriden, New Haven, Stamford, Middletown and Norwich. It serves an area with a population of approximately one million people and carries annually about fifty-five million passengers. Its gross annual revenue from operations in this state exceeds $1,000,000 annually. It operates busses for exclusive charter service outside the state, but its revenue from this source is less than $50,000 a year. The defendants represent, for the purpose of collective bargaining through a state conference board, 1100 employees of the plaintiff who are paid by the hour. The plaintiff has recognized the defendants as the sole bargaining agencies for its employees in the classifications of drivers and mechanics. During the past fifty years, the plaintiff and representatives of its employees have bargained collectively concerning wages, hours and other terms and conditions of employment, originally through a committee of the employees and, since 1939, through the defendants. Uniform contracts covering all divisions represented by the defendants have been negotiated for the employees. These contracts took the form of memoranda of agreement before 1939 and formal agreements thereafter. Each agreement dealt with basic wages and working conditions for its term and constituted the entire agreement between the parties for the employees covered. There have been twelve such agreements from 1939 to 1958. During this period rates of pay and working conditions have been fixed five times in arbitration proceedings under an agreement.

The agreement concerned in the present litigation was made on October 26, 1955. It provided that the rates of pay and working conditions contained in an agreement dated May 3, 1950, should be continued for a period of thirty-six months beginning October 1, 1955, and ending September 30, 1958, except as modified by the agreement of October 26, 1955. The two agreements, together with a supplemental agreement which was executed on November 1, 1957, and modified the cost of living escalator clause in the 1955 agreement, constitute the last contract of the parties. Parenthetically, it is if some importance to note the composition of these documents. The agreement of May 3, 1950, contains three parts. Part one deals with rates of wages and 'working conditions' for operators; part two, with rates of wages and 'working conditions' for hourly rated shop and garage employees; part three, with general provisions relating to bus operators and hourly rated shop and garage employees. The agreement of October 26, 1955, similarly contains a part one, a part two and a part three, each dealing with the items covered in the corresponding part of the 1950 agreement. The sections decisive of the present controversy, §§ 92(c) and 96, are included in part three of the 1950 agreement. Section 96, as amended, is repeated in part three of the 1955 agreement, while § 92(c) remained in force without change during the period of the 1955 agreement. The determination of the instant case revolves around the proper interpretation of these two sections.

Section 96 provides as follows: 'This Agreement shall remain in effect until and including September 30, 1958 [in the 1950 agreement, September 30, 1951], and unless terminated by written notice given by either party to this Agreement to the other party at least sixty (60) days prior to said date shall continue in effect from and after said date until terminated by such notice given by either party to the other.' Section 92(c) reads as follows: 'Should written notice terminating either the basic wage scales, or any of these Working Conditions, or both, be given in accordance with Section 96 hereof, then any difference or differences concerning the basic wage scales or these Working Conditions, or both, as the case may be, shall be submitted to arbitration as provided in paragraph (e) of this section, unless an adjustment be made by negotiations between the parties.' Subsection (e) of § 92 provides that the company will choose one arbitrator and the employees another, and, if agreement upon a third cannot be reached, he is to be chosen by alternately striking one name from a list of nine submitted by the Federal Mediation and Conciliation Service or the American Arbitration Association. Prior to the 1955 agreement, it was necessary for the parties to reach agreement upon the third arbitrator, who was to act as chairman.

On July 24, 1958, the plaintiff gave to the defendants timely notice of a resolution of its directors authorizing its director of labor relations and its general manager 'to prepare a new contract for the negotiating committee of * * * [the defendant unions] for the period beginning October 1, 1958,' and authorizing its proper officers to notify the unions 'that the present contract dated October 26, 1955, and as amended is to be terminated and all of its provisions cancelled at midnight September 30, 1958.' The notice stated that: 'In accordance with these resolutions, we hereby cancel said agreement and terminate all of its provisions as of September 30, 1958. We have prepared a proposed new contract which we will submit at our first negotiation meeting.' Prior to July 24, 1958, the defendants had given written notice of their desire to 'change the agreement.' In a letter under the date of August 5, 1958, they acknowledged receipt of a letter from the plaintiff dated July 28, 1958, setting August 25, 1958, as 'the date and time to commence negotiations.' In the letter of August 5, they set out, in detail, the 'contract changes' which they desired to have made in part one (operators), part two (repair and maintenance employees), and part three of the existing contract. There was also included a 'self-administered, trusteed, funded and actuarially sound Old-Age Retirement and Disability Plan * * * for all employees.' The parties held their first meeting on August 26, 1958, to negotiate the rates of pay and working conditions in a new agreement to take effect October 1, 1958. The plaintiff presented its proposal, using the general form of the May 3, 1950, contract. The proposal omitted any provision for arbitration. The defendants submitted their proposals, which included the arbitration clause, § 92(c), as before. Negotiations continued through September, 1958, the plaintiff insisting that the arbitration clause be omitted and the defendants, that it be included.

On September 30, 1958, the defendants requested in writing that the unresolved issues between the parties 'be submitted to arbitration in accordance with section 92 of our agreement,' appointed David Zimring as their arbitrator, and requested the plaintiff to appoint its arbitrator. On October 3, 1958, the plaintiff notified the defendants that J. J. Gaherin would act as its arbitrator and that Gaherin would call Zimring. These two began negotiations in an attempt at amicable settlement, but they were unable to resolve the issues, the plaintiff insisting that the arbitration clause be eliminated in favor of mediation or some form of voluntary arbitration, and the defendants urging that arbitration be included. The parties were also at...