*1
hereby
is
reversed and the case is remanded
dissents in and reserves the to file concurring dissenting opinion(s). and/or No. 34745. DAVIS, J., concurring, part, in Supreme Appeals Court of dissenting, part: in Virginia. majority’s .1 concur decision to Oct. 2009. Submitted rulings reverse the circuit regarding court’s validity policy of the State’s Decided of insurance Nov. 2009. in this case and to remand this matter to whether, fact, policy
determine in said com-
plies statutory signature with the require-
ments in set- forth W. Va.Code 33-12-11 2003). (Repl. Vol.
However, I dissent separately and write my objections majority’s
reiterate in
terpretation of Endorsement Number 7 in Wrenn v. Department Transportation, Highways, Division
W.Va. and the
application of that decision to the facts judice.
case Although majority sub opin
ion not does resolve the issues related to
Endorsement presented Number 7 in the appeal, opinion
instant alludes this
Court’s recent sug decision in Wrenn and that,
gests policy if the is determined to be
valid and the construction of Endorsement issue, again
Number 7 is placed ques
tion of whether the Highways’s Division of inspect
failure to public highway at issue
herein should be resolved accordance with Majority Op.,
Wrenn. See
n. 687 S.E.2d at disagreed 351 n. 10. I majority’s
with the construction of Endorse
ment Number 7 precluding coverage for inspect Wrenn, and, DOH’s failure to
to the extent this erroneous construction applied
could be to the facts of the ease sub
judice, my objections. I reiterate
Accordingly, concur, I respectfully part, dissent, part. *2 “suppliers” equip-
“dealers” and
of “farm
ment,”
in the Act’s
or do the
as stated
protections of the Act extend to “dealers”
“farm, construction,
“suppliers”
in-
*3
power equipment
or outdoor
or
dustrial
foregoing,”
pro-
of the
combination
Smith,
Stover,
Esquire, Christi R.
Ami M.
“dealer,”
vided in the definition of
found in
Johnson, PLLC, Morgan-
Esquire, Steptoe &
§
the Act at
47-11F-2?
town, WV, for Plaintiff.
Law,
Schader,
Esquire,
Byrd
K.
&
Sandra
By
March
order dated
this Court
PLLC,
WV,
Cоmpanion,
Wheeling,
Mi-W.
accepted
question
the
and docketed
certified
Hanna, Esquire, Squire,
&
chael
Sanders
the matter for resolution. As set forth more
Cleveland, OH,
Dempsey,
for Defendant.
below,
fully
Virginia
find
we
that the West
Equipment
Farm
Dealer Contract Act is not
BENJAMIN, Chief Justice.
scope
application
in
and
limited
its
to “deal-
upon
This case is before the Court
the
“suppliers”
equipmеnt”
and
of “farm
ers”
9, 2009,
February
Order from the United
only,
might mistakenly
by
be inferred
the
States District Court for
Southern Dis
only
reference
to the Act’s
ques
Virginia,
trict of West
which certified a
Rather,
protections
title.
the
of the Act
§
pursuant
Virginia
tion
Code
51-1A-3
“farm,
“suppliers”
extend to “dealers” and
of
(20 05)1
question
. The
certified to this
construction,
power
Court is as follows:
equipment
forego-
or
combination of the
Rеcognizing that Article
of
“dealer,”
ing,”
provided
in the definition of
Virginia
provides
the West
Constitution
Virginia
found in the
atAct West
Code 47-
passed
that
act hereafter
shall em-
“[n]o
(1989),
11F-2
consistent with the actual full
object,
brace more than one
and that shall
title of Act.
the
title,”
expressed
in the
and that an act
procedural background
I. Factual
any object
and
shall be void as to
in it which is
expressed,
acknowledging
not so
and also
proceeding
from
This matter arises
a
in
long-standing precedent
of the Su-
the United States District Court for the
preme
Appeals
Virginia
Court of
of West
Virginia
Northern District of West
instituted
title of an act should be con-
“[t]he
Equipment Company,
L.H. Jones
a West
liberally
comprehensively
strued most
and
(hereinafter
Virginia corporation
referred to
give validity
in
parts
order to
to all
Jones”).
as the “L.H.
L.H. Jones sued
act,”
Syl.
City
Pt.
Brewer
Point
(hereinafter
LLC,
Spreader,
re
Pleasant,
1. West
Code
51—1 A—3
tive of an issue in a
cause in the
pertinent part:
ing
controlling appellate
if
court and
there is no
decision,
Supreme
Appeals
Virgi-
provision
The
Court of
of West
constitutional
or statute of
may
questions
nia
law
answer a
certified to it
this state.
by any
court of the United States or
highest appellate
appel-
court or the intermediate
2. The West
Dealer
late court of
da,
or
another state
tribe of Cana-
Contract Act is codified West
Code
province
territory,
a Canadian
Mexico or a
seq.
§ 47-11F-1 et
state,
may
Mexican
if the answer
be determina-
relationship
plaintiff
Septem-
on
acknowledged in its cer
The district court
early
dispute
ease was at an
2007. Swenson does
that the
order that the
ber
tification
no discov
proceedings
spreaders
and that
this lawsuit are the
stage
Act,
The district
undertaken.
ery
type
had been
covered
stated that
certification order
court’s
thus contends that L.H. Jones’ claims under
certified so that
this Court was
question to
the Act should be dismissed as matter of
prior
could be resolved
question of law
law.
this ease. The
continuing with the rest of
II.
of review
Standard
as stated in the certification
relevant facts3
consistently recognized that
We have
Court,
follows:
are as
order
this
applied by
“‘[a] de novo standard is
this
*4
Swenson,
defendant,
designs and man-
The
addressing
legal
present
court
issues
de-icing
liquid spray
spreaders,
ufactures
by
questions
ed
a certified
from a federal
products.
systems
equipment
and other
and
1,
Syl.
appellate
Light
district or
сourt.’
Pt.
Jones, is a retailer who
plaintiff,
The
L.H.
Co.,
27,
203
506 S.E.2d
v. Allstate Ins.
W.Va.
attachments,
plows,
plow
snow
sells snow
(1998).”
2,
Syllabus point
64
Aikens v. De
parts
equipment.
and
spreaders and related
(2000).
bow,
486,
bidding process, the State of West Dealer Act Contract open purchase or- L.H. Jones two awarded question is At the heart of this certified kinds of Swenson supply ders to it with two 47-11F-1, interpretation et of W. Va.Code spreading or other spreaders capable of salt seq. also known material, which the State use anti-skid would highway and road maintenance. (hereinaftеr Act, to Dealer Contract referred alleges being L.H. Jones that after award- Act), agree applicability and its to the orders, open purchase Septem- on ed these ment between L.H. Jones and Swenson. 10, 2007, Swenson terminated it as an ber provides statutory guidance regard The Act products. of Swenson authorized distributor agreements ing termination of contracts or result, allеgedly unable As a L.H. Jones was farm, con suppliers dealers and between to fulfill its orders from the State West struction, power and outdoor industrial Virginia. requires certain notice equipment. The Act when requirements suppliers from to dealers dispute does not that it sold sup requires terminating agreements,4 their equipment other ice removal spreaders and inventory repurchase dealer when parts pliers that it terminated and to L.H. Jones or (4)The rec- an addresses of counsel of the facts contained in names 3. This Court is bound parties. order. West Vir- unrepresented the district court’s certification ginia ord and (year) (b) Code 51-1A-6 states as follows: agree upon parties a state- If the cannot (a) (1) facts, certifying A certification order must contain: court shall ment оf then the answered; question law be The facts and shall state them determine the relevant (2) showing question, The facts relevant to the part order. of the certification fully controversy of the out of which the nature arose; (1989). W. Va.Code 47-11F-3 4. acknowledging the receiv- A statement ing may question; and court reformulate terminated,5 relationship power the contractual has equipmеnt re- provides exceptions repurchasing to the re suppliers tail dealers and generally; their quirements upon termination of a contract or providing a short title which the article agreement6 provides cited; for civil remedies may providing be known and certain Act, including monetary for breach of the respect definitions of terms used with damages, attorney’s fees and well thereto; costs as requiring certain notices to be interest.7 given by party one to such contracts to the party respect other thereto with Act, purposes For the the word termination of arrange- contractual dealer: ment require- between them and the time firm, any person, partnership, [M]eans as- notice; respect ments with provid- to such sociation, corрoration or other business en- ing exceptions respect for certain tity engaged selling, in the business of at terminations; manner, such form and retail, farm, construction, industrial or out- notifications; content of requiring such power equipment door combination supplier repurchase inventory dealer at foregoing and who maintains a total the time of such termination and the terms inventory repair of new repurchase; of such providing exceptions pai'ts having aggregate an value of not less *5 respect repurchase with require- to such twenty-five than thousand dollars at cur- ments; providing for certain rules with price provides repair rent net and who respect applicability of the uniform equipment. service for such code; providing commercial certain rules 47-llF-2(3) (1989). § W. Va.Code suppli- A respect outstanding warranty with to wholesaler, er is defined as “a manufacturer termination; claims at the time of certain agreement or distributor who enters into an civil against suppliers remedies avail- with a dealer supplies inventory and who to able to such dealers and the amounts of 47-llF-2(6) § such dealer.” W. Va.Code recovery respect brоught to actions (1989). The Act further defines the terms cases; providing applicability such for the “farm”, “construction,” “industrial,” or “out- remedies; of legal certain other pro- tractors, power,” door when used to refer to viding period for a of limitations with re- implements, repair parts, attachments or spect brought pursuant actions having meaning commonly “the used and un- said article. amоng derstood suppliers dealers and sub- ject to § this article.” W. Va.Code 47-11F- added). (emphasis 1989W. Va. Acts 1304 2(b) (1989). Arguments b. the Parties
The Act was codified in 1989 and was passed by Virginia Legislature the West on argues Swenson passed by that the Act as 15, March 1989. The bill went into effect 90 Virginia Legislature the West and codified in days from passage. its As contained in sec- the W. Va. Code should be limited to dealers itself, tion one the short title of the Act is the of farm because of its codified “West Dealer interpret short title. To the Act more broad- § Contract Act.” W. Va.Code 47-11F-1 ly, contends, Swenson would be violative of (1989). bill, however, The actual title to the VI, Article 30 of the West legislative as set forth in the bill that was Constitution. passed, is as follows: VI, Article Section 30 of the West An Act to chapter forty-seven amend states, pеrtinent part: Constitution the code of Virginia, one thousand thirty-one, amended,
nine hundred No passed act hereafter shall embrace adding article, designated thereto a new object, more than one and that shall be eleven-f, article relating expressed to the contractual any object the title. But if construction, relationship farm, between shall be embraced in an act which is not so (1989). 5. W. Va.Code 47-11F-4 7.W. Va.Code 47-11F-8 (1989). 6. W. Va.Code 47-11F-7
575
tive,
only
interpretation
wherefore an
of a statute
void
as to
expressed, the act shall be
word,
thereof,
gives
phrase
which
or clause thereof
not be so ex-
as shall
so much
effect,
revived,
it,
perform,
or
no function to
or makes
no law shall be
pressed, and
word,
amended,
only;
repetition
phrase
but
a merе
of another
or
by reference to its title
amended,
revived,
rejected
being
must be
clause thereof
or the section
the law
unsound,
possible
if it be
large, in the new act.
so
construe
be inserted at
shall
whole,
as make all of
parts
statute as
of the stat-
argues
purpose
that the
7,
operative
Syllabus point
and effective.”
and, that
expressed
in its title
ute must
Watson,
parte
Ex
82
L.H. Jones counters that mandate that the intent of the to the contractual rela- construed to extend acknowledged interpreting when a statute. ‘“ Spreader. tionship it and Swenson object between primary construing “The a stat First, argues Jones that the word “deal- L.H. give ute is to ascertain and effect to the plainly expansively defined as legislature.” Syllabus er” is intent of the Point “engaged in meaning any entity business Compensation Smith v. State Workmen’s retail, farm, selling, Commissioner, at construc- business of 159 219 S.E.2d W.Va. tion, (1975).’ power equipment Syllabus point 361 Anderson foregoing.” (1999).” Wood, combination of the Sec- W.Vа. ond, intent L.H. Jones assets that the Syllabus point Expedited Transportation clearly Virginia Legislature was ex- Vieweg, Systems, Inc. v. 207 W.Va. original (2000). pressed in the Act’s title as con- S.E.2d 110 *6 original passed tained in the bill that If, however, ambiguity in a there..is body, argued by in not the short title as statute, may look the the this Court title of original longer It is this title to Swenson. Legislature Act of the as a means of deter 30, VI, which Article of the Wеst construing In mining legislative intent. an applies, according Virginia Constitution statute, ambiguity in a this Court will exam Finally, L.H. Jones. L.H. Jones submits Legislature ine the title to the Act of the as a statutory of construction that familiar rules intent, ascertaining legislative means of the support the result that the Act extends be- legislation. purpose and the overall yond equipment. dealers of farm Collective- 2, Syl. City Huntington v. Statе Pt. Water of ly, argues expansive for an defini- L.H. Jones Comm’n, 135 W.Va. “supplier” tion of the terms “dealer” and (1951). the Act. under Here, unambiguous ex the clear and c. Discussion Legislature’s in the pression of the intent long-standing This Court’s rules of relates to title of the Act is that this article interpretation begin question of with the farm, relationship between “the contractual being interpreted whether the statute is clear construction, power industrial or outdoor ambiguity. language the and without Where suppliers equipment retail dealers and their ambiguity of a statute clear and without is generally.” supra. Acts 1989 W. Va. plain meaning accepted to be without the is comports the expression This turn interpretation. Syl. resorting to the rules of statute, plain language especially of the the Elder, Pt. State v. 152 W.Va. “supplier” of “dealer” and found definitions (1968). S.E.2d 108 (1989). § at 47-11F-2 The stat W. Va.Code simply concisely as well that ev ute defines “dealer” It is also established association, firm, “any partnership, ery given person, word a statute should entity engaged typical meaning. presumed corporation “It that the or other business is retail, farm, selling at purpose every in the in the business of legislature had a use construction, word, power phrase and clause found a statute ...” 47-11F-2 equipment to be effec- .W. Va.Code and intended the terms so used “farm, construction, (1989). Legisla- or out- Thus we that the ex’s”of industrial conclude passing power equipment any the Act was to' create ture’s intent door combination of dealing for with the contractual foregoing,” pi’ovided a mechanism the in the definition relationships suppliers “dealer,” and dealers between found in the Act at just categories equipment, certain not Code 47-11F-2 consistent with the equipment mentioned in the short farm actual full title of the Act. expansive appli-
title. find that the more We Certified answered. title, cability found in the bill’s actual full applicability than the more restrictive rather KETCHUM Justice dissents and reserves in the to be deter- found dissenting opinion. right to file a question. certified minative to this KETCHUM, J., dissenting: agree do not with Swenson’s con We respectfully majority. I dissent from the that the title of the Act is violative of cerns protections requiring that constitutional Spx’eader is not a farm object expressed clearly act of an spread- dealer’. It is a manufacturer of salt reviewing its title. the actual full title When products ex’s and other used to control ice bill, presented Legislature, it buildup highways. on x’oadsand Neverthe- sufficiently expresses is clear the title less, majority Spread- finds that Swenson Thus, subject matter of the act. er is bound the West Fax’m provisions being concerns about unintended Equipment plainly Dealer Contract Act as apparent, read into this are not because bill W.Va.Code, fact, titled in ch. art. Ilf. In Legisla the title of the Act as viewed Ilf, ch. art. states: “This article shall passed ture when statute was was suffi may be known and be cited as the ‘West impart object. cient to to the reader the Act’s Vii’ginia Equipment Dealer Contract Thus, ” provision the said constitutional is de introductory provision Act.’ Even the found signed legislators upon to ensure that know Legislature, in the 1989Acts of the i’elied on they voting. what are The full actual title of by majority, contemplates the title Fai’m purpose. the bill serves this “by Dealer Conti’act Act which bar, In the case at we conclude that may the article be known and cited.” *7 ambiguity within the statute is not so much Act, The title of the as thus set forth in our between the contents of the statute but be- Code, puts public, business ownei’s and statutory tween the short title of the аct and lawyers i’eseai’ching statutory our indexes on the definitions contained therein. The reli- notice that the Act is about fax’m dealers. upon statutorily ance of Swenson created Consequently, conceptualize it is difficult to misplaced, title of the Act is why person seai’ching through our statuto- agreement actual full title of Act is full ry relating indexes to determine the law compatible provisions with the contained highway spi’eading their salt business would therein. Equip- understand that an Act titled “Fai’m IV. Conclusion apply ment Dealer Conti’act Act” could highway spreader’s. salt
In providing the interest of consistent guidance question to the district on the reasoning majority, Under the presented, law so we reformulate8 and an person researching statutory so our indexes swer the certified as follows: rely plain in the Code cannot on the title of but, instead,
The West Deal- an Act must read each section of scope every er Contract Act is not limited Act in West to be sure he or application complying “suppliers” “dealers” and she is law. equipment” only, might mistakenly Researching applicable “farm law should not be an by only be inferred reference to thе Act’s endurance contest. Nor should individuals Rather, protections expected guess short title. to second the titles of Acts “suppli- Legislature. of the Act extend placed to “dealers” and in the Code questions 8. W. Va.Code 51-1A-4 authorizes this Court to reformulate certified to it. pro- constitutional that our State I contend 30) (Article 6, plainly requires
vision codified expressly purpose
that a statute’s only fair that citizens It is
in its listed title. purpose be informed
and businesses Untoward results in the Act’s title.
an Act Code misleads a title in our State
arise when scope and reach parties about the
interested I that Swen- Act or statute. submit
of an have to read this lawyers will now
son’s indexed as chapter entitled and
State’s entire there is no to be sure
“school law” relating highway salt within
paragraph
spreaders. reached Virginia, under the result
In West required when re- majority, we are to search our in-
searching “horse manure” longer animals.” We can no
dexes for “draft plain title in the State Code
rely on the Legislature.
promulgated
I,therefore, dissent.
687 S.E.2d Virginia, Plaintiff
STATE of West
Below, Appellee MARTIN, Defendant
Michael E.
Below, Appellant.
No. 34709. Appeals
Supreme Court Virginia. Sept.
Submitted 2005. 23, 2009.
Decided Nov.