Northeast Neb. Pub. Power Dist. v. Nebraska Pub. Power Dist.
24 Neb. Ct. App. 837
| Neb. Ct. App. | 2017Background
- Northeast Nebraska Public Power District (Northeast), formerly a member of NEG&T, withdrew from the cooperative and entered a direct Wholesale Power Contract (WPC) with Nebraska Public Power District (NPPD) effective January 1, 2015.
- The WPC contained a “limit and reduction” provision allowing a customer, with prior written notice, to reduce purchases from NPPD according to a formula; parties agreed maximum cumulative reduction was 90% and initial 30% reduction for 2018 was permitted.
- Northeast sought declaratory relief and equitable/promissory estoppel relief after a dispute over whether the contract permitted successive 30% annual reductions (the 30/30/30 method) or instead only allowed 30% then 10% thereafter (a 30/10/10 interpretation).
- NPPD moved to dismiss for lack of subject-matter jurisdiction (ripeness) and to compel an unredacted third‑party contract (BREC); the district court denied dismissal and denied the motion to compel the unredacted document.
- The district court granted summary judgment to Northeast, interpreting the WPC as permitting the 30/30/30 reduction method and found the contract unambiguous; it did not reach promissory estoppel.
- NPPD appealed; the Nebraska Court of Appeals affirmed the district court on jurisdiction, discovery discretion, contract interpretation, and summary judgment, deeming estoppel issues moot.
Issues
| Issue | Plaintiff's Argument (Northeast) | Defendant's Argument (NPPD) | Held |
|---|---|---|---|
| Ripeness / subject-matter jurisdiction for declaratory relief | Case is fit: contract and facts are settled; delay would cause significant operational and financial harm | Claim is premature—Northeast sought interpretation of a contract not yet in effect when suit was filed | Court: Claim ripe—facts and notices in place; legal question fit for review; denial of dismissal affirmed |
| Motion to compel production of unredacted BREC contract | Redacted disclosure was sufficient; disclosure of competitor contract would cause harm | Needed unredacted contract to test Northeast’s claimed cost savings and rebut damages/benefit assertions | Court: District court did not abuse discretion; redacted contract provided sufficient information; denial of motion affirmed |
| Contract interpretation: permitted reduction schedule | WPC permits cumulative annual 30% reductions up to 90% (30/30/30); no “ending date of a previous reduction” triggers subsection limiting later reductions | Contract limits subsequent reductions to 10% per year after initial reduction (30/10/10), based on reading of subsection (ii) | Court: Contract unambiguous when read reasonably; no “ending date” exists for continuing reductions; 30/30/30 interpretation adopted; summary judgment for Northeast affirmed |
| Equitable / promissory estoppel | Alternative claim preserved; promissory estoppel could support relief if contract claim failed | Equitable estoppel cannot create a cause of action—only a defense | Court: Moot—the contract ruling resolved the dispute, so estoppel issue not reached on merits |
Key Cases Cited
- Labenz v. Labenz, 291 Neb. 455 (contract construction is a question of law reviewed de novo)
- Pittman v. Western Engineering Co., 283 Neb. 913 (summary judgment standard and appellate review guidance)
- City of Omaha v. City of Elkhorn, 276 Neb. 70 (ripeness framework adoption from federal precedent)
- Nebraska Public Power Dist. v. MidAmerican Energy, 234 F.3d 1032 (8th Cir.) (ripeness test: fitness and significant harm; declaratory relief allowed prior to triggering event)
- Facilities Cost Mgmt. Group v. Otoe County Sch. Dist., 291 Neb. 642 (meaning and ambiguity of contract are questions of law)
- Kasel v. Union Pacific R.R. Co., 291 Neb. 226 (definition of contractual ambiguity)
- Roskop Dairy v. GEA Farm Tech., 292 Neb. 148 (appellate review of discovery rulings is for abuse of discretion)