*1 JUNEAU EDUCATION ASSOCIATION,
Appellant,
CITY AND JUNEAU BOROUGH OF Board of Education Bor City ough of Juneau, Appellees.
No. 2288.
Supreme Court Alaska.
Aug. 29, 1975. Page
Peter Gregg, Fraties, M. Peter- sen Page, Juneau, & appellant. Gross, Faulkner, Banfield, Avrum M. Doogan, Holmes, ap- Juneau, Gross pellees.
OPINION RABINOWITZ, J., and Before C. CON- NOR, FITZGERALD, ERWIN and JJ. CONNOR, Justice. appeal summary judg-
This is an from appellees. Appellant ment favor of recognized bargaining agent collective *2 employed city teachers the and The Board feels the need to review the borough city borough The and negotiations agreement Juneau. which represented in the collective currently in effect since has not been process by its board of education. reviewed since 1966. asSo to make the entire contract negotiable, it is first nec- appellees agreed In 1965 essary that give you formal notice of bargain other, and entered into with each our intention contract, not to renew that agreement recognition an includes which and its amendments as it presently as the collective Therefore, stands. the Educa- parties sub- agent, principles which the Juneau hereby Association is notified that scribe, procedure present the including amend- appears the In section 5 of the ments to it July will not be renewed on language: following (Paragraph V contract). not, course, This notice does affect AND WORKING “SALARIES salary negotiated the scale on which was CONDITIONS three-year basis.” policy statements The schedules impasse developed After this time made a of this part are attached negotiations parties. Appel- between the ment. relief, declaratory appel- lant with sued for This contract shall remain in un- force counterclaiming declaratory relief. lees til July eight at in the o’clock that the con- court ruled morning. It will be renewed automati- unambigious, and that the terms tract were cally period year for a of one from the agreements arrived agreement and the expiration year date each unless one of including year thereafter, at parties shall have the other notified contract, govern- single in essence a ninety days expiration least before the responsibilities rights and ing the date that it accept will not renewal.” contract, the interpreting the parties. In following years negotiat- In bound held court subjects. February ed on all On salary, years as to for three items, parties agreed variety ato retirement, sick dental, medical, major one of following: which was the matters leave, balance but provide “The Board that the base shall negotiation could subject to $11,400 beginning shall be Summary judgment July after year, however this 1973-74 school appellees. awarded was during eliminates on presented issues following following period a three on the appeal: Dental, Major Medical, Salary, items: erred superior court 1. Whether Retirement, Negotia- Leave. Sick docu- interpretation the contract its tions on the above items will resume for ments. Year.” 76-77 School awarding court erred 2. Whether On appellees, through October discovery expenses for certain as costs president education, in- of the board of depositions. appellant by formed letter in as fol- awarding erred the court 3. Whether lows : appellant. against attorney’s fees know, you “As time is ar- riving. notify you This letter I. begin negotiations, the Board is ready Pratt, McBain v. meeting Appellant argues would like to start sets forth your (Alaska P.2d 823 committee October. principles require which reversal of the . . was “[I]f amendatory trial McBain court’s determination. In and supplementary to the agreement, presented may with claimed conflict be said that separation agreement paragraph between marital 24 of later instrument, question a trust execut- trolled of the defendant’s ques- day. resolving plaintiff’s ed same in the event mili- *3 presented tary paragraph, being there the court stated: service. That a specific provision governing parties’ portions repugnant possible, “Wherever rights happening on the of that contin- a contract must harmonized. An controlling is gency, any general over interpretation to given will not be one provision from which defendant annul of a contract which will might have inferred some inconsistent at 828 another.” 514 P.2d [footnote right privilege.” 180P.2d 892-93. omitted]. a con Parties to labor or service Appellant urges that the original dura- agree always free to amend their tract are tional in clause the 1965 Steel v. Works specific ments. Wisconsin Waters durational clause Co., 427 Harvester F.2d Internat’l ment must be read, ap- harmonized. If so denied, 400 U.S. pellant (7th 489 Cir. cert. claims, then long so as (1970). 151 91 effect, remains in a moratorium exists as to But if either v. Cheney And, noted the court as party exercises its power to cancel 86, 89 P.2d Rucker, 2d Utah portion of the agreement, then the entire (1963), agreement, including any specially agreed parties “It fundamental that where upon moratorium, is terminated. existing contract have under persuaded We are not this is the power re- the same to they exactly have right First, result. the McBain case dis- rights as negotiate or waive terms tinguishable in that we were there dealing in the contract they had to make contemporaneous two instruments, not place.” first expressions two of a continuing relation- v. ship Co. widely Construction separated Accord, McDonald Second, time. 68, 485 Wash.App. must look applicable Murray, rules to succes- sive, inconsistent relating to
the same subject matter. Local Engineers Operating In NLRB v. Appellees rely 1963), the on Autry Republic Cir. (9th Pro- F.2d ductions, Inc., problem of 30 Cal.2d 180 P.2d specifically discussed (1947), proposition parties entered contracts inconsistent construing may modify agreement by an existing : times into at different later, partial ly agreement. inconsistent force, “Since both contracts There an made in 1938 was re- preced- as to took question arises quiring Autry Mr. perform acting serv- of these provisions . . ence . general It ices. contained contracts inconsistent two cerning the parties’ rights the event of since the contracts each other and perform interruption ability to serv- parties cov- into the same entered supple- ices. In 1942 the made matter, it well is a subject er same which referred mental contract later of law principle settled interruption of services in the event to an supersedes contract the former making determi- military service. In provisions.” inconsistent [citations war, parties’ rights after nation omitted]. the court stated: the relin order to effectuate works a failure of consideration quishment bargaining right as to the a collective whole. bar provisions of a collective
under Appellees contend that the board “can- language must be agreement, the gaining celled” nothing; rather, it simply failed to Compress Federal clear and unmistakable. renew of a contract which were F.2d 631 NLRB, 398 Co. Warehouse due expire. Furthermore, according to (6th 1968). Cir. appellees, the consideration for the 1973 amendment granting higher salaries was foregoing Applying the specifically a corresponding promise from present apparent forego discussions portion agree to a modification of years, not, suggests, the collective agreement.” “entire Moreover, appel- clause, although it original durational *4 argue, lees even provisions if other agreement, incorporated in 1973 cerning working part conditions were a of , The contract. prior to the 1973 created consideration, over-all other those endorse agreements would be by delineated rather, clause; original reject terms of the they contract under which part of clause incorporated that merely were appellant created. If assumed that master of its reaffirmance those part were of the consid- as amended. eration salary contract, for the it also had clearly pro- The durational clause assume that the were limited salary respect hibited year. duration to one period of three and related benefits for a Our examination wording of the of the years. was in direct con- This regarding salary and relat- original durational clause. flict with the ed benefits promise by appellees reveals a ex- The clear intent of the was to pay higher salaries to the teachers change promise salary of a substantial exchange promise for a by appellant to promise three-year increase for of a forego negotiation on such benefits for moratorium on for increased years. No mention is made of apparent related benefits. It by appellant reliance on the continued exis- appel- from the of the words contract that tence of the remainder of the contract. lant based its acceptance of the of- The members of the association received fer understanding three-year on an higher and will continue to receive salaries moratorium would be nullified if either agreement. as a result of the 1973 The party invoked its under the master bargained promise higher agreement and allowed the remainder of exchange three-year salaries for a mor- expire. the contract to Thus, no atorium. there was failure of We hold that the 1973 amendment re- Assuming the consideration. 1973 amend- mained in force after the letter enforced, party ment is received and reopened negotiations of October bargained exactly will receive what as to the balance of the contract. when it the 1973contract. Appellant points next out that the 1973 agreement related to the 1974—75 school II. was, thus, wholly executory. The superior court awarded executory agreement consideration for that against appellant cost costs the entire was the exchange rep- mutual promises appellees. discovery depositions by taken resented upon as it stood completion Thus, Appellant argues that the determination
urges appellant, superior cancellation of of the of the court that the contract was interfere with the exercise we shall not interpreted its face amounts
to be
except
depositions
not neces-
discretion
cases
ruling
(footnote
at 678
omit-
before
abuse.”
sary to the resolution of the issues
ted).
El-
upon
Relying
Beaulieu
court.
liott,
(Alaska 1967), appellant
ter There- collective agreement] interest. [a contract; conclude, more than a fore, appellees it was it is a generalized not unrea- govern myriad code to court to insist cases which sonable for wholly anticipate.1 the draftsmen sought personally cannot who to benefit those litigation required to alle- through the The Court then went on to observe partially the financial burden viate at least designed such to cover the nothing at- public but employment “whole relationship” and con- clearly by the terms tempt to abide sequently calls into existence “a new com- written mon law—the particular law of common industry”2 parame- find define the contextual this case we In the circumstances ters within which the at- to be in the award no abuse of discretion implemented. fees, error. torney’s and no Affirmed. A collective dif- ordinary fers from an participating. BOOCHEVER, J., not represents a and generalized broad-based attempt at self-government. commercial ERWIN, (concurring). Justice necessity, therefore, Of scope its encom- expressed by the with the view I concur passes array people, poten- vast letter October majority that conflicts, tial contingencies and unforeseen operate terminate 1973, did not as make its ana- conformance with the relations entirety the contractual lytical ordinary mold of contracts difficult 1973 amendment parties, and that the impossible; if not to make the words nego- three-year moratorium imposing a the exclusive source wage related for increased tiations ignore and duties of the is to upon the binding continued to be benefits It may consequently this fact.3 be said had notice after the October bargaining agreement that a collective does the balance of opened negotiations on relationship in not define a consensual however, necessary, feel it contract. I *6 same sense as most It de- do contracts. today our decision my concern that voice fines, rather, the general the contours of interpreted imply questions that to not be relationship anticipates— labor itself and construction arising connection notwithstanding specific con-—a bargaining of collective and enforcement expectation tinuing interaction be always to resolved agreements are there will be some eventual principles simple application through particular par- duties of the analy- proper A ordinary contract law. ties. appreciation an requires issues sis of such Steelworkers, Supreme In United char- and distinctive unique rather following made Court observation: conse- agreements, I of such acter to call attention quently feel constrained A collective find which I general considerations system some an effort erect a industrial today. our self-government. relevant to decision most en- When relationship they do ter into contractual Supreme of the United States Court voluntarily, so in the sense that there position bar- that collective has taken compulsion an- real to deal with one no agreements must be differentiated gaining other, opposed dealing other ordinary In United Steel- contracts. from parties. This true of the labor America v. Warrior & workers Gulf generally agreement. The choice opined Co. it Navigation Livingston, 84 S.Ct. 1347, 1351, U.S. 80 S.Ct. U.S. 898, 905 11 L.Ed.2d (1960) L.Ed.2d at 1416. at 3. 363 U.S. at at L.Ed.2d Id. at Wiley Sons, 1415; Inc. John accord entering refusing light relating or to' enter of the law to it when made,6 relationship, proba- for that in all interpreting into the court must in it be bility pre-exists particularly Rather mindful that it does not lose relationship sight having underpin- is between of the broad contextual by agreed-upon nings support rule of law governed which the instrument. leaving every subject matter developing meaning- our role temporary dependent resolution sole- body ful govern interpreta- of law to ly upon any giv- strength, relative tion and enforcement of collective bar- moment, en contending of the forces. gaining agreements, special we think agreement may The mature labor at- given heed should be to the context in tempt regulate aspects all com- which collective plicated relationship, from the most cru- purpose which cial to most minute over an extended they are intended to serve.7 period compul- of time. Because of the sion to reach and the breadth persuaded In the instant am case I covered, of the matters as well as the history negotiations between the fairly need for a concise and readable setting as well as the at- contextual instrument, product adoption tendant at 1973amend- (the is, document) written in the words supportive ment are of the construction Shulman, compila- of the late Dean “a adopted by majority opinion. Such a provisions: provide tion of diverse some gives logical construction effect to the ob- objective automatically criteria almost purpose vious of the amendment as revealed applicable; provide some less more or by what I find to be a clear bilateral intent specific require standards which reason bargained-for three-year that a moratorium judgment application; wages was to be condition for all oth- problems some do little more than leave period. er for that It more- expres- to future consideration with an explains over what would otherwise be an hope sion good faith.” essentially meaningless and irrational Gaps may by be left to be filled refer- by appellees concession under the circum- practices particular ence to the in- stances; ex- dustry shops and of the various covered cepts negotiated agreement an area of Many specific from normal durational limitations becomes practices which underlie the if self-contradictory construed to be sub- may unknown, except form, hazy ject renegotiation by operation of that negotiators.4 even to the may same durational limitation. It bewell *7 October notice was less paradigm Consistent this it has. drawn, artfully than but it cannot be said recognized been that the old common law that it evinced an intent waive or sur- concepts ordinary private which control appellees’ bargain render the benefit of govern contracts should not a collective voluntarily resubject wages negotia- bargaining agreement since such an expired. tion after only one had As ment is an ordinary contract for the majority observed our decision to- purchase goods and services.5 Conse- day party assures that each quently, receives exact- only should a collective bar- gaining agreement ly bargained be read as whole and what for. Gorp. 580-81, NLRB, 1351, Id.
4.
Mastro
Plastics
S.Ct. at
4 L.Ed.2d
6.
350 U.
349,
(1956).
at 1416.
S.
76 S.Ct.