SUPERIOR COURT OF NEW JERSEY 

 APPELLATE DIVISION 

 DOCKET NO. A-1051-22 

NEW JERSEY COALITION OF 

AUTOMOTIVE RETAILERS, 

INC., a non-profit New Jersey 

Corporation, 

 Plaintiff-Appellant, 

v.

FORD MOTOR COMPANY, 

d/b/a LINCOLN MOTOR 

COMPANY, 

 Defendant-Respondent. 

____________________________

Argued March 6, 2024 – Decided April 4, 2024 

Before Judges Firko, Susswein and Vanek. 

On appeal from the Superior Court of New Jersey, Law 

Division, Mercer County, Docket No. L-0234-20.

W. Kirby Bissell (Bass Sox Mercer) of the Florida bar, 

admitted pro hac vice, argued the cause for appellant 

(Genova Burns, LLC, Jason T. Allen (Bass Sox Mercer) 

of the Florida bar, admitted pro hac vice, and W. Kirby 

Bissell, attorneys; Jennifer Borek, Jason T. Allen, and 

W. Kirby Bissell, of counsel 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NOT FOR PUBLICATION WITHOUT THE 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 parties in the case and its use in other cases is limited. R. 1:36-3.
2 A-1051-22

Robert M. Palumbos (Duane Morris LLP) of the 

Pennsylvania bar, admitted pro hac vice, argued the

cause for respondent (Duane Morris, LLP, and 

Campbell Conroy & O'Neil, PC, attorneys; Robert M. 

Palumbos, Andrew R. Sperl, Leah Ariel Mintz, William 

Joseph Conroy, and Emily Jo Rogers, of counsel and on 

the brief). 

PER CURIAM 

Plaintiff, New Jersey Coalition of Automotive Retailers, Inc. (NJCAR), 

appeals from October 21, 2022 Law Division orders granting defendant Ford 

Motor Company's (Ford) motion for summary judgment and denying plaintiff's 

motion for summary judgment. NJCAR brought an action against Ford seeking 

declaratory and injunctive relief, alleging Ford's Lincoln Commitment Program 

(LCP) violates a provision of the New Jersey Franchise Practices Act (NJFPA 

or Act), N.J.S.A. 56:10-1 to 56:10-15. The trial court found NJCAR lacked 

standing under the Act to bring the lawsuit and, as a result, did not address the 

remainder of the substantive arguments in the summary judgement motion 

record. After carefully reviewing the record in light of the arguments of the 

parties and governing legal principles, we conclude NJCAR has associational 

standing to bring the action. We therefore reverse and remand for the trial court 

to address the summary judgment motions on the merits. 
3 A-1051-22

I.

We discern the following pertinent facts and procedural history from the 

record. NJCAR is not an automotive dealership. Rather, it is a trade association 

whose members are franchised new motor vehicle dealerships in New Jersey. 

NJCAR provides education, training, and advocacy services to its members. 

Some of its members are Lincoln dealerships. 

The LCP assists dealerships with the cost of implementing various 

customer amenities, such as loaner vehicles and free car washes. Ford's Lincoln 

Operations Manager explained, "Ford created the [LCP] as an avenue to 

compensate those dealers that wished to participate in undertaking those actions 

and incurring those expenses, in the form of providing a payment to the dealer 

on new vehicle sales to retail customers to help offset the costs of participation." 

In January 2020, NJCAR filed a complaint against Ford, alleging the LCP 

violated N.J.S.A. 56:10-7.4(h)1

 because Ford's LCP payments "result[] in 

1

 N.J.S.A. 56:10-7.4 reads in pertinent part: 

It shall be a violation of [the NJFPA] for any motor 

vehicle franchisor, directly or indirectly, through any 

officer, agent or employee, to engage in any of the

following practices . . . 
4 A-1051-22

vehicle price differentials." NJCAR does not claim it has suffered any damages 

from the LCP. Rather, it seeks declaratory and injunctive relief to vindicate the 

rights of dealership members subject to the LCP. 

 In December 2021, both parties filed cross-motions for summary 

judgment. On October 21, 2022, the trial court held a hearing after which it 

denied NJCAR's summary judgment motion and granted summary judgment in 

favor of Ford. The trial court issued an oral ruling, explaining in pertinent part: 

The [c]ourt is not going to address every substantive 

argument made by both sides in the cross-motion for

summary judgment, as the [c]ourt finds fundamentally 

that there is a lack of standing in this case because of 

the clear provisions of the [NJFPA]. . . . 

This appeal follows. NJCAR contends it has associational standing to 

raise its members' claims under the NJFPA and the trial court erred by analyzing 

(h) [t]o fail or refuse to sell or offer to sell to all motor 

vehicle franchisees in a line make every motor vehicle 

sold or offered for sale to any motor vehicle franchisee 

of the same line make, or to fail or refuse to sell or offer 

to sell such motor vehicles to all motor vehicle 

franchisees at the same price for a comparably equipped 

motor vehicle, on the same terms, with no differential 

in discount, allowance, credit or bonus, and on 

reasonable, good faith and non-discriminatory 

allocation and availability terms. 

 
5 A-1051-22

statutory standing rather than associational standing. NJCAR also argues it is 

entitled to summary judgment because "Ford's LCP payments to New Jersey 

Lincoln dealers create bonus differentials on comparably equipped new motor 

vehicles because not all New Jersey Lincoln dealers receive the same percentage 

of [the Manufacturer's Suggested Retail Price] as an LCP Payment."

II. 

We begin our analysis by acknowledging the foundational legal principles 

governing this appeal. We review decisions granting summary judgment de 

novo. Samolyk v. Berthe, 251 N.J. 73, 78 (2022). A grant of summary judgment 

is appropriate if "there is no genuine issue as to any material fact" and the 

moving party is entitled to judgment "as a matter of law." Rule 4:46-2(c). We 

therefore "must 'consider whether the competent evidential materials presented, 

when viewed in the light most favorable to the non-moving party, are sufficient 

to permit a rational factfinder to resolve the alleged disputed issue in favor of 

the non-moving party.'" Samolyk, 251 N.J. at 78 (quoting Brill v. Guardian Life 

Ins. Co. of Am., 142 N.J. 520, 540 (1995)). 

With respect to the issue of standing, in O'Shea v. N.J. Schs. Const. Corp., 

we explained: 

Standing is an aspect of justiciability. Flast v. Cohen, 

392 U.S. 83, 98-99, 101 (1968). While we do not 
6 A-1051-22

render advisory opinions or function in the abstract, our 

courts have historically taken a liberal approach to the 

issue of standing. See Crescent Park Tenants Ass'n v. 

Realty Equities Corp. of N.Y., 58 N.J. 98, 101 (1971). 

Standing may be found as long as the parties seeking 

relief have a sufficient personal stake in the controversy 

to assure adverseness and the controversy is capable of 

resolution by the courts. Id. at 103-04. Our Supreme 

Court has recognized the standing of associations to 

litigate on behalf of their constituencies, id. at 106. . . . 

[388 N.J. Super. 312, 318 (App. Div. 2006).] 

In N. Haledon Fire Co. No. 1 v. Borough of N. Haledon, we explained 

when and in what circumstances "[a]n association may have standing to seek 

judicial relief in its own right or on behalf of its members." 425 N.J. Super. 615, 

627 (App. Div. 2012). Specifically, "[t]o establish that it has standing, 'an 

association must demonstrate that its members would have standing to sue; the 

interests its seeks to maintain are germane to the purposes of the organization; 

and neither the claim asserted nor the relief requested requires individual 

participation by the association's members.'" Id. at 627-28 (quoting Med. Soc'y 

of N.J. v. AmeriHealth, HMO, Inc., 376 N.J. Super. 48, 55 n. 2 (App. Div. 2005) 

(citing Hunt v. Wash. State Apple Adver. Comm'n, 432 U.S. 333, 343 (1977))). 

III. 

 We next apply these associational standing elements to the matter before 

us. With respect to the first prong—whether the association's members would 
7 A-1051-22

have standing to bring an action under the NJFPA in their own right—we note 

the parties dispute whether NJCAR's members have suffered injury. Although 

we express no opinion on whether summary judgment ultimately should be 

granted for either party, we are satisfied NJCAR is not seeking a mere "advisory 

opinion." Rather, there appears to be a justiciable controversy so that individual 

NJCAR members would have standing to bring an action under the NJFPA. See 

O'Shea, 388 N.J. Super. at 318 ("Plaintiffs are not seeking an advisory opinion, 

but in fact have placed before the court a sharply-focused issue in which the 

organization's constituent members have a personal stake. The issue has been 

presented in an adversarial context, and is capable of judicial resolution."). 

With respect to prong two of the associational standing test, we conclude 

that proper enforcement of the NJFPA is germane to NJCAR's purpose, which 

includes advocating on behalf of its members and promoting public policies to 

ensure a competitive and fair marketplace. 

As to the third prong of the associational standing test, we conclude this 

litigation does not require participation of individual members because NJCAR 

seeks only declaratory and injunctive relief, not damages based on the alleged 

violation of the statute. In Hunt, the United States Supreme Court explained: 

[W]hether an association has standing to invoke the

court's remedial powers on behalf of its members 
8 A-1051-22

depends in substantial measure on the nature of the

relief sought. If in a proper case the association seeks 

a declaration, injunction, or some other form of 

prospective relief, it can reasonably be supposed that 

the remedy, if granted, will inure to the benefit of those 

members of the association actually injured. Indeed, in 

all cases in which we have expressly recognized 

standing in associations to represent their members, the 

relief sought has been of this kind. 

[432 U.S. at 343 (quoting Warth v. Seldin, 422 U.S. 

490, 515 (1975)).] 

In sum, NJCAR meets all three prongs of the test for associational standing. 

IV. 

 We next address defendant's argument the text of the NJFPA forecloses 

an association from bringing an action. The Act provides in relevant part: 

[a]ny franchisee may bring an action against its 

franchisor for violation of this act in the Superior Court 

of the State of New Jersey to recover damages sustained 

by reason of any violation of this act and, where 

appropriate, shall be entitled to injunctive relief. Such 

franchisee, if successful, shall also be entitled to the 

costs of the action including but not limited to 

reasonable attorney's fees. 

[N.J.S.A. 56:10-10.] 

The Act defines a "[f]ranchisee" as "a person to whom a franchise is offered or 

granted." N.J.S.A. 56:10-3(d). 
9 A-1051-22

Defendant is correct the Act does not expressly authorize an association 

to bring an action on behalf of its members who are franchisees. But nor does 

the Act explicitly preclude associational standing. In view of New Jersey's 

"liberal" standing jurisprudence when there is real dispute between parties that 

have a real interest, see O'Shea, 388 N.J. Super. at 318, we decline to apply the 

"canon of statutory construction, expressio unius est exclusio alterius—

expression of one thing suggests the exclusion of another left unmentioned." 

DiProspero v. Penn, 183 N.J. 477, 495 (2005) (quoting Brodsky v. Grinnell 

Haulers, Inc., 181 N.J. 102, 112 (2004)). 

 We add that in N.J. Coal. of Auto. Retailers v. DaimlerChrysler Motors 

Corp., NJCAR—the same plaintiff as in the matter before us—alleged 

"DaimlerChrysler [was] interfering with the rights of NJCAR members to secure 

the rights afforded them under the [NJFPA]. . . ." 107 F.Supp.2d 495, 498 

(D.N.J. 1999). Among other arguments, DaimlerChrysler argued NJCAR lacked 

standing to sue on behalf of the dealers. Ibid. 

The district court addressed the associational standing argument in a 

footnote, explaining: 

The first prong [of associational standing] is satisfied 

because members of NJCAR would have standing to 

bring this claim. Our decision granting the preliminary 
10 A-1051-22

injunction application would not change if the case had 

been brought by an individual dealer. 

The second prong is satisfied because NJCAR is 

a trade association, made up of New Jersey motor 

vehicle retailers, and "routinely takes action on behalf 

of its members in areas of common interest, including 

participation in legislative and judicial proceedings." 

Accordingly, the interests of dealers in asserting their 

statutory rights under the NJFPA is germane to 

NJCAR's purpose. Finally, the third prong is met as the 

participation of individual members is not required in 

this action for injunctive relief. See Warth v. Seldin, 

422 U.S. 490, 515 (1975). 

 [Id. at 501 n.5 (internal citation omitted).] 

While the district court's published opinion is not binding on us, we find it to be 

persuasive on the standing question. 

 Finally, with respect to standing, we address defendant's argument that: 

NJCAR cannot have it both ways. It cannot both rely 

on the standing of its members to claim associational 

standing but then deny Ford the opportunity to assert 

defenses specific to those members. If one of NJCAR's 

Lincoln-affiliated members had brought identical 

claims against Ford in a stand-alone lawsuit, there is no 

doubt that Ford would be able to assert a complete 

defense to that action if the franchisee was in material 

breach of the franchise agreement. See N.J.[S.A.] 

56:10-9.2 

2

 N.J.S.A. 56:10-9 provides "[i]t shall be a defense for a franchisor, to any action 

brought under this act by a franchisee, if it be shown that said franchisee has 

failed to substantially comply with requirements imposed by the franchise and 

other agreements ancillary or collateral thereto." 
11 A-1051-22

Our review of the record fails to show Ford alleged that any Lincoln 

dealerships that are members of NJCAR, much less all of them, materially 

breached their agreements. In these circumstances, Ford's argument does not 

preclude associational standing to bring an action for declaratory and injunctive 

relief. 

V.

 As noted, the trial court's summary judgment ruling in defendant's favor 

was based on NJCAR's lack of standing. The court did not make findings of 

fact and conclusions of law with respect to whether there is a genuine issue of 

material fact in dispute. We decline to exercise original jurisdiction to decide 

whether summary judgment is appropriate based on the present record. Estate 

of Doefler v. Fed. Ins. Co., 454 N.J. Super. 298, 301-02 (App. Div. 2018) 

("Although our standard of review from the grant of a motion for summary 

judgment is de novo . . . our function as an appellate court is to review the 

decision of the trial court, not to decide the motion tabula rasa."); Price v. 

Himeji, LLC, 214 N.J. 263, 294 (2013) (Rule 2:10-5 "allow[s an] appellate court 

to exercise original jurisdiction to eliminate unnecessary further litigation, but 

discourage[s] its use if factfinding is involved.") (alterations in original) 

(quoting State v. Santos, 210 N.J. 129, 142 (2012)). Accordingly, we remand 
12 A-1051-22

for the trial court to decide the parties' cross-motions for summary judgment on 

the merits. 

Reversed and remanded for further proceedings in accordance with this 

opinion. We do not retain jurisdiction.