Kuta v. Joint District No. 50(J)

799 P.2d 379, 14 Brief Times Rptr. 1337, 1990 Colo. LEXIS 658, 1990 WL 149773
CourtSupreme Court of Colorado
DecidedOctober 9, 1990
Docket89SC328
StatusPublished
Cited by42 cases

This text of 799 P.2d 379 (Kuta v. Joint District No. 50(J)) is published on Counsel Stack Legal Research, covering Supreme Court of Colorado primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Kuta v. Joint District No. 50(J), 799 P.2d 379, 14 Brief Times Rptr. 1337, 1990 Colo. LEXIS 658, 1990 WL 149773 (Colo. 1990).

Opinions

Chief Justice ROVIRA

delivered the Opinion of the Court.

The petitioners, Cynthia Kuta and Marius DeGabriele, assert that the respondent, Joint District No. 50(J) of the counties of Delta, Gunnison, Mesa, and Montrose (District), breached its teaching contracts by not complying with its RIF (reduction in force) policy.1 The trial court granted summary judgment in favor of the District, and the court of appeals affirmed in an unpublished decision, Kuta v. Joint Dist. No. 50(J), No. 87CA1794 (April 6, 1989). Because we conclude that the RIF policy had not been incorporated into the contracts of these nontenured teachers, we affirm.

I

The petitioners had annual teaching contracts with the District for the 1984-85 and 1985-86 school years. In the spring of 1986, because of adverse economic conditions and declining enrollment, the District elected not to renew the petitioners’ contracts, as well as those of 64 other nontenured teachers in the District.

The affected teachers received written notice of nonrenewal on March 21, 1986. After receiving the notice, the petitioners learned that the District had an administrative policy manual which included a provision entitled “Reduction in Professional Staff Work Force,” which was in effect throughout the period of petitioners’ employment.2 The RIF policy provided in pertinent part that:

The number of teaching positions in the district shall be reduced only as a result of a substantial reduction in school enrollment, a substantial reduction in funds available, or a major educational innovation.
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Seniority shall mean the number of years of professional service in this district. If a teacher is certified in a subject area at the time of a reduction in force, though he might not have taught in that area, his total seniority will prevail....
5. Those teachers who are laid off as a result of the reduction in force will be:
a) considered on leave of absence for one year
b) allowed to remain in the insurance program at their own expense for one year
c) given first consideration for substitute teaching for one year.
6. Any teachers who are recalled in the following year from the reduction in force will be considered strictly on a seniority basis.

In April 1986, the District rehired several nontenured teachers, some of whom had less seniority than the petitioners. The petitioners, who were not rehired, brought suit, alleging breach of employment contract because of the District’s failure and [381]*381refusal to apply the RIF policy to them. The District moved for summary judgment on the breach of contract claim.

The trial court, relying on our decision in Continental Air Lines v. Keenan, 731 P.2d 708 (Colo.1987), concluded that the RIF policy was not part of petitioners’ contracts under either the theories of breach of express contract, breach of implied contract, or promissory estoppel, and granted the District’s motion. The court of appeals affirmed, concluding that the contracts were unambiguous and did not expressly incorporate the RIF policy. It also concluded that the RIF policy was not incorporated into the contracts under the doctrine of promissory estoppel because petitioners were not aware of the RIF policy until after the nonrenewal of their contracts. Therefore, they “could not have assented to the policy as a term of their contracts nor relied upon it to extend their contracts to include a rehiring provision.” Kuta v. Joint School Dist. No. 50(J), No. 87CA1794, slip op. at 3 (April 6, 1989).

II

The employment contract signed by the petitioners consisted of four paragraphs and was drafted by the District. The first paragraph stated the applicable one-year term of the contract and provided for both the amount and manner of payment of the employee’s salary. The second paragraph provided that the employee would be included in the District’s salary schedule and would be subject to any changes adopted by the District. The third paragraph enumerated the employee’s duties.3 Finally, the fourth paragraph listed the “extra services” that the employee agreed to provide.4

The petitioners’ claim rests on the fact that one of the duties enumerated in the third paragraph of the employment contract provided that they were to “observe the official policies of said contract.” They contend that this provision requires the employee to comply with the District’s administrative policies and procedures and is ambiguous as to the District’s obligations. Therefore, petitioners argue, the District is also bound by this provision, because basic principles of contractual interpretation require that this ambiguity be construed against the drafter of the contract. Further, the petitioners argue that Continental Air Lines v. Keenan, 731 P.2d 708 (Colo.1987), is not applicable because they were employed pursuant to a fixed-term contract and thus were not “at will” employees.

The District argues that there was no incorporation of the RIF policy into the employment contracts. It also contends that the RIF policy was applicable only to tenured teachers. Therefore, the District concludes that its election not to rehire petitioners was a proper exercise of its discretion.

A

Initially, we must interpret the petitioners’ contracts to determine whether the District’s RIF policy has been expressly incorporated into their contract.5 Well-es[382]*382tablished principles guide our resolution of this issue. The meaning of a contract is found by examination of the entire instrument and not by viewing clauses or phrases in isolation. Bevsek v. Huerfano School Dist. RE-1, 728 P.2d 325 (Colo.App.1986). Extrinsic evidence is only admissible to prove intent where the terms of the contract are ambiguous. Radiology Professional Corp. v. Trinidad Area Health Ass’n, 195 Colo. 253, 577 P.2d 748 (1978). The fact that the parties disagree as to its meaning does not in itself create an ambiguity. Id. However, any uncertainty in a contract prepared exclusively by the employer must be construed against the employer. Schaefer v. Horton-Cavey, 692 P.2d 1132 (Colo.App.1984).

The only reference to the District’s policies is contained in the first sentence of the third paragraph of the contract which addresses the teachers’ obligations. The sentence in question deals exclusively with what the teachers are required to do. Even assuming this provision required the teachers to comply with the District’s administrative policies, the language of this provision provides no indication that the District intended to create a reciprocal obligation.

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Bluebook (online)
799 P.2d 379, 14 Brief Times Rptr. 1337, 1990 Colo. LEXIS 658, 1990 WL 149773, Counsel Stack Legal Research, https://law.counselstack.com/opinion/kuta-v-joint-district-no-50j-colo-1990.