Priority Waste Serv. v. Santek Envtl., LLC

• Decision Date: 28 June 2021
• Docket Number: No. E2020-01073-COA-R3-CV,E2020-01073-COA-R3-CV
• Parties: PRIORITY WASTE SERVICE, INC., ET AL. v. SANTEK ENVIRONMENTAL, LLC, ET AL.
• Court: Tennessee Court of Appeals

PRIORITY WASTE SERVICE, INC., ET AL. v. SANTEK ENVIRONMENTAL, LLC, ET AL.

No. E2020-01073-COA-R3-CV

COURT OF APPEALS OF TENNESSEE AT KNOXVILLE

April 20, 2021 Session

June 28, 2021

Appeal from the Circuit Court for Bradley County

No. V-19-420

Lawrence Howard Puckett, Judge

The plaintiffs in this action are operators of businesses that collect and transport municipal solid waste. The plaintiffs filed suit against the defendants, a company that operates a landfill and the county that is a partial owner of the landfill, alleging violations of certain statutes regulating solid waste disposal and landfill operations. Upon a motion to dismiss filed by the defendants, the trial court dismissed the plaintiffs' claims based upon, inter alia, the plaintiffs' lack of standing and the court's determination that the statutes did not create a private right of action. The plaintiffs have appealed. Discerning no reversible error, we affirm the trial court's dismissal of the plaintiffs' claims.

Tenn. R. App. P. 3 Appeal as of Right; Judgment of the Circuit Court Affirmed; Case Remanded

THOMAS R. FRIERSON, II, J., delivered the opinion of the court, in which D. MICHAEL SWINEY, C.J., and KRISTI M. DAVIS, J., joined.

Hoyt O. Samples, Chattanooga, Tennessee, for the appellants, Priority Waste Service, Inc., and Steve Fraker d/b/a Industrial Refuse Service.

John W. Dawson, IV, and Brooke E. Howlett, Nashville, Tennessee, and Crystal R. Freiberg, Cleveland, Tennessee, for the appellees, Santek Environmental, LLC, and Bradley County, Tennessee.

OPINION

I. Factual and Procedural Background

On August 7, 2019, the plaintiffs, Priority Waste Service, Inc. ("Priority"), and Steve Fraker d/b/a/ Industrial Refuse Service (collectively, "Plaintiffs"), filed a complaint in the Bradley County Circuit Court ("trial court") against the defendants, Santek Environmental, LLC ("Santek"), and Bradley County, Tennessee ("the County") (collectively, "Defendants"). Plaintiffs alleged that they were each in the business of collecting and transporting municipal solid waste and that Santek operated a competing solid waste collection business. Plaintiffs additionally alleged that Santek operated the Bradley County Sanitary Landfill ("the Landfill") on behalf of the County, by virtue of agreements between the County and Santek or its predecessor dating back to 1999.

In their complaint, Plaintiffs averred that on July 1, 2015, Priority had entered into an agreement with Santek's predecessor, providing for the disposal of Priority's collected solid waste at the Landfill. Plaintiffs further averred that Santek had breached that agreement by charging rates in excess of those agreed upon by the parties. Plaintiffs also asserted in their complaint that the Landfill was being operated in a manner that violated Tennessee Code Annotated § 68-211-874, known as the "Landfill Statute," and § 68-211-835, known as the "Tipping Fee Statute." In addition, Plaintiffs alleged that Santek had engaged in deceptive business practices in violation of the Tennessee Consumer Protection Act ("TCPA") by charging itself artificially low tipping fees. Plaintiffs sought a temporary injunction in addition to an award of compensatory damages, treble damages, and attorney's fees.

On September 6, 2019, the County filed an answer. Although the County acknowledged its partial ownership of the Landfill, it denied any wrongdoing or liability while asserting various affirmative defenses. Santek subsequently filed a motion to dismiss the complaint, pursuant to Tennessee Rule of Civil Procedure 12.02(6), asserting that Plaintiffs had failed to state a claim upon which relief could be granted. Santek also filed a motion for a protective order, wherein Santek sought a stay of discovery until its motion to dismiss could be addressed. On October 8, 2019, the trial court entered an agreed order staying discovery.

On October 15, 2019, Plaintiffs filed a notice of voluntary dismissal, pursuant to Tennessee Rule of Civil Procedure 41.01, concerning the TCPA claims contained in their complaint. Plaintiffs concomitantly filed a brief in opposition to Santek's motion to dismiss. Santek subsequently filed an amended motion to dismiss on October 17, 2019, and a second amended motion to dismiss on October 31, 2019. In its second amended motion to dismiss, Santek averred that (1) Priority's breach of contract claims should be dismissed because Priority had failed to show that it incurred any damages, (2) Plaintiffs' claims under Tennessee Code Annotated §§ 68-211-835 and -874 should be dismissedbecause such statutes did not provide for a private right of action and because Santek was neither a county nor an agent of a county, and (3) Plaintiffs' claims under Tennessee Code Annotated §§ 68-211-835 and -874 should be dismissed because Plaintiffs lacked standing. On January 6, 2020, the trial court entered an order directing the parties to further brief certain issues.

Following the filing of briefs by the parties, Plaintiffs filed a motion on February 10, 2020, seeking to amend their complaint. Plaintiffs sought to add a claim for declaratory relief as well as claims that the agreements between Santek and the County violated Tennessee Code Annotated § 5-19-103(4) because such agreements had not been properly approved by the County's legislative body. Plaintiffs further sought to add claims that Defendants' actions had violated both the Commerce and Equal Protection Clauses of the United States Constitution. Although Defendants opposed such amendments, the trial court granted Plaintiffs permission to amend their complaint by order entered on April 6, 2020.

On May 28, 2020, Defendants filed a motion to dismiss Plaintiffs' amended complaint. In addition to the previously asserted bases for dismissal, Defendants also averred that Plaintiffs had no standing to seek declaratory relief and that the agreement between the County and Santek was valid because it was approved by the County and its Sanitation Board. Defendants also contended that Plaintiffs' constitutional claims had no basis.

Defendants concomitantly filed certain documents with the trial court, including various resolutions adopted by the Bradley County Commission and a Solid Waste Needs Assessment prepared for the County in 2013. Plaintiffs filed a responsive brief opposing dismissal of their claims, arguing that the trial court should treat the motion to dismiss as a motion for summary judgment due to the filing of documents outside the pleadings.

The trial court entered an order on July 28, 2020, granting Defendants' motion and dismissing all of Plaintiffs' claims pursuant to Tennessee Rule of Civil Procedure 12.02(6). The court determined in pertinent part:

1. Plaintiffs' claims against the County and Santek seeking declaratory and/or injunctive relief under the provisions of the Solid Waste Disposal Act, codified at Tennessee Code Annotated § 68-211-101, et seq., "fail[ed] to state claims upon which relief can be granted because the Act creates no private right of action."

2. Plaintiffs lacked standing to bring their claims against the County and Santek under the Solid Waste Disposal Act.3. Plaintiffs lacked standing to bring a cause of action for declaratory and/or injunctive relief arising from the contracts between the County and Santek because "the answer and pleadings show [such contracts] to have been duly authorized by the County in accord with the Solid Waste Disposal Act."

4. Plaintiffs lacked standing to bring a cause of action for declaratory and/or injunctive relief arising from the contracts between the County and Santek because Plaintiffs were not parties to those contracts.

5. The actions and contracts between the County and Santek challenged by Plaintiffs' complaint "fall within the broad powers granted to [the County] by the Solid Waste Disposal Act, Tenn. CodeAnn. § 68-211-835 (f) and by the provisions of Tenn. CodeAnn. § 5-19-103 and 5-19-107."

6. Tennessee Code Annotated §§ 68-211-835 and 68-211-874 did not apply to the contracts between the County and Santek because the County is not the operator of the landfill, does not charge "tipping fees," and receives no money for which it is required to account under the above sections, and Santek is a private entity not subject to those provisions.

7. "The allegation that the contracts between Bradley County and Santek favor Santek over Plaintiffs does not state a cause of action under the Commerce Clause and/or the Equal Protection Clause of the Fourteenth Amendment upon which relief may be granted."

8. Priority "has failed to state a claim of breach of contract upon which relief can be granted against Santek because the complaint fails to allege sufficient facts." Santek has not refused to perform the contract. The allegation that Santek charges Priority a greater tipping fee than it charges itself does not state a claim upon which declaratory and/or injunctive relief can be granted nor does it state a breach of contract claim upon which relief can be granted to Priority.

Plaintiffs timely appealed.

II. Issues Presented

Plaintiffs present the following issues for our review, which we have restated slightly:

1. Whether the trial court erred by considering matters outside the pleadings when ruling on Defendants' motion to dismiss.

2. Whether the trial court erred by failing to apply the Tipping Fee Statute and the Landfill Statute to Defendants' activities.

Defendants present the following additional issue:

3. Whether the trial court correctly held that Plaintiffs lacked standing to assert their claims based upon the Solid Waste Disposal Act or contracts between the County and Santek.

III. Standard of Review

As our Supreme Court has explained with regard to motions seeking dismissal of a complaint pursuant to Tennessee Rule of Civil Procedure 12.02(6):

A Rule 12.02(6) motion challenges only the legal sufficiency of the complaint, not the strength of the plaintiff's proof or evidence. The resolution of a 12.02(

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