| Niagara Falls Water Bd. v City of Niagara Falls |
| 2008 NY Slip Op 00737 [48 AD3d 1039] |
| February 1, 2008 |
| Appellate Division, Fourth Department |
| Niagara Falls Water Board, Respondent, v City of Niagara Falls,Appellant. |
—[*1] Phillips Lytle LLP, Buffalo (Kevin J. English of counsel), for plaintiff-respondent.
Appeal from an order of the Supreme Court, Niagara County (Timothy J. Walker, J.), enteredJanuary 11, 2007 in a breach of contract action. The order granted plaintiff's motion for summaryjudgment and denied defendant's cross motion for summary judgment.
It is hereby ordered that the order so appealed from is unanimously affirmed without costs.
Memorandum: Plaintiff commenced this action seeking, inter alia, to recover certain sumscharged by defendant for benefits provided by plaintiff to defendant's former employees who hadbeen assigned to defendant's water, wastewater and stormwater system (water system) and whoretired prior to plaintiff's acquisition of the water system. In 2003 the parties and the NiagaraFalls Public Water Authority entered into an acquisition agreement and an operation agreementin anticipation of plaintiff's acquisition of the water system. The acquisition agreement providedfor the transfer to plaintiff of defendant's "employees who are currently assigned to work at[defendant's] departments of Water and Wastewater (including stormwater personnel)." Pursuantto the operation agreement, defendant agreed, inter alia, to include plaintiff's employees andretirees in its healthcare, dental and life insurance benefit plans, and plaintiff agreed, inter alia, toreimburse defendant for expenses incurred in including plaintiff's employees in those benefitplans. Plaintiff acquired and began operating the water system on September 25, 2003.
Supreme Court properly granted that part of plaintiff's motion seeking partial summaryjudgment on liability on the first, second, third, fourth and sixth causes of action, directeddefendant to account to plaintiff for all of plaintiff's funds used to pay for healthcare, dental andlife insurance benefits provided to defendant's employees who retired prior to September 25,2003 and granted judgment to plaintiff in the amount determined as the result of the accounting."[W]hen parties set down their agreement in a clear, complete document, their writing should asa rule be enforced according to its terms. Evidence outside the four corners of the document as towhat was really intended but unstated or misstated is generally inadmissible to add to or vary thewriting" (W.W.W. Assoc. v Giancontieri, 77 NY2d 157, 162 [1990]). Here, the parties'agreements are clear and complete, and neither agreement indicates that plaintiff agreed to payfor healthcare, [*2]dental and life insurance benefits provided todefendant's former employees who retired prior to plaintiff's acquisition of the water system.Present—Scudder, P.J., Centra, Fahey, Green and Pine, JJ.