SUPERIOR COURT OF NEW JERSEY

APPELLATE DIVISION DOCKET NO. A-0256- 22 THOMAS A. CONNORS, CHARLES MARTINI, WILLIAM MORTON, DENIS BARRY, SALVATORE TOLENO, ROBERT MORRIS, TIMOTHY LATOUR, WAYNE FORSYTHE, and all similarly situated individuals, Plaintiffs-Appellants,

v. VILLAGE OF RIDGEFIELD PARK, Defendant-Respondent.

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Argued October 24, 2023

– Decided January 5, 2024 Before Judges Gooden Brown and Puglisi. On appeal from the Superior Court of New Jersey, Law Division, Bergen County, Docket No. L

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- 20. Marcia J. Mitolo argued the cause for appellants (Limsky Mitolo, attorneys; Marcia J. Mitolo, of cou nsel and on the briefs).

NOT FOR PUBLICATION WITHOUT THE APPROVAL OF THE APPELLATE DIVISION This opinion shall not "constitute precedent or be binding upon any court. " Although it is posted on the internet, this opinion is binding only on the parti es in the case and its use in other cases is limite d. R. 1:36- 3.2 A- 0256

- 22 Philip N. Boggia argued the cause for respondent (Boggia, Boggia & Betesh, LLC, and Fox Rothschild LLP, attorneys; Philip N. Boggia, Joseph W. Voytus, Kenneth Aaron Rosenberg, and Sara Hale Bernstein, o n the brief).
PER CURIAM Plaintiffs 1 Thomas Connors, William Morton, Denis Barry, Salva tore Toleno, Robert Morris, Timothy LaTour, and Wayne Fo rsythe appeal from the Law Division's August 31, 2022, order that denied t heir motion for summary judgment, grant ed defendant Village of Ridgefield Park's motion for summary judgment, and dismiss ed plaintiffs' complaint with prejudice. We affirm. Plaintiffs, former police officers retired from Ri dgefield Park, are over the age of sixty-five and eligible for Medicare. The Police Benevolent Association (PBA) Local 86 represents patrol officers and serge ants employed by Ridgefield Park. Plaintiffs were active PBA members prior to their retirement and the PBA continues to represent their interests as retirees. Morton retired at the rank of captain on January 1 , 1996, and Connors retired at the rank of sergeant on February 1, 1998 . The other plaintiffs retired at the rank of patrol officer : Toleno on September 1, 1982; Forsythe on

1 Charles Martini voluntarily dismissed his claims wi th prejudice and did not participate in this appeal.3 A- 0256

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November 1, 1986; Barry on July 1, 1990 ; Morris on July 1, 1992; and LaTour on February 1, 2001. Ridgefield Park and the PBA have entered into contr act negotiation agreements (CNAs) since 1980. Prior to 1984, the C NAs did not provide for retirees' medical health benefits. On January 10, 1984, the Board of Commissioners of Ridgefield Park adopted Resolution No. 3, which "elect[ed] to adopt the provisions of [the State Health Benefi ts Program (SHBP) Act] and adhere to the rules and regulations promulgated by the State Health Benefits Commission [(SHBC)] to implement the provisions of the law." The resolution acknowledged certain rules and regulations of the S HBC, and adopted the following provision:

WHEREAS, we hereby agree to pay the premium or periodic charges for the benefits provided to all e ligible retired employees and their dependents covered unde r the program, but not including survivors, if such employees retired from a State or locally-administe red retirement system effective after the date the empl oyer adopted the [SHBP] on a benefit based on [twenty-fi ve] or more [years] of service credited in such retirem ent system . . . and also to reimburse such retired emp loyees for their premium charges under Part B of the Feder al Medicare Program covering the retired employees and their spouses in accordance with the regulations.4 A- 0256

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Although the resolution referred to reimbursement of Part B premiums for retirees and their spouses, this provision was not incorporated into the subsequent C NA . Instead, the CNA entered in 1984 states:

The Village of Ridgefield Park shall pay insurance benefits to employees of the Ridgefield Park Police Department with [twenty-five] years or more of serv ice and certain employees who retired on disability pen sion in accordance with Schedule A attached. Schedule A provides:

Effective May 1st, 1984 , the Village of Ridgefield Park will provide health coverage for all elig[i]ble pre sent and future pensioners and their dependents which is provided under [the SHBP] Act. The conditions of this act provide [] that coverage will be provided to present and future pensioners and th eir dependents who retired, under the Police and Firemen' s Retirement System with [twenty-five] or more years of service, as well as those employees who retire on disability pensions based on fewer years of service credited in the retirement system provided they are eligible for such coverage under the aforementioned law. Although the su ccessive CNAs covering the next thirty-four years incorporated these provisions, 2 Ridgefield Park never participated in the SHBP.

2 Because the PBA does not represent captains, Mort on entered into a different employment agreement that entitled him to the same "fringe benefits" including medical coverage as other full-time employees of Ri dgefield Park.5 A- 0256

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Instead, it provided health benefits to employees and retirees either through a self-funded plan or the Bergen Municipal Employee B enefits Fund. None of the CNAs from 1980 through 2018 incorporated a specific provision requiring Ridgefield Park to reimburse retirees for their spouses' Medicare Par t B premiums (spouses' premiums) as reflected in the re solution.
In 2015, Connors began submitting reimbursement appli cations for his spouse's premiums, which Ridgefield Park denied. H e raised the issue with the PBA and, in March 2019, the PBA filed a grievance c hallenging Ridgefield Park's denial. The parties selected an arbitrator and scheduled a hearing date in February 2020 , which was adjourned because Ridgefield Park and the PBA were in negotiations to extend their existing CNA

. On March 19, 2020, the parties entered into a memor andum of agreement (MOA) where in the PBA agreed to withdraw the grievance "in [its] entirety an d with prejudice" and agreed "not to grieve the retir ee health benefits issue in the future." The MOA also provided that future CNAs would remove any reference to the SHBP. Accordingly, the subsequent CNA, whic h covered 2019 through 2024, explicitly stated Ridgefield Park "shall not b e responsible for reimbursing any retiree for the Medicare Part B premiums incurr ed on behalf of his/her spouse or other dependents."6 A- 0256

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Six months later, the PBA issued a letter to all retired members informing them : "For those of you who are unaware, as per the cont ract at the time of your retirement, you are all eligible for Medicare Part B. If you are already enrolled with Medicare Part B, you are entitled to reimburse ment from the Village." Plaintiffs, except for Forsythe and Morton, submitt ed vouchers seeking reimbursement for their spouses' Medicare Part B pr emiums. 3 Plaintiffs then filed a complaint in Superior Court seeking to compel Ridgefield Park to reimburse spous es' premiums. Upon completion of discovery, the parties cross-moved for summary judg ment. On August 31, 2022, Judge Robert C. Wilson denied plaintiffs' motion, grante d defendant's motion and dismissed the complaint with prejudice. In its written opinion, the court first noted the S HBP "permits, but does not require, public employers to participate in the SHBP and reimburse retirees and their spouses for Medicare Part B premiums." A non -state public employer

upon the adoption and submission to the division of an appropriate resolution prescribed by the commission , may pay the premium or periodic charges for the benefits provided to a retired employee and the employee's dependents covered under the program, .

. .

3 Forsythe 's and Morton's spouses were not eligible for Medicar e until 2019, after the MOA was executed. They did not seek reim bursement but were presumably named plaintiffs in the complaint as to Count II, which seeks declaratory judgment

— anticipatory breach of contract.7 A- 0256

- 22 and may also reimburse the retired employee for the employee's premium charges under Part B of Medicare covering the retired employee and the employee's spouse. [N.J.S.A. 52:14-17.38(b)(1) .] Although Ridgefield Park adopted the resolution in 1984 mem orializing its decision to provide health care through the SHBP and inc orporated Schedule A in subsequent CNAs, it never filed the requisite documents with the SHBC and took no further action to enroll in the SHBP. Thus, the trial court found "the language included in the [CNAs] referencing th e SHBP had no effect" and

re jected plaintiffs' argument that Ridgefield Park in tended to provide the same benefits as afforded under the SHBP. The court also noted none of the plaintiffs had sought reimbursement until they received the PB A's advisement letter. The court then addressed plaintiffs' claim Ridgefie ld Park should be equitably estopped from refusing to reimburse for s pouses' premiums

. It found Ridgefield Park never represented it would reimburs e plaintiffs for spouses' premiums and plaintiffs never relied on any alleged representation to their detriment; therefore, plaintiffs failed to establis h the grounds for equitable estoppel. Lastly, the court addressed plaintiffs' argument th ey were entitled to reimbursement for spouses' premiums because the CNA at the time they retired8 A- 0256

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provided for reimbursement. First, the judge reiterated his finding that none o f the CNAs required Ridgefield Park to reimburse spous es' premiums. The judge then noted "retiree health benefits are not vested for life unless the collective bargaining agreements expressly state so," citing M &G Polymers USA, LLC v. Tackett, 574 U.S. 427, 442 (2015). After reviewing the CNA in effect at the time of each plaintiff's retirement, the court dete rmined none contained a provision vesting retirees' health benefits for lif e. Thus, even if a prior CNA had provided for reimbursement, the benefit would h ave applied only to that CNA term because it was not specifically vested. T herefore, the court determined the most recent CNA govern ed the terms of plaintiffs' health benefits, and that CNA expressly provided retirees were not entitled to reimbursement for spouses' premiums. The court also found the PBA, through the MOA settl ing plaintiffs' grievance , agreed to dismiss the grievance and not to bring similar grievances in the future regarding reimbursement of spouses' M edicare Part B premiums. Thus, the court found the matter was resolved throu gh the MOA and plaintiffs

we re contractually barred from bringing a suit raisin g the same issue. In this appeal, plaintiffs raise a single issue for our consideration:
PURSUANT TO THE COLLECTIVE NEGOTIATIONS AGREEMENT THE VILLAGE9 A- 0256

- 22 REIMBURSES RETIREES AND SPOUSES MEDICAL BENEFITS UP TO MEDICARE AGE, BUT ARBITRARILY REFUSES TO REIMBURSE RETIREES' SPOUSES FOR MEDICARE PART B COSTS. We review the trial court's grant or denial of a mo tion for summary judgment de novo, applying the same standard used b y the trial court. Samolyk v. Berthe, 251 N.J. 73 (2022); Stewart v. N.J. Tpk. Auth./Garden State Parkway , 249 N.J. 642, 655 (2022); Branch v. Cream-O-Land Da iry, 244 N.J. 567, 582 (2021). The appellate court considers "whether the competent evidential materials presented, when viewed in the light most favorabl e to the non-moving party, are sufficient to permit a rational factfind er to resolve the alleged disputed issue in favor of the non-moving party." Brill v. Guardia n Life Ins. Co. of Am. , 142 N.J. 520, 540 (1995). The trial court's interpretation of a contract is a lso reviewed de novo. Serico v. Rothberg, 234 N.J. 168 , 178 (2018); Kieffer v. Best Buy, 205 N.J. 213, 222 (2011). Having reviewed the record in light of the applicable standards, we affirm substantially for the reasons set forth in Judge Wi lson's well-reasoned decision. We add the following comments.
A lthough Ridgefield Park apparently intended to join the SH BP, it never took any action to do so and instead provided healt h insurance to employees and10 A- 0256

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retirees through other plans. We agree with the tr ial court that any reference to the SHBP in the CNAs had no effect. Even if we con strue the CNAs to require Ridgefield Park to provide insurance coverage compa rable to the SHBP, as plaintiffs urge us to do, the town nevertheless wou ld not be compelled to reimburse spouses' premiums because this benefit is discretion ary . Pursuant to N.J.S.A. 52:14-17.28(b)(1), an

employer other than the State . . . may pay the prem ium or periodic charges for the benefits provided to a retired employee and the employee’s dependents covered under the program . . . and may also reimburse the retired employee for the employee’s premium charges under Part B of Medicare covering the retired emplo yee and the employee’s spouse

. Contrary to plaintiffs' contentions, these clauses are independent of each other, and the town's decision to reimburse retiree s' premiums does not amount to partial performance requiring them to reimburse for spouses' premiums , which it has never done. We also agree with the judge's finding tha t because none of the CNAs in place at the time of each plaintiff's retireme nt created a vested interest in retiree benefits, the most recent CNA controls. Accordingl y, the 20 19

- 2024 CNA , which explicitly states retirees are not entitled t o reimbursement of their spouses' Medicare Part B premiums, is dispositive of the iss ue.11 A- 0256

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Because plaintiffs' claims fall short on their meri ts, we need not address whether plaintiffs were contractually barred or est opped from bringing the complaint because of the MOA. To the extent we hav e not expressly addressed any issues raised by plaintiffs, it is because they lack suf ficient merit to warrant discussion in a written opinion. R. 2:11 -3(e)(1)(E). Affirmed.