*1 v. DOWD, JR., P.J. G. Before ROBERT LOUIS, OF ST. HEALTHCARE H. AHRENS and CLIFFORD Defendant/Appellant. SULLIVAN, JJ. B. SHERRI ED 91990. ORDER Appeals, Missouri Court District, Eastern PER CURIAM. Division Four. appeals Epstein ("Epstein") Gary M. grant- the trial court judgment of
from the 28, 2009. April of Marion to dismiss ing the motions Transfer to Rehearing Motion and/or and American ("Thompson") Thompson 2, 2009. Denied June Court Supreme Company Insurance Family Mutual Denied for Transfer Application ("American argues Family"). Epstein 1, 2009. Sept. dismissing negli- his trial court erred dis- against Thompson, genee claim faith, misrepre- fraudulent
missing his bad
sentation, against claims negligence Family.
American
664 *2 Greensfelder, Hormuth,
Kevin Francis Louis, MO, Gale, P.C., St. Hemker & Appellant. *3 Sonnenschein, Morgan Godsy,
Michael Louis, MO, Rosenthal, Re- St. Nath & spondent.
OPINION HOFF, Judge. K. MARY (SSM) ap- Healthcare St. Louis Amended, from the trial court's Cor- peals rected, Judgment Order and and Modified (Amended Judgment) entered in favor of (Stahlhuth) Sally J. Stahlhuth Richard (Irwin), capaci- in their J. Irwin individual Special Trust A ties and as Trustee of Virginia Richard J. Stahlhuth E/B/O Hunter Grantor Retained Income Trust Special and Trustee of Trust Dated 7/25/89 Sally Virginia A J. Irwin of the F/B/O Hunter Grantor Retained Income Trust 7/25/89, (collectively respectively, Dated Plaintiffs) Plain- non-jury after a trial on Dam- Second Amended Petition for tiffs' agreement under an ages seeking parties. between the History Facts and Procedural after a non- appeal Because this arises following we view the relevant jury most to the light facts in the favorable Carron, Murphy v. Judgment. See (Mo. 30, 32 banc S.W.2d developed When land is St. Louis (the County), certain cir- County cumstances, impos- sometimes (TGA) es a Traffic Generation Assessment developer on the to offset some of an in- anticipated costs associated with generated by traffic crease automobile caleu- development. The then (TGA credits) any credits to which lates unusual, developer may public likely be entitled for unique, transaction. The improvements developer has County road allowed the TGA credits to be during or intends to make its devel- made only in connection with any future opment County applies of the land. The development of the Property. Plaintiffs developer's TGA credits toward the were not allowed to apply the TGA credits developer's TGA. The TGA credits are toward the development other prop- directly property being "tied" to the devel- erty. did not place a value on i.e., land, run oped, may the TGA credits at the time it agreed to owner of the transferred one land to issue them to Plaintiffs. *4 land, subsequent owners of the but the later, years Several in October property may
TGA credits for one not be Plaintiffs simultaneously entered into two applied to the TGA for another property. Balen, LLC, contracts with which was a calculating particu- When the TGA for a straw party for SSM. The first contract property, County's Department lar of agreement was a land sale Proper- Public Works uses a trust fund calculation ty. The second contract was a Traffic form, any which documents TGA eredits Generation Assessment Credit apply that are known to to the property (TGA Agreement) Credit under which performed. the time the TGA is The trust agreed to sell their TGA credits typically fund calculation form is complet- Balen, to subsequently LLC. Balen as- developer applies ed when the for a build- signed both contracts to in- SSM. SSM ing permit building permit or before the is tended to develop by the Property con- issued. The generally requires the structing a new hospital and medical office TGA, developer pay to less TGA (the building complex Development). The credits, prior to the issuance of build- Agreement provided, Credit in perti- ing permits. Although County is re- part: nent luctant to issue before it B. property had certain [Plaintiffs] ad- TGA, required has its best estimate of the jacent Property to the taken without partial per- sometimes issues compensation during the relocation of mits, thereby allowing begin some work to Highway State 141 and will [Plaintiffs] paid. before the TGA is If the developer's County] obtain from [the credits project phases, has several the TGA for an [TGA] . as consideration to [Plaintiffs] phase paid individual must be before a such taking. permit phase for that can be issued. TGA, developer pays
When the In pro- C. connection with [SSM's] deposited into a trust fund posed development of Property, managed by the County's director of the may obligated to a traffic [SSM] Department Highways of and Traffic. generation County] assessment to [the 1990s, early the Missouri Depart- respect development to its of the (MODOT) ment Transportation of ... Property may rede- receive [SSM] signed Highway and widened near a County] certain [the [TGA] credits (the ... improvements by for certain made parcel of land Property) owned Plaintiffs. In exchange for Plaintiffs' con- Property adjacent to the or in [SSM] or veyance portion of a of the Property right way adjacent to to the of near or to Highway reasons, MODOT for the 141 project, Property or other County agreed to issue to Plaintiffs TGA against shall be a [SSM's] Credits credit Property. very This ... required TGA. conditions Agreement, to the terms and Subject
D. the terms of this its and Clos- separate there be a sale shall (sic) herein, desires [Plaintiffs] contained notify shall ing [SSM] hereunder. all from [Plaintiffs] purchase that [SSM] two weeks no less than [Plaintiffs] Credits portion [Plaintiffs'] or a desires to the date that prior herein. [SSM] provided por- or a permits for all obtain Property development of tion of its AS- GENERATION 3. TRAFFIC portion [SSM's] all or a No later than two SESSMENTS. or a using portion [Plaintiffs'] all re- submitting prior weeks [SSM] acknowledge that Credits. County], zoning application [the may acquire Oredits [Plaintiffs'] [SSM] written notice provide shall [SSM] amount) in of the portions (regardless [Plaintiffs]. thereof to Closings regardless separate Upon [Plaintiffs'] issuance requested by TGA. If [SSM's] De- County's Highway [the Credits assign shall writing, [Plaintiffs] [SSM] promptly shall de- partment], [Plaintiffs] in those interest [SSM] [Plaintiffs'] *5 notification to the letter of liver [SSM] being acquired by Credits [Plaintiffs'] . of the issuance of Cred- [Plaintiffs'] to an closing pursuant at said [SSM] ... of the proof other written its or such substantially in form at- assignment issuance of such Credits.... [Plaintiffs'] assignment tached hereto TGA and If and when [SSM's] by and de- be executed [Plaintffs] shall determined, are [SSM] Credits [SSM's] (10) days within ten livered to [SSM] notify Representatives shall [Plaintiffs'] delivery request. of said [Plain- after If writing of the amounts thereof. being acquired by [SSM] Credits tiffs] and Property develops [SSM] referred to Closing at each shall be Credits, [SSM's] TGA exceeds [SSM's] herein as the "Transferred Credits." from hereby agrees purchase to [SSM] issued a letter In June [Plaintiffs], to sell agrees and [Plaintiffs] documenting their TGA ered- to Plaintiffs [SSM], dollar [Plaintiffs'] Credits valuing them at Property its for the basis, but the maximum for dollar $1,571,506.16. specifically The letter also Credits [Plaintiffs'] transfer their TGA allowed Plaintiffs to obligated buy be hereun- shall [SSM] Prop- of the purchaser credits to a future der shall not exceed the amount ap- could then erty purchaser so that TGA exceeds Credits. [SSM's] [SSM's] TGA the ply the transferred credits Agreement contemplates This developing accrue when purchaser might if will first use Credits [SSM] [SSM's] In October the sale of Property. any portion and when all or of [SSM's] Property closed. payable. TGA is After all of [SSM's] (if any) fully Credits have been utilized Executive Di- In March Construction, Donald TGA, against any if has Design rector of [SSM's] [SSM] any remaining obligations, met with Coun- Wojtkowski (Wojtkowski), permitting purchase ty employees to discuss [Plaintiffs] shall from [SSM] any TGA portion to determine how all or a Credits as process [Plaintiffs'] subject herein to the terms provided applied be TGA the credits would Agreement. of this Development. on the County might impose Development in to build the to SSM intended required Each time [SSM] "just- or using "lean construction" phases purchase an amount of Cred- [Plaintiffs'] notify SSM did not Plaintiffs of the construction," which meant in-time building would the County imposed and medical office had or that the hospital type were built. This designed they be had some of Plaintiffs' rigid a "pretty mandated of construction TGA credits toward the TGA for the De- timeline," any interfer- construction velopment. SSM did not Plaintiffs schedule, including delays ence with their TGA credits. negatively would process,
the permitting April Plaintiffs discovered that of the affect the cost of their ap- some TGA credits had been Wojtkowski that Plain- County informed plied hospital toward TGA for the with the TGA credits associated tiffs phase Development. Plaintiffs sub- that the in fact existed and Coun- Property sequently demanded from SSM Plaintiffs' TGA credits to ty apply would under the terms TGA Agreement Credit Development when SSM the TGA for the plus accruing interest pay- date hospital obtained due, ment was November the medical office phase and attorneys' fees. SSM refused to construction; thus, there would phase of Plaintiffs and sent a letter claim- Plaintiffs permitting pro- nothing up to hold ing that Credit did month, enact- Later that cess. require purchase not Plaintiffs 22,712, establishing the ed Ordinance TGA credits until SSM's TGA and SSM's TGA for the rate which SSM's TGA credits were determined $3,006.94 per ment would be calculated Meanwhile, however, County. Wojtkowski parking space. *6 the County's Depart- sent Public Works 27, 2006, County is On November acknowledging ment a letter SSM's TGA documenting a Trust Fund Form sued hospital of phase Development for the phase Develop of the hospital TGA for the $704,033.76. totaled ment, according calculated which was in Ordinance No. the method described 2007, In the fall of SSM notified Plain- $704,033.76.1 22,712 The Trust and totaled applying building tiffs that SSM was for indicated that the TGA for the Fund Form permits building for the medical office Development was to hospital phase of Development of the but did not phase to the issuance of paid prior be might Plaintiffs for SSM credits The Trust Fund permits phase. for that permits. obtain the On use to the TGA Form also informed SSM a Fund County issued Trust to previously issued to Plaintiffs documenting the medi- Form the TGA for $704,033.76 $1,571,506.16 and of taled building phase Develop- cal office of the applied Plaintiffs' TGA credits would according to which was calculated Development, for the re toward the TGA the method described in Ordinance No. credit balance of sulting in a TGA 22,712 $702,425.87. The Trust and totaled $867,472.40. SSM had no TGA credits of Fund Form indicated that the TGA for its own as of date. building phase the Devel- medical office of paid prior was to be to the issu- opment applied In December SSM for and building permit phase. ance of the for that for issued the SSM The Trust Fund Form also informed phase of construction. De- hospital of Agree- existing the TGA TGA credit balance spite the terms of Credit $736,702.00 Form, original mi- According Fund the TGA ed from an TGA of to the Trust phase Development $32,668.24 hospital of the result- of "Credit for Previous Use." nus Petition, $867,472.40 applied to the TGA to Plaintiffs' Second Amended would be specifically denying requested that it had due, in a new TGA credit balance resulting application of Plaintiffs' TGA $165,046.53. Credits Development the TGA for the and es- issued March sentially disputing obligations accuracy confirming letter to SSM Agreement. the terms of the TGA Credit in Ordinance No. the TGA rate recorded SSM also asserted several affirmative de- 22,712 hospital the TGA credits for the (1) fenses, alleging that: Plaintiffs failed to building phases office and medical upon a claim which relief could be state Development previously documented in the (2) granted; prema- Plaintiffs' action was Trust Fund Forms. The letter also issued unripe prior ture and because it was filed remaining SSM that informed precedent to the satisfaction of conditions phas- credits would "be available for future ie., recovery, prior the final to their [Development] es of the at this site." determination of the TGA for the 7, 2008, May On Plaintiffs filed their Credits; ment and SSM's TGA Petition,2 alleging Amended Second payment it believed was a had tendered Agree SSM had breached the TGA Credit "good faith estimate" of the amount owed by failing ment for their Plaintiffs utilizing Plaintiffs TGA Credits under TGA credits SSM had to its TGA Agreement; Plain- Credit in relation to the duty good their faith tiffs had breached dealing Agree- and fair under the TGA On the St. Louis by "actively ment one recruiting or more Council) (County Council enacted Ordi- 23,604, employees County] to refuse to thereby [the repealing nance No. accounting issue a final of SSM's TGA amending the section of Ordinance 22,712 that set the rate which the TGA ... obligations [Development]. Development would be calculated morning On the SSM tendered a 22,- leaving but otherwise Ordinance No. $646,033.12 check for 28,604 712 intact. Ordinance No. reduced SSM's use of Plaintiffs' TGA credits. *7 which rate the Devel- accept Plaintiffs refused to in opment would be calculated for construc- against satisfaction of their claims SSM on 1, approved prior January tion to 2009. ground that it a full payment was not 30, 2008, just days prior On few the terms of the Agree- TGA Credit trial, issued two new Trust ment because Plaintiffs believed that the Forms, Fund which recalculated TGA total owed to them was hospital phase for both the and the medical $1,406,459.63 using calculated the rate in building phase Development office of the 22,712. Ordinance No. according to the rate out in reduced set Following par- consent of the 23,604. 23,- Ordinance No. Ordinance No. ties, parties the trial court ordered the $1,668.47 per hospital 604 set the rate at findings submit of fact and conclusions of
parking space per loading and $2730.25 replies law and allowed the to file space. findings to each other's and conclusions. Later, day reviewing
The same the new Trust Fund after parties' findings issued, response replies, Forms were SSM filed its and conclusions and the trial court petition alleging 2. Plaintiffs filed their initial plication building permit for the for the medi- that SSM had breached the TGA Credit phase of the cal office 2007, Agreement prior ap- in June to SSM's
669 Plaintiffs, (1) judgment entered its in favor of flected: principal amount of concluding $58,000.64, that SSM had breached the which was the difference be- TGA Credit two instances tween the total value of Plaintiffs' TGA by failing Plaintiffs for their TGA credits SSM used on November 2006 County applied credits when the ($704,033.76) and the payment SSM had against TGA credits SSM's TGA on No- prior tendered (646,- trial in June 2008 033.12), $98,355.70 plus vember and on prejudgment in- The trial court awarded Plaintiffs a total of amount; (2) terested calculated on that $760,426.51 in principal plus a total of principal $702,425.87, amount of plus $98,355.70 interest, $27,885.20 grand total of in prejudgment interest caleu- $858,782.21. against Costs were assessed amount; (8) costs, lated on that assessed SSM. $2,597.93; (4) fees, attorneys' in the $137,094.00. total amount of subsequently
Plaintiffs filed their Mo- (Motion Judgment tion to Amend SSM thereafter filed its Motion to Va- Amend) Attorneys' and their Motion for cate, Re-Open, Correct Modify the and/or Expenses Fees and In their respective or, Judgment alternative, in the Motion for motions, sought recovery Plaintiffs (Motion Trial), New Trial for New prejudgment previously interest on certain called, heard, submitted, was and denied. principal plus awarded amounts costs and appeal This follows. attorneys' fees. Additional facts will be discussed as nee- hearing After a on the Motion to Amend essary analysis to our of the issues on adduced, in which evidence was the trial appeal. court Judgment entered its Amended find- (1) ing that: SSM's TGA for the Standard Review $704,083.76, in the amount of payable 27, 2006; due and as of November case, In a court-tried we will af firm the trial judgment court's had no unless it is TGA credits of its own on date; (8) the County issued building evidence, not supported by substantial it is permits to delay" SSM "without against evidence, the weight of the or the construction Development based on trial erroneously court declared or existence of Plaintiffs' TGA the law. Alea London Ltd. v. Bono-Sol which the County applied against tysiak Enterprises, 186 S.W.3d 409 TGA; E.D.2006), SSM did not Carron, Plaintiffs for (Mo.App. Murphy v. (Mo. Plaintiffs' TGA credits when the S.W.2d banc We *8 applied those TGA credits toward SSM's view the evidence and inferences there (5) TGA; in light the paid most favorable to the and SSM Plaintiffs the sum $646,033.12 of in June 2008. The trial prevailing party disregard and all evidence court concluded that SSM London, had breached contrary. the Alea 186 S.W.3d the Agreement twice: when it failed at Although 410. we defer to the trial pay Plaintiffs for their TGA credits at findings give court's factual and due re the time the accepted gard those TGA to the court's determination of the credits and applied witnesses, them toward the credibility of when resolving contractual ambiguities, we are faced with calculated on November and on 24, January law, 2008. The trial court question thereaf- of which we review de ter obligated found SSM was Plain- Company novo. Monsanto v. Syngenta $1,026,359.34, tiffs a total which re- Seeds, Inc., 227, 226 S.W.3d 230 (Mo.App. (Mo. determining par the London, at banc 186 S.W.3d E.D.2007); Alea language the intent, look to the courts ties' 409-10. contract, terms their the giving so meaning and and usual Discussion ordinary, plain, rendering to avoid construing the terms appeal. points on two presents SSM Pharma meaningless. TAP terms other interrelated, we are claims Because SSM's Bd. Inc. v. State Products ceutical together. points the address (Mo. 140, 143 banc Pharmacy, 238 S.W.3d the trial claims SSM point, first In its Monsanto, A at 231. 2007); 226 S.W.3d Judg- its Amended entering in erred court a reasonable attributes construction SSM's Motion denying and in ment provisions the contract meaning to all of improperly the court New Trial because provi some that leaves to one preferable Agreement. the TGA Credit construed or sense. Monsan function without sions court disre- "the trial SSM asserts language If the to, at 231. 226 S.W.3d terms of unambiguous the garded in the matter addresses agreement the reached a conclu- and [Credit] TAP, 238 inquiry ends. dispute, intent of with the sion inconsistent not language is If the at S.W.3d parties." clear, however, turns to other the eourt the trial SSM claims point, In its second what the to determine construction tools of Judg- Amended entering its erred in court making agreement. in intent parties' Motion denying SSM's ment determination, making such Id. When Judg- the Amended because New Trial (1) language will consider: the court of the evi- weight against ment was contract; the entire context of within the the trial court argues dence. SSM (2) parties; relationship between demonstrating that evidence ignored (4) contract; subject matter of origi- superseded County nullified construction the practical relied rate, the court on which nal TGA by their acts and the contract placed on decision, Ordi- by repealing reaching its cireum- deeds; external other 22,712 enacting Ordinance nance No. light upon parties' that cast stances TGA eredits 23,604 and that No. Id. intent. by the Coun- until remained intact with the issuance conjunction ty point, first regard to SSM's With "valid" TGA and the TGA credits obligation argues that its essentially rate for the did of Plaintiffs' TGA Credits for the use of a construction interpretation when the TGA not arise law, we questions contract are 27, on November was calculated ment deference novo and without review de because Monsanto, court's construction. the trial was based on those dates TGA calculated 231; v. Rathbun CATO 226 S.W.3d in Or- rate contained "invalid" TGA on an (Mo.App. S.D. 93 S.W.3d Corp., 22,712. argues SSM further dinance *9 the Plaintiffs for obligation pay that its by triggered credits was of their TGA use of con principle "The cardinal calculated Fund Form the Trust in the is to ascertain interpretation tract rate con- TGA the "valid" based on 2008 effect to give and to tention 28,604. dis- We Group, Inc. v. Indus. tained Ordinance that intent." Dunn Creek, agree. 112 S.W.3d Sugar City of employee had been authorized of the TGA Credit to issue plain language obligation provided that SSM's for "the vertical permits construction" TGA credits arose purchase satisfying without SSM first its TGA for any portion all or of SSM's TGA
when Development. the Development payable the became for (Watson), John Watson a en- zoning own TGA if after all of SSM's County, forcement officer for the testified existed, fully applied against been any had responsible caleulating that he was for and there re- the TGA owed SSM County TGA amounts for the and that a balance. mained developers were their required TGA that The evidence at trial established being amounts before building per- issued Development pay- the TGA for the became mits. a developer's Watson testified that applied building per- for able when normally TGA credits were calculated and the calculated and issued mits and before the applied paid TGA was Forms on No- corresponding Trust Fund 27, 2006, developer but a decision January apply and on vember Fund Forms notified SSM of building permits The Trust before its TGA credits hospital the amount of the TGA for were calculated did not excuse the devel- the medical office phase and oper paying its TGA before build- Development, which was re- phase of ing were If a permits developer's issued. quired paid prior to be to the issuance of phases, was to be project completed The Trust Fund Forms building permits. developer required the TGA for SSM of the amount of Plain- also notified particular phase building permit a before a credits, which would be existing tiffs TGA phase. would be issued for that With re- SSM's TGA for the Devel- applied toward gard Development, to the Watson testified opment. Neither of those Trust Fund that individual Trust Fund Forms were credits to SSM. Forms attributed TGA 27, 2006, generated November and on (Earls), Garry County's Earls Chief applied when SSM Officer3, Operating testified hospital phase for the Forms to County used Trust Fund deter building phase, the medical office and that a TGA developer mine whether a owed "payable" SSM's TGA was as of those Earls permit before a could issued. acknowledged dates. Watson he had "in testified that Trust Fund Forms were Forms, prepared the Trust Fund develop almost an invoice to the tended originally the TGA credits is- documented property provided particular er" of to Plaintiffs. Watson also acknowl- sued proof existing of the number of ered- Plain- that the had edged apply against the developer its the could tiffs TGA credits to SSM's acknowledged TGA. While Earls his thereby satisfying SSM's Development, requests from staff had received several in TGA credit resulting TGA and bal- permitting help expedite" SSM "to ance, use toward which SSM could process Development lability incurred from con- future TGA County might partial permits have issued structing additional facilities associated allowing prepare SSM to the foundation grade Property, and to no County's becoming County's Operat- Works and as the director of
3. Before Chief Officer, ing employed as the di- Department Highways Earls was and Traffic. County's Department of rector of the Public *10 First, any the record is devoid of evi- Executive Director Wojtkowski, SSM's Construction, disagree- indicating testified that dence that there was Design and utilizing question regarding a new "lean construc- the SSM was ment or even process "just-in-time construction" validity tion" or of the TGA rate at the time the money. to save SSM Development hospital for the the TGA for the County calculated that SSM antici- Wojtkowski also testified office phase or for the medical for the future construction pated fact, 2007, the In in phase. after in size" and which would "double hospital TGA for the and the medical office TGA. require the use additional would been calculated and building phases had (Stock), presi- the George Stock credits. applied, had been Plaintiffs' TGA credits firm engineering civil dent of a to the Wojtkowski addressed a letter Development, testified that worked on the County referencing hospital phase the pursue[d] the issuance "diligently his firm with- Development acknowledging, in delays credits" because of the [TGA] in disputing, out the TGA rate effect and permits for the Devel- obtaining building County used calculate impacted the construc- opment would Trust Forms issued on November further tion schedule. Stock testified trial, January on 2008. At Wo- on imposed the construction schedule jtkowski admitted that the letter contained part of its "lean construction" itself his calculation of the TGA SSM owed for methods. upon the "TGA hospital phase based that were in that Plain- place" rates plain language Based on TGA were used tiffs to obtain given the evi TGA Credit hospital building permits for that it dence at it can be inferred building phases. medical office parties' intent to enter into a contract by which Plaintiffs would receive consider Second, if a dispute even there had been existing ation for their TGA credits and particu- about the TGA rate in effect on a using SSM would receive the benefit of date, lar evidence established the ex procure Plaintiffs' TGA credits to County expressly required SSM to building permits peditious issuance TGA, through either TGA credits or proceed so that SSM could fund, paying designated into a trust before economically-advantageous "lean with its obtaining building permits for construc- construction" of Conse addition, tion. the evidence indicated reasonably the trial court and cor quently, simply disregard not did obligation to rectly determined that SSM's remaining TGA credits after the issu- purchase Plaintiffs' TGA credits arose on hospi- ance of the January November building phases tal and medical office but remaining included TGA Agree- under the terms of the TGA Credit disagree We also SSM's con ment could be used toward future in tention that the TGA rate effect liability from constructing incurred "in November 2006 and 2008 was additional facilities associated with the De- valid," thus, purchase obligation velopment. not arise until a credits did rate, ie., Accordingly, we conclude that the trial by the approved "valid" the rate properly court construed the TGA Credit May 2008 and set forth Council point Agreement. SSM's first is denied. 23,604, was in effect. Ordinance
673 With regard to SSM's second was proper based on the existing TGA point, SSM essentially argues that rate. Accordingly, the trial court did not weight of the evidence established Ordi err in entering its Amended Judgment, 22,712 nance No. repealed was by the en which supported was by substantial evi actment of 28,604, Ordinance No. which dence in the record. Point denied. reduced the TGA rate and changed the and, TGA caleulation result, as a Ordi Conclusion 22,712 nance No. However, is void. we The Amended Judgment of the trial that, note onee an ordinance repealed, court is affirmed.4 previous
its
effect is not necessarily invali
dated even though it
prospective
becomes
KATHIANNE
CRANE,
KNAUP
ly
R.E.J.,
ineffective.
Inc. v. City
Sike
Presiding Judge, Concurs.
ston, 142
(Mo.
S.W.3d
745
banc
contrast,
In
to declare an ordinance "void"
KENNETH M. ROMINES, Judge,
means that it never had the authority to Dissents in separate opinion.
create any legal rights or responsibilities
KENNETH M. ROMINES, Judge,
Id.,
whatsoever.
tact. re- $646,033.12. rest
used/purchased new adds SSM
mains, in the event pro- revamps the or project to its phases DOE, Respondent, Jane TGA, SSM a new entirely, prompting ject v. contract under be liable will Stahlhuth remaining credits. Keathley, of those use Jerry and James LEE credits. any of its deprived been has not Appellants. than more required
Were ED 91817. the benefit has Stahlhuth $646,033.12,then Appeals, Court Missouri unused. went for credits District. Eastern and a breach agreement was not That he than more Stahlhuth not entitle does 28, 2009. April contract. received would Transfer Rehearing Motion and/or argue on to goes Stahlhuth June Denied Supreme Court ordinance the first County's repeal Transfer Application TGA were recalculation subsequent 1, 2009. Sept. Denied 1) raise did not invalid, Stahlhuth but 2) no has arguments these case. in this this issue raise
standing to County speak. could mean
5. Whatever