Bay Colony Railroad Corporation v. Town of Yarmouth, et al. (Lawyers Weekly No. 10-011-15)
NOTICE: All slip opinions and orders are subject to formal revision and are superseded by the advance sheets and bound volumes of the Official Reports. If you find a typographical error or other formal error, please notify the Reporter of Decisions, Supreme Judicial Court, John Adams Courthouse, 1 Pemberton Square, Suite 2500, Boston, MA, 02108-1750; (617) 557-1030; SJCReporter@sjc.state.ma.us SJC-11608 BAY COLONY RAILROAD CORPORATION vs. TOWN OF YARMOUTH & another.[1] Norfolk. October 7, 2014. – January 29, 2015. Present: Gants, C.J., Spina, Cordy, Botsford, Duffly, Lenk, & Hines, JJ. Railroad. Solid Waste Management. Municipal Corporations, Contracts. Contract, Municipality, Performance and breach, Implied covenant of good faith and fair dealing. Federal Preemption. Statute, Federal preemption. Civil action commenced in the Superior Court Department on January 14, 2008. Motions for summary judgment were heard by John P. Connor, Jr., J.; the remaining issues were tried before him; and a motion for judgment notwithstanding the verdict was considered by him. The Supreme Judicial Court on its own initiative transferred the case from the Appeals Court. Joseph L. Tehan, Jr. (Jackie Cowin with him) for the defendant. Joel G. Beckman (Dana A. Zakarian with him) for the plaintiff. GANTS, C.J. On June 30, 1989, the town of Yarmouth (town) entered into a transportation contract (contract) with the Bay Colony Railroad Corporation (Bay Colony) whereby Bay Colony was to transport solid waste from the town’s waste transfer station to a waste-to-energy facility in Rochester (facility) operated by the SEMASS Partnership (SEMASS). At that time, Bay Colony operated several rail lines in southeastern Massachusetts, including rail lines between the town and Rochester, pursuant to a lease agreement with the Commonwealth. However, in the fall of 2007, the Commonwealth notified Bay Colony that, effective December 31, 2007, it would terminate Bay Colony’s lease of the Cape Cod rail lines, which meant that Bay Colony would no longer be able to transport the town’s waste to the facility by rail. Section 9 of the contract provided that, in the event the Commonwealth terminated Bay Colony’s lease of the rail line, the town agreed to permit Bay Colony either to assign the contract to the railroad company that was awarded the lease of the rail line or to continue to transport the waste “pursuant to the terms of the [contract] either under an arrangement with a successor operator or by other modes of transportation.” Bay Colony notified the town by letter that, in accordance with the provisions of section 9, it intended to continue to transport waste under the contract “by other modes of transportation,” specifically, by truck rather than rail. The town, however, replied by […]