Paul W. Weimer, Plaintiff-appellant, v. Kurz-kasch, Inc., Defendant-appellee, 773 F.2d 669 (6th Cir. 1985)

Plaintiff Paul Weimer, a retiree of defendant Kurz-Kasch, Inc.'s South Broadway plant, in Dayton, Ohio, filed this class action under section 301(a) of the Labor Management Relations Act, 29 U.S.C. § 185, seeking to force Kurz-Kasch to resume providing life and health insurance benefits to certain Kurz-Kasch retirees. Additionally, in his amended complaint, plaintiff Weimer asserted a pendent state law breach of contract claim against defendant Kurz-Kasch. In its answer, Kurz-Kasch admitted terminating the life and health insurance benefits of its South Broadway retirees but contended that its obligation to provide retiree benefits expired with the expiration of the collective bargaining agreement between Kurz-Kasch and the relevant unions.

Both plaintiff Weimer and Kurz-Kasch moved for summary judgment. The district court held that Kurz-Kasch's obligation to provide retiree insurance benefits ceased with the expiration of the collective bargaining agreement; thus the court granted defendant's motion for summary judgment, denied plaintiff's motion for summary judgment, and entered judgment for defendant from which Weimer appealed. We now vacate the trial court's grant of defendant's motion for summary judgment. Furthermore, we vacate the trial court's denial of plaintiff's motion for summary judgment and remand with instructions to enter judgment for plaintiff. Finally, we remand the action to the district court for further proceedings with regard to plaintiff's motion to certify a class action and with regard to damages.

During the mid 1970s, Kurz-Kasch operated four manufacturing plants in Ohio. This action involves only Kurz-Kasch's South Broadway plant, from which plaintiff Weimer retired. Workers at the South Broadway plant went on strike in September, 1975, at the expiration of their collective bargaining agreements. Kurz-Kasch immediately ceased paying life and health insurance benefits for active employees but continued to pay for such benefits for retirees. On November 17, 1975, after negotiation attempts had failed, Kurz-Kasch permanently closed its South Broadway plant. (Kurz-Kasch's other plants remained in operation.) On December 16, 1975, Kurz-Kasch notified South Broadway retirees that, for financial reasons, "effective January 1, 1976, life insurance on all retired personnel will be discontinued and effective February 1, 1976 you will no longer be included in our Blue Cross/Blue Shield plan." App. 179. The cessation of the South Broadway retirees' insurance benefits led to the filing of this action.

The workers at the South Broadway plant were represented by three different unions, each of which had its own collective bargaining agreement with Kurz-Kasch. This suit is brought by plaintiff Weimer, a former member of the Moulders union, on behalf of an ad hoc group of South Broadway plant retirees who were members of either the International Association of Machinists and Aerospace Workers, Local 225, (the Machinists) or the International Moulders and Allied Workers Union, Local 45 (the Moulders). App. 1-2. A separate action against Kurz-Kasch was filed in the same district court by members of a third union, the Metal Polishers, Buffers, Platers & Allied Workers International, Local 11.¹ 

As stated, both Weimer and Kurz-Kasch moved for summary judgment. Since plaintiff purportedly represented the retired members of two different unions, each of which had its own collective bargaining agreement with Kurz-Kasch, the district court examined both the Machinists' and the Moulders' collective bargaining agreements.²  The district court found ambiguous the insurance provisions of both collective bargaining agreements upon which Weimer relied. The court then looked to the remainder of the insurance and other provisions of the collective bargaining agreements and determined that Kurz-Kasch's obligation to contribute toward life and health insurance coverage for South Broadway plant retirees ended with the September, 1975, termination of the agreements.

The district court granted defendant's motion for summary judgment after determining that there were no genuine issues of material fact in that, as a matter of contract interpretation, the collective bargaining agreements did not grant retirees insurance benefits subsequent to expiration of the collective bargaining agreements. We agree with the district court's conclusion that the only issue presented is one of contract interpretation, but we are unable to concur in the district court's conclusion, based on its interpretation of the collective bargaining agreements, that Kurz-Kasch is entitled to judgment. Contract interpretation, such as is involved here, is a question of law not subject to the clearly erroneous standard; thus, in reviewing the district court's interpretation of the pertinent contracts, we are not bound by Fed. R. Civ. P. 52(a). Chevron, U.S.A. v. Belco Petroleum Co., 755 F.2d 1151, 1153-54 (5th Cir. 1985). The trial court's conclusions of law are freely reviewable by the court of appeals. Washington Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C. Cir. 1980). See also Policy v. Powell Pressed Steel Co., 770 F.2d 609 (6th Cir. 1985). In interpreting these collective bargaining agreements, we reach a contrary conclusion and hold that these retirees were entitled to continued insurance benefits.B. Case law concerning retiree insurance benefits

This court dealt with the question whether retirees' health insurance benefits continued past the expiration of the collective bargaining agreement in International Union, United Automobile, Aerospace, and Agricultural Implement Workers of America (UAW), and Local 134, UAW v. Yard-Man, Inc., 716 F.2d 1476 (6th Cir. 1983), cert. denied, --- U.S. ----, 104 S. Ct. 1002, 79 L. Ed. 2d 234 (1984). In Yard-Man, this court laid out the manner in which a court should proceed when examining the duration of retiree benefits:

[W]hether retiree insurance benefits continue beyond the expiration of the collective bargaining agreement depends upon the intent of the parties. Clearly the parties to a collective bargaining agreement may provide for rights which will survive termination of their collective bargaining relationship.... Any such surviving benefit must necessarily find its genesis in the collective bargaining agreement.

* * *

* * *

[T]he court should first look to the explicit language of the collective bargaining agreement for clear manifestations of intent. The intended meaning of even the most explicit language can, of course, only be understood in light of the context which gave rise to its inclusion. The court should also interpret each provision in question as part of the integrated whole. If possible, each provision should be construed consistently with the entire document and the relative positions and purposes of the parties. As in all contracts, the collective bargaining agreement's terms must be construed so as to render none nugatory and avoid illusory promises. Where ambiguities exist, the court may look to other words and phrases in the collective bargaining agreement for guidance. Variations in language used in other durational provisions of the agreement may, for example, provide inferences of intent useful in clarifying a provision whose intended duration is ambiguous. Finally, the court should review the interpretation ultimately derived from its examination of the language, context and other indicia of intent for consistency with federal labor law. This is not to say that the collective bargaining agreement should be construed to affirmatively promote any particular policy but rather that the interpretation rendered not denigrate or contradict the basic principles of federal labor law.

Yard-Man, 716 F.2d 1479-80 (citations omitted).³ 

Although Yard-Man counseled that courts are to look first at the collective bargaining agreement when determining whether the parties intended that retiree benefits continue beyond expiration of the agreement, the court also emphasized two factors weighing in favor of an interpretation that retiree benefits survive expiration of the collective bargaining agreement.

First, this court recognized that normally retiree benefits are vested. Yard-Man, 716 F.2d at 1482 n. 8. This is true because retirees, with respect to their benefits, are unprotected in the collective bargaining process. Upon expiration of a collective bargaining agreement, a union owes no duty to bargain for continued nonvested benefits for retirees. Yard-Man, 716 F.2d at 1482. A union may choose to forego nonvested retiree benefits in future negotiations in favor of more compensation for active employees. The union may not, however, "bargain away retiree benefits which have already vested in particular individuals. Such rights, once vested upon an employee's retirement, are interminable and the employer's failure to provide them [is] actionable under Sec. 301 by the retiree." Id. at 1482 n. 8 (citing Allied Chemical & Alkali Workers v. Pittsburgh Plate Glass, 404 U.S. 157, 181 n. 20, 92 S. Ct. 383, 398 n. 20, 30 L. Ed. 2d 341 (1971)). See also Upholsterers' International Union v. American Pad, 372 F.2d 427, 428 (6th Cir. 1967).

Second, the Yard-Man court recognized that "retiree benefits are in a sense 'status' benefits which, as such, carry with them an inference that they continue so long as the prerequisite status is maintained." Id. at 1482.

Thus, when the parties contract for benefits which accure upon achievement of retiree status, there is an inference that the parties likely intended those benefits to continue as long as the beneficiary remains a retiree.

Id. (emphasis added). See also Cadillac Malleable Iron Co., 728 F.2d 807, 809 (6th Cir. 1984).

As Yard-Man dictates, the district court first examined the explicit language of the collective bargaining agreement to discern whether insurance benefits were to continue past the expiration of the collective bargaining agreements. The collective bargaining agreement between Kurz-Kasch and the Machinists provided in relevant part:

Article XV.

Group Insurance

106. The Company shall pay not less than seventy percent (70%) during the first year of the term of this Agreement, and not less than eighty percent (80%) during the second year of the term of of this Agreement, of all group insurance premiums required with respect to Group Insurance Plans presently in effect or any future insurance plans hereafter agreed to between the Company and the Union.

* * *

* * *

108. The Company shall pay the cost of all group insurance premiums required with respect to group insurance plans presently in effect for Employees who retire through normal retirement, which is sixty-two (62) years of age, or older, or who retire prior to that age by reason of such disability as entitles the Employee to disability benefits ... as long as such Employee remains retired and unemployed, either by the Company or by anyone else.

App. 46-47 (emphasis added).

The collective bargaining agreement between Kurz-Kasch and the Moulders provided in pertinent part:

Article XVI.

Group Insurance

1. The Company shall pay not less than seventy percent (70%) of all group insurance premiums required with respect to group insurance plans presently in effect or any future insurance plans hereafter agreed to between the Company and the Union. Beginning September 15, 1974, the Company shall pay not less than eighty percent (80%) of such insurance premiums as described above.

* * *

* * *

3. It is agreed that Employees who are sixty-two (62) years of age or over, or who retire prior to that age by reason of such disability as entitles the Employee to disability benefits under the Federal Social Security Law, and who have ten (10) years' continuous employment with the Company, may, upon retirement, continue their participation in existing group insurance plans applicable to such Employee by paying thirty percent (30%) of the premium required for such insurance [twenty percent (20%), beginning September 15, 1974]. The Company agrees to pay all such group insurance premiums required for the continuation of existing Employee group insurance with respect to any employee who reaches the age of sixty-two (62) years or more and who has fifteen (15) years or more of continuous service with the Company, or who retires prior to that age by reason of such disability as entitles the Employee to disability benefits under the Federal Social Security Law and has fifteen (15) years' continuous employment with the Company, and who retires from active employment. It is understood and agreed that such insurance premium payment provision shall continue only so long as such Employees are, in fact, retired and remain unemployed, either by the Company or by anyone else, and that right is reserved by the Company to pay such further retirement benefits in such cases as it may, in its discretion, determine advisable in individual cases.

App. 35-36 (emphasis added).

Plaintiff argued that both these provisions, particularly the language italicized above, demonstrated the intent of Kurz-Kasch and the unions that the company provide insurance benefits to retirees as long as the retirees remained retired and unemployed, regardless of the expiration of the collective bargaining agreement. The district court, however, found the italicized language ambiguous. Unlike the district court, we interpret this language to mean what it appears to mean--that retirees are granted insurance benefits at Kurz-Kasch's expense for as long as the retiree remains retired and unemployed. This language places only one limitation on the continuance of retiree insurance benefits, i.e. the retiree must remain retired and unemployed.

After finding the italicized language ambiguous, the district court proceeded to examine other language of the collective bargaining agreements to determine the parties' intent. It first focused on the fact that these very insurance provisions obligated the Company to pay premiums for "group insurance plans presently in effect" or "existing employee group insurance." App. 221 (emphasis added). The district court then stated:

the obligation undertaken by the employer with respect to retired employees contemplates their coverage under existing group insurance policies on all of its employees. Payment of premiums under a group life or health insurance policy which covers both present employees and retired employees is a markedly different financial undertaking than an agreement to pay such premiums for a group consisting solely of retirees.

App. 221 (citing America, AFL-CIO v. Lee National Corp., 323 F. Supp. 1181, 1188 (S.D.N.Y. 1971). Kurz-Kasch interprets this language in the district court's opinion to mean that the quoted phrases amounted to a limitation on the duration of the insurance coverage, i.e. that retiree insurance coverage was to be provided only as long as the insurance coverage on its active employees remained in effect.

We interpret the insurance provisions differently. These provisions provided that, with regard to active employees, Kurz-Kasch would pay a specified percentage of the cost of group insurance premiums with respect to "group insurance plans presently in effect or any future insurance plans hereinafter agreed to by" Kurz-Kasch and the unions. On the other hand, the insurance provisions stated that, with regard to retirees, Kurz-Kasch would pay a specified percentage of the cost of their insurance premiums "with respect to group insurance plans presently in effect" (Machinists' agreement) or with respect to "existing group insurance plans" (Moulders' agreement). Thus, present employees were granted the insurance benefits provided either by plans presently in effect or by plans negotiated in the future, but retirees were granted insurance benefits only in plans presently in effect. This court finds that, in making this distinction between active and retired employees, the parties' aim was to limit the level of benefits of a retiree's insurance coverage to that provided by the group policy in effect when he or she retired. Active employees, however, were to receive the level of benefits of insurance plans negotiated in future bargaining sessions. The contrary interpretation, that in limiting retirees' insurance benefits to existing group insurance plans the parties intended to impose a durational limit on retiree benefits, fails to read the insurance provisions as a whole. We find that, read as a whole, the insurance provisions' grant of insurance benefits with respect to plans "presently in effect" or "existing plans" simply commands that the retiree receive the level of benefits provided by the plan that was in effect when he or she retired, not that the duration of the retiree's coverage is limited to the life of that plan.^4 5 

Another factor persuading the district court to adopt Kurz-Kasch's position that its obligation to provide retiree insurance benefits ended with the expiration of the collective bargaining contract was the presence of general termination clauses in the agreements. The Moulders' and Machinists' collective bargaining agreements contained identical termination clauses that stated:

Term

This Agreement shall be effective as of September 15, 1973, and shall remain in effect for a period of two (2) years, until midnight, September 14, 1975, and thereafter for successive periods of one (1) year each, subject to termination by either party hereto at the end of any such year upon sixty (60) days' written notice to the other party of intent to terminate this Agreement or to amend or modify any of the terms or conditions hereof at the end of any such period. In the event of the giving of any such notice to terminate or amend this Agreement at the end of the original or any succeeding term hereof, this Agreement and all terms and conditions hereof shall terminate as of the end of the term in which such a notice was given.

Although the district court acknowledged that under Yard-Man and American Pad a general termination clause does not necessarily indicate that retiree benefits were intended to expire with the termination of the collective bargaining agreement, the district court found that these collective bargaining agreements, different from Yard-Man, contained no indication that the benefits were meant to survive the agreements. The district court then noted that the general termination clause provided "all terms and conditions [of the agreement] shall terminate as of the end of the term ..." App. 221. This provision, according to the district court, limited to the term of the agreements all of the obligations undertaken by Kurz-Kasch in the collective bargaining agreements.

This court held in Yard-Man that a general duration or termination clause ending the collective bargaining agreement as of a certain date did not demonstrate an intent that all benefits described in the agreement terminate as of that date. 716 F.2d at 1482-83. See also Bower v. Bunker Hill, 725 F.2d 1221, 1223 (9th Cir. 1984) (stating that a retirement medical insurance plan, which lacked an explicit expiration date, was not necessarily bound by the expiration date of the labor-management agreement). In light of the insurance provisions' conditioning the grant of retiree insurance benefits only on the retiree's remaining retired and unemployed, and in light of the parties' failure to specify that retiree insurance benefits expired with the termination of the collective bargaining agreements, we hold that the general termination clause does not support a finding that retiree benefits ended when the agreements expired.

As heretofore noted, in this circuit "when parties contract for benefits which accrue upon achievement of retiree status, there is an inference that the parties likely intended those benefits to continue so long as the beneficiary remains a retiree." Yard-Man, 716 F.2d at 1482. See also Cadillac Malleable Iron Co., 728 F.2d at 809. Certainly this inference applies here where the insurance provisions themselves unequivocally stated that retiree insurance benefits were to continue for so long as the retiree remained retired and unemployed.⁶ 

Having determined, as a matter of contract interpretation, that both the Moulders' and the Machinists' collective bargaining agreements demonstrate the parties' intent that retiree insurance benefits survive expiration of the agreements, we find that the district court should have granted plaintiff's motion for summary judgment.

In his amended complaint, plaintiff contended that Kurz-Kasch promised its employees lifetime insurance benefits in order to induce them to continue their employment with Kurz-Kasch and that Kurz-Kasch's breach of this promise constituted a claim for state common law breach of contract. Kurz-Kasch countered that federal law has pre-empted state law in this area and thus plaintiff has no valid pendent state law claim.⁷  The trial judge, in his opinion, did not address the state law claim and on appeal plaintiff contends he was at least entitled to a trial on the state law claim. In light of our holding that the collective bargaining agreements' grant of retiree insurance benefits survives expiration of the agreements, we decline to rule on plaintiff's pendent breach of contract claim.

Before his retirement, plaintiff Paul Weimer was a member of the Moulders Union (International Moulders & Allied Workers Union, Local 45). He brought this action as a class action, and in his complaint he contended that he represented an ad hoc group of former Kurz-Kasch employees who were members of either the Moulders union or the Machinists union during their term of employment. The district court granted Kurz-Kasch's motion for summary judgment without acting on plaintiff's motion for class certification. At oral argument it was questioned whether plaintiff Weimer was an appropriate representative to bring a class action on behalf of retirees who had belonged to the Machinists union since Weimer himself had belonged only to the Moulders union. We do not reach this issue, but do note that this distinction may be of little practical consequence since both Kurz-Kasch and the plaintiff contend, and this court agrees, that the collective bargaining agreement between Kurz-Kasch and the Moulders is virtually identical in relevant respects to the collective bargaining agreement between Kurz-Kasch and the Machinists.

In view of our holding that as a matter of federal contract law, both agreements grant retiree insurance benefits that survive expiration of the collective bargaining agreements, we leave the class certification issue to be decided by the district court on remand.

We vacate the district court's grant of summary judgment for Kurz-Kasch and vacate the district court's denial of plaintiff's motion for summary judgment. We remand the action to the district court with instructions to enter summary judgment for plaintiff to the effect that the agreements grant retiree insurance benefits that survive expiration of the collective bargaining agreements and for further proceedings consistent with this opinion, including consideration of the class certification issue.