author: Judge CARPARELLLI.

text:
    CF & I STEEL, L.P., d/b/a Rocky Mountain Steel Mills, Petitioner-Appellant and Cross-Appellee, v. AIR POLLUTION CONTROL DIVISION, Colorado Department of Public Health and Environment, State of Colorado, Respondent-Appellee and Cross-Appellant, and United Steel Workers of America, AFL-CIO/CLC, Respondent-Intervenor-Appellee and Cross-Appellant.
    No. 02CA0715.
    Colorado Court of Appeals, Div. II.
    Aug. 14, 2003.

      Dufford & Brown, P.C., Herbert A. Delap, Eugene F. Megyesy, Joanne Herlihy, Denver, Colorado, for Petitioner-Appellant and Cross-Appellee.
    Ken Salazar, Attorney General, Garrison W. Kaufman, Assistant Attorney General, Denver, Colorado, for Respondent-Appellee and Cross-Appellant.
    Santarella & Eckert, LLC, Susan J. Ee kert, Joseph M. Santarella, Jr., Littleton, Colorado, for Respondent-Intervenor-Appel-lee and Cross-Appellant.
   Opinion by

Judge CARPARELLLI.

Petitioner, CF & I Steel, L.P., d/b/a Rocky Mountain Steel Mills (RMSM), appeals a permanent injunction that directed respondent, the Air Pollution Control Division of the Colorado Department of Public Health and Environment (the Division), to disclose to inter-venor, United Steel Workers of America, AFL CIO/CLC (the Union), approximately 760 pages of documents RMSM had previously provided to the Division. The Division and the Union cross-appeal a portion of the same order in which the court permanently enjoined the Division from disclosing the remaining documents to the Union. We affirm.

In June 2001, enforcement agents of the Division visited RMSM's steel-making facility to conduct a records inspection pursuant to the Colorado Air Pollution Prevention and Control Act, § 25-7-101, et seq., C.R.8.2002. RMSM permitted the agents to conduct the inspection, under threat of the execution of search warrants, and ultimately produced to the Division approximately 3,848 pages of documents. RMSM informed the Division that it was asserting business confidentiality regarding all the documents.

The Union later asked the Division for permission to review the produced documents, pursuant to the Colorado Open Ree-ords Act, § 24-72-201, et seq., C.R.8.2002 (CORA). The Division notified RMSM that it had concluded that, with a few exceptions, there was not sufficient basis to find that the documents were confidential under the confidentiality exception in CORA. See § 24-72-204(8)(a)(IV), C.R.S.2002 (the right of inspection shall be denied for "[t]rade secrets, privileged information, and confidential commercial, financial, geological, or geophysical data"). Accordingly, it advised RMSM that it would make the documents available for the Union's review unless RMSM gave the Division "specific justification" for its claims of confidentiality with respect to each document. In response, RMSM filed with the court a petition for a protective order to prevent the disclosure of the documents.

At the conclusion of the preliminary injunction hearing, the court ruled that approximately 760 pages of documents constituted "emission data" and that, in accordance with § 25-7-132, C.R.S.2002, the Division was required to disclose them regardless of whether they contained confidential business information. The court also ruled that the affidavit and testimony of RMSM's general manager provided sufficient evidence to show that approximately 850 pages of the documents were confidential. Therefore, the court enjoined the Division from disclosing those documents until the matter could be tried.

After a three-day trial, the court entered a permanent injunction. The court ruled that: (1) approximately 760 pages of documents constitute "emission data," within the meaning of § 25-7-108(11.5), C.R.S.2002, and must be disclosed to the Union; (2) documents listed in Exhibit A of the order must be disclosed because RMSM agreed that they were not confidential; and (8) the remaining documents, approximately 2,500 pages, were not public records as defined by CORA or, alternatively, "contain sensitive financial-commercial-trade secret information within the meaning of" the confidential ree-ords exception. Accordingly, the court required disclosure of the 760 pages of emission data and the documents listed in Exhibit A, but it permanently enjoined the Division from disclosing the 2,500 pages of documents.

This appeal and cross-appeal followed.

L.

The Division and the Union first contend that the trial court erred when it applied a de novo standard of review to RMSM's request for injunctive relief, They assert that the Colorado Administrative Procedure Act, § 24-4-101, et seq., C.R.8.2002 (CAPA), required the trial court to apply a deferential arbitrary and capricious standard to the Division's initial determination that the doeu-ments should be disclosed absent a showing by RMSM of confidentiality. We disagree.

CORA specifically states that a party that is denied access to documents has the right to bring an action in district court to challenge that denial. Section 24-72-204(5), C.R.S.2002. However, the parties agree that CORA does not address the options available to a party that is challenging an agency's decision to grant a third party access to documents.

CAPA states that "any person adversely affected or aggrieved by any agency action may commence an action for judicial review in the district court." Section 24-4-106(4), C.R.S.2002. An "action" includes "any agency rule, order, interlocutory order, license, sanction, relief, or the equivalent or denial thereof, or failure to act." Section 24-4-102(1), Any "action" that constitutes "final ageney action" must include a list of all parties to the "agency proceeding." Section 24-4-102(1). A "proceeding" is "any agency process for any rule or rule-making, order or adjudication, or license or licensing." Section 24-4-102(18), C.R.S.2002.

Under CAPA, a reviewing court may not reverse an agency action unless the court finds it to be arbitrary and capricious or contrary to rule or law. Section 24-4-106(7), C.R.$S.2002.

At the preliminary injunction hearing, the trial court ruled that it was "not appropriate" for it to review the Division's determination. Instead, the court applied the standard for preliminary injunctions pursuant to C.R.C.P. 65(a) and Rathke v. MacFarlane, 648 P.2d 648 (Colo.1982)(providing six factors related to the issuance of a preliminary injunction).

On this record, we conclude that the Division's determination regarding whether the documents here contained confidential information within the meaning of § 24-72-204(8)(a)(IV) did not constitute an adjudicatory agency action of the kind addressed in CAPA. See § 24-4-105, C.R.8.2002.

Therefore, we reject the Division's and the Union's claims that RMSM's petition should be construed as a review of an agency action under CAPA. Instead, we conclude that the court was deciding the dispute between these parties in the first instance and, therefore, that the court properly resolved the dispute in accordance with the standards applicable to injunctive relief See C.R.C.P. 57, 65.

IL.

RMSM's primary contention is that the trial court erred when it ruled that 760 pages of documents constitute "emission data" and thus must be disclosed. Specifically, it asserts that documents that pertain to the "operation or state of the pollution control equipment" and to "operational charges [sic] or modifications at the facility" are not emission data. We are not persuaded.

Under CORA, the custodian of the records must deny the right of inspection for trade secrets, privileged information, and confidential data "unless otherwise provided by law." Section 24-72-204(3)(a), C.R.S.2002; see Bodelson v. City of Littleton, 36 P.3d 214 (Colo.App.2001).

The Colorado Air Pollution Prevention and Control Act requires that "all emission data received or obtained by the ... division shall be available to the public to the extent required by the federal [Clean Air Act]." Section 25-7-1832.

Section 25-7-103(10), C.R.S.2002, defines emission as the "discharge or release into the atmosphere of one or more air pollutants." As relevant here, § 25-7-103(11.5)(a) and (b) define emission data as including the following information related to any source of emission of any substance into the air:

(a) Information necessary to determine the identity, amount, frequency, concentration, or other characteristics (to the extent related to air quality) of any emission which has been, or will be, emitted by the source (or of any pollutant resulting from any emission by the source), or any combination thereof;
(b) Information necessary to determine the identity, amount, frequency, concentration, or other characteristics (to the extent related to air quality) of the emission which, under an applicable standard or limitation, the source was authorized to emit (including, to the extent necessary for such purposes, a description of the manner or rate of operation of the source), or any combination thereof.

RMSM contends that the definition of emission data is limited to factual information that forms the basis of a scientific or systematic calculation of emissions. In essence, RMSM asserts that the information collected must be used to calculate a numerical indication of an emission-for example, the information reported on the "Air Pollution Emission Notice" filed monthly by the facility with the Division.

Section 25-7-108(11.5)(b) defines emission data to include "information necessary to determine the identity, amount, frequency, concentration, or other characteristics" of the emission. See generally 56 Fed. Reg. 7042 (Feb. 21, 1991). This definition does not limit emission data to numeric information from which caleulations can be made. Instead, it includes all information, including nonnumeric descriptions, from which various aspects of emissions may be "determined." Moreover, the latter interpretation of the definition of emission data is consistent with the statute and the explicit exception for emission data found in the federal Clean Air Act. See Natural Res. Def. Council, Inc. v. United States Envtl. Prot. Agency, 494 F.2d 519 (2d Cir.1974).

RMSM also challenges the trial court's reliance on a Division inspector's conclusions regarding emission data rather than that of RMSM's experts. However, the evaluation of credibility of witnesses, including expert witnesses, is a matter solely within the fact finding province of the trial court, and we decline to disturb the trial court's ruling. Cherry Hills Country Club v. Bd. of County Comm'rs, 832 P.2d 1105 (Colo.App.1992); see also Nat'l Adver. Co. v. Dep't of Transp., 932 P.2d 871 (Colo.App.1997)(the construction of statutes by administrative officials charged with their enforcement should be given deference).

IIL

In its eross-appeal, the Union contends that the trial court erred when it entered a permanent injunction that protected documents that were not protected by the preliminary injunction order. We disagree.

"Preliminary injunctive relief is an extraordinary remedy designed to protect a plaintiff from sustaining irreparable injury and to preserve the power of the district court to render a meaningful decision following a trial on the merits" Rathke v. MacFarlane, supra, 648 P.2d at 651. "The grant or denial of a preliminary injunction does not amount to an adjudication of the ultimate rights in controversy...." Atmel Corp. v. Vitesse Semiconductor Corp., 30 P.3d 789, 792 (Colo.App.2001). Hence, an order that grants or denies preliminary relief "is not conclusive upon either the court or the parties on the subsequent disposition of the cause by final decree." Allen v. City & County of Denver, 142 Colo. 487, 489-90, 351 P.2d 390, 391 (1960)(quoting 28 Am.Jur. Injunctions § 279 at 793).

Here, the trial court first entered a preliminary injunction that enjoined the disclosure of 850 pages of documents that RMSM had demonstrated were confidential. However, it ruled that the preliminary injunction would also prohibit disclosure of other documents if, within thirty days, RMSM submitted a second affidavit that identified more documents "that properly come within the parameters" of the four categories the court listed in the preliminary injunction. The court also ruled that, within 120 days, RMSM could request that the court make the injunction permanent.

Within the time required, RMSM submitted a second affidavit in which it asserted that nearly all of the remaining 2,500 pages of documents were confidential. The Union challenged the second affidavit and argued that RMSM did not identify the additional documents according to the four categories as required by the court.

RMSM then filed a motion in which it requested the preliminary injunction be made permanent. The Union opposed the motion and again asserted that the second affidavit was not consistent with the limitations established in the court's preliminary injunction order. Prior to trial, the Union submitted a brief in which it argued, among other things, that the seope of the permanent injunction trial was limited to the question of whether any of the 850 pages of undisclosed confidential documents contained emission data and, therefore, must be disclosed regardless of their confidential status. At trial, the Union did not articulate the same argument, but asserted that the trial should be limited to the question of whether any of the confidential documents contained emission data.

Although the Union attempted to limit the seope of the trial to that issue, the trial court permitted RMSM to present additional evidence regarding the confidentiality of the 2,500 pages of documents. Based on that evidence, the trial court ruled that all the documents listed in RMSM's two affidavits contained "financial-commercial-trade secret information within the meaning of § 24-72-204(8)(a)(IV) and [that, except for the 760 pages of emission data, those documents] should not be disclosed."

On appeal, the Union argues that, because the preliminary injunction was an appealable order under C.A.R. 1(a)(8), only an appellate court could review it. And, because RMSM did not appeal that order, it was a final determination that the 2,500 pages were not confidential and must be disclosed. The Union cites no authority to support its position, and we reject this argument.

Instead, we conclude that the trial court's preliminary injunction order was not conclusive of the ultimate rights in controversy. Thus, the trial court could properly enter a permanent order that was more inclusive than the preliminary order. We further conclude the trial court's findings of fact regarding the confidentiality of the documents are supported by sufficient evidence in the record.

IV.

Because we are upholding the trial court's determination that the 2,500 pages of documents are confidential and should not be disclosed pursuant to § 24-72-204(8)(a)(IV), we do not reach the Union's alternative contention that the trial court erred when it ruled that the remaining documents held by the Division were not public records under CORA.

v.

RMSM contends that documents dated earlier than June 1996 should not be subject to disclosure because they are outside of the five-year limitations period to bring an action under the Colorado Air Pollution Prevention and Control Act. We disagree.

Section 25-7-128.1(1)(a), C.R.S8.2002, provides that any action brought to enforce the Colorado Air Pollution Prevention and Control Act must be commenced "within five years of occurrence of the alleged violation."

RMSM argues that it is not obligated to disclose the documents because its production to the Division was for an alleged violation and the prosecution of that violation is limited to five years under § 25-7-128.1(1)(a).

To the contrary, the issue here is a request under CORA for documents in the custody of the Division. CORA does not contain a statute of limitations regarding requests for doe-uments or any restriction on the dates of documents that must be disclosed. Therefore, whether the Division was entitled to the documents that were more than five years old with regard to the underlying violation of the Colorado Air Pollution Prevention and Control Act is not relevant to the Union's CORA request.

VIL.

Finally, we also reject RMSM's contention that the trial court abused its discretion when it granted the Union's request to intervene pursuant to C.R.C.P. 24(b)(2).

C.R.C.P. 24(b)(2) allows for permissive intervention when an applicant's contentions and the proceedings present common questions of law or fact, so long as the intervention will not unduly delay or prejudice the rights of the original parties. In re Marriage of Paul, 978 P.2d 136 (Colo.App.1998).

When a trial court allows intervention pursuant to C.R.C.P. 24(b), its ruling should not be disturbed absent a showing of abuse of discretion. In re Marriage of Paul, supra; Tekai Corp. v. Transamerica Title Ins. Co., 39 Colo.App. 528, 571 P.2d 321 (1977); see also Feigin v. Alexa Group, Ltd., 19 P.3d 23 (Colo.2001).

RMSM argues that the Union was not entitled to permissive intervention because the Union could not and did not add any factual information concerning the interpretation of the documents in question. It asserts that the Union has no protected interest in seeing the nonpublic documents and wants access only to assist it in pursuing unrelated litigation against RMSM.

However, the Union's claim to inspect these documents relies upon a common question of law and fact because its ability to inspect the documents will be affected by the outcome of the case. Because the Union is the only party to this case that has an interest in seeking release of the documents, and because the Division clearly indicated on the record that its interest was not aligned with the Union's interest, we conclude that the trial court did not abuse its discretion when it granted intervention pursuant to C.R.C.P. 24(b)(2). Cf. Int'l Bhd. of Elec. Workers Local 68 v. Denver Metro. Major League Baseball Stadium Dist., 880 P.2d 160 (Colo.App.1994)(allowing intervention as a matter of right in a CORA case).

Although the trial court did not specifically find that the Union's claim had a question of law or fact in common with the main action, we conclude that the ruling was not an abuse of the trial court's discretion.

The order is affirmed.

Judge NEY and Judge MARQUEZ concur.


source: Caselaw Access Project

license: Public Domain

text:
    2003 OK 74
    In The Matter of The REINSTATEMENT OF David W. KNIGHT, to Membership in the Oklahoma Bar Association and to the Roll of Attorneys.
    No. 4774.
    Supreme Court of Oklahoma.
    Sept. 16, 2003.
   1 1 1. The petitioner, David W. Knight, was admitted to the Oklahoma Bar Association on October 14, 1982.

12 2. The petitioner moved to Texas and became a member of the State Bar of Texas on May 18, 1988. Knight is currently and has been a member in good standing of the State Bar of Texas since admission.

13 3. After being injured in a motorcycle wreck in 1997 which left him unable to practice law, petitioner was placed on associate, member status with the Oklahoma Bar Association on April 6, 1998.

T 4 4. On January 7, 2008, David W. Knight filed a petition for reinstatement to the Oklahoma Bar Association as an active member. Knight seeks reinstatement following associate-member status for more than two years.

15 5. A hearing before the Trial Panel of the Professional Responsibility Tribunal was held on May 22, 2008 and the Trial Panel unanimously recommended that petitioner be reinstated.

T 6 6. Petitioner has agreed to pay the fees and expenses of investigation in processing his petition for reinstatement and the Oklahoma Bar Association has filed an application to assess costs in the amount of $410.22.

T7 Upon consideration of the matter we find:

T8 1) Petitioner's reinstatement is governed by Article II, section 2(d), Rules Creating and Controlling the Oklahoma Bar Association, 5 0.8.2001, ch.1, app.1, which requires compliance with Rule 11.1 through Rule 11.7 of the Rules Governing Disciplinary Proceedings, 5 0.8.2001, ch. 1, app. 1-A.

T9 2) The petitioner has met all the procedural requirements necessary for reinstatement to the Oklahoma Bar Association under Rule 11, Rules Governing Disciplinary Proceedings.

10 2) The petitioner has established by clear and convincing evidence that he has not engaged in the unauthorized practice of law in the State of Oklahoma.

T11 3) The petitioner has established by clear and convincing evidence that he possesses the competency and learning in the law required for reinstatement to the Oklahoma Bar Association.

T12 4) The petitioner has established by clear and convincing evidence that he possesses the good moral character that would entitle him to be reinstated to the Oklahoma Bar Association.

113 IT IS THEREFORE ORDERED that the petition of David W. Knight for reinstatement to active membership in the Oklahoma Bar Association be granted. Petitioner is directed to pay costs of the proceeding in the amount of $410.22 within thirty (80) days of the date of this order.

T14 DONE BY ORDER OF THE SUPREME COURT IN CONFERENCE THIS 15th DAY OF SEPTEMBER, 2003.


author: HODGES, J.

text:
    2003 OK 71
    In the Matter of the REINSTATEMENT OF Marcus E. RAICHLE, Jr., to Membership in the Oklahoma Bar Association and to the Roll of Attorneys.
    SCBD No. 4528.
    Supreme Court of Oklahoma.
    Sept. 16, 2003.

      Marcus E. Raichle, Jr., East Alton, MO, for the Petitioner, pro se.
    Allen J. Welch, Assistant General Counsel, Oklahoma Bar Association, for the Respondent.
   HODGES, J.

€ 1 This matter is before the Court pursuant to rule 11 of the Rules Governing Disciplinary Proceedings, Okla. Stat. tit. 5, ch. 1, app. 1-A (2001), for consideration of Mareus E. Raichle, Jr.'s petition for reinstatement to membership in the Oklahoma Bar Association and to the Roll of Attorneys. After the petition was filed, the Oklahoma Bar Association (OBA) investigated the matter,. The Professional Responsibility Tribunal (PRT) held a hearing. Both the OBA and the PRT recommend that petitioner be reinstated.

T2 The record submitted to this Court shows by clear and convincing evidence that the petitioner has met the requirements for reinstatement to membership in the OBA. The petitioner was admitted to the practice of law in Oklahoma on September 13, 1992, after graduation from the University of Tulsa School of Law and after successful completion of the Oklahoma Bar Examination. The petitioner moved from Oklahoma before being admitted to membership in the OBA and has never practiced law in Oklahoma. The petitioner has taken and passed the bar examinations and been admitted to practice law in Missouri, Illinois, and Indiana. Because he was not practicing in Oklahoma, the petitioner resigned from membership in the OBA on September 9, 1993. The resignation was not the result of delinquent dues, failure to complete mandatory continuing legal education requirements, or any disciplinary proceeding.

T3 Petitioner filed his petition for reinstatement on April 19, 2000. The investigation and hearing were delayed by additional familial duties because of a family member's death and by a debilitating medical condition. Based on these facts, both the PRT and the OBA found that the delay was justified. All of the witnesses testified that the petitioner was of good moral character. The petitioner disclosed that he had been the subject of a complaint and an investigation by the Missouri Bar Association. Apparently, the Missouri Bar found the complaint was without merit because the petitioner has not been the subject of any discipline either in Missouri or in any other jurisdiction.

T4 The PRT found and the OBA agrees that there is no evidence that the petitioner engaged in the unauthorized practice of law. The petitioner is associated with the Simmons Firm. During the course of investigation, the OBA discovered that the firm's letterhead and web page could be construed to reflect that the petitioner was a current member of the OBA. The petitioner explained that other members of the firm had designed the letterhead and web page information, that the information was meant to show the jurisdictions where he had been admitted, and that the language was inexact. As soon as the problem was brought to the petitioner's attention, he corrected the web page and has taken action to correct the letterhead. However, there is no evidence that the petitioner engaged in the unauthorized practice of law in Oklahoma or any other jurisdiction.

15 The PRT found that the petitioner possessed the necessary learning and competency for readmission. The petitioner has practiced law in other states since his resignation from the OBA. He has attended continuing legal education classes on a regular basis. All the evidence is that the petitioner has the necessary skills for readmission.

T6 The petitioner has satisfied the procedural requirements for reinstatement. The Client Security Fund has not expended any money on behalf of the petitioner. He has not filed a petition for reinstatement during the one year period immediately preceding this pending petition. The petitioner has paid the dues owing from 1998. The PRT and the OBA recommended that the petitioner be reinstated.

T7 The petitioner has met his burden of proof to show by clear and convincing evidence the prerequisites to reinstatement found in rule 11.5 of the Rules Governing Disciplinary Proceedings. It is ordered that petitioner, Marcus E. Raichle, Jr. be reinstated to membership in the Oklahoma Bar Association and that his name be reinstated to the Roll of Attorneys licensed to practice law in the State of Oklahoma. It is also ordered that the petitioner shall pay the costs of this proceeding in the amount of $525.67 within twenty days from the date this Order is filed with the Clerk of this Court and reinstatement is conditioned upon payment of the costs.

PETITION FOR REINSTATEMENT GRANTED UPON PAYMENT OF COSTS.

18 ALL JUSTICES CONCUR.


author: OPALA, v.C.J.

text:
    2003 OK 73
    Thurbert A. CAMPBELL, Plaintiff/Appellee/Counter-Appellant, v. INDEPENDENT SCHOOL DISTRICT NO. 01 OF OKMULGEE COUNTY, State of Oklahoma, a/k/a Okmulgee Public Schools, Defendant/Appellant/Counter-Appellee.
    No. 97,513.
    Supreme Court of Oklahoma.
    Sept. 16, 2003.

      Richard B. Wilkinson, Oklahoma Education Association, Oklahoma City, Oklahoma, for Plaintiff/Appellee/Counter-Appel-lant.
    J. Douglas Mann and William A. Caldwell, Rosenstein, Fist & Ringold, Tulsa, Okla homa, for Defendant/Appellant/Counter-Ap-pellee.

      . Identified herein are only those counsel for the parties whose names appear on the certiorari paperwork filed in this court.

   OPALA, v.C.J.

{1 The dispositive questions tendered on certiorari are (1) Does the contract for the 2000-2001 school year between the Okmulgee Public Schools and its teachers entitle plaintiff, who retired at the end of the school year, to be reimbursed for all the unused sick leave days he accumulated in excess of one hundred twenty (120) days? and if so (2) Is defendant liable for liquidated damages for its refusal to fully reimburse plaintiff for all the excess, unused sick leave he had accumulated? We answer the first question in the affirmative and the second in the negative.

I

ANATOMY OF LITIGATION

12 The Okmulgee Public Schools (defendant) and the Okmulgee Association of Classroom Teachers entered into an agreement effective the first day of the 2000-2001 school year governing their mutual rights and obligations (the Agreement). Among its provisions are two paragraphs concerning the disposition upon retirement of an employee's accumulated, unused sick leave. The first states:

"Sick leave days may be cumulative up to a maximum total of one hundred twenty (120) days.... Any unused sick leave days in exeess of the one hundred twenty (120) days is irrevocably transferred to the individual employees (sic) sick leave retirement bank and may be used for retirement purposes only."

Several paragraphs later, the Agreement states:

"A teacher who has his/her last ten consecutive years of service in the Okmulgee Public Schools prior to retirement will be paid for all unused sick leave above one hundred twenty (120) days at the teacher's per diem rate when he/she retires from the school system."

13 In addition to the two quoted paragraphs of the Agreement, the disposition of unused sick leave accumulated by a retiring employee is also addressed in a policy adopted by the Board of Education in 1998. That policy states:

"Employees of [the] Okmulgee School District upon retirement will be compensated at their per diem rate for any and all unused sick leave above one hundred twenty days (120). ADOPTED: May 12, 1998."

T 4 Thurbert A. Campbell (plaintiff) taught in the Okmulgee Public Schools for more than ten (10) consecutive years before retiring at the end of the 2000-2001 school year. During his tenure as a teacher, plaintiff accumulated one hundred sixty-five and one-half (1654) days of unused sick leave. He informed defendant in March 2001 that based on the terms of the Agreement he expected to be reimbursed at his per diem rate for forty-five and one-half (45%) of those days. The school district conceded that he was owed for eighteen (18) days, but rejected his claim for the other twenty-seven and one-half (27k) days. Defendant notified plaintiff in writing of its decision and paid him at the end of the school year for the eighteen (18) days it conceded he was owed.

T5 Plaintiff then brought this action in which he seeks judgment for the monetary value of the twenty-seven and one-half (27%) days of accumulated, unused sick leave withheld by defendant and for liquidated damages for defendant's failure to pay wages when due as authorized by the provisions of 40 0.S.2001 § 165.3(B). Defendant denies that plaintiff is entitled to (1) payment for any additional days of unused sick-leave and (2) to liquidated damages even if he prevails in his reimbursement claim.

T 6 Plaintiff and defendant both moved for summary adjudication. The trial court gave judgment to plaintiff on the reimbursement claim and gave judgment to defendant on the liquidated damages claim. Both parties appealed. The Court of Civil Appeals, Division IV, affirmed the judgment for plaintiff, reversed that for defendant (on the liquidated damages claim), and remanded the cause with directions to enter judgment for plaintiff on the latter claim as well.

17 We granted certiorari on defendant's petition and now vacate the opinion of the Court of Civil Appeals and affirm the trial court's judgment.

HI

STANDARD OF REVIEW ON SUMMARY PROCESS

18 Summary process-a special pretrial procedural track pursued with the aid of acceptable probative substitutes -is a search for undisputed material facts which, sans forensic combat, may be utilized in the judicial decision-making process. Summary process is applied where neither the material facts nor any inferences that may be drawn from uncontested facts are in dispute and where the law favors the movant's claim or liability-defeating defense. To that end, the court may consider, in addition to the pleadings, items such as depositions, affidavits, admissions, answers to interrogatories, as well as other evidentiary materials which are offered by the parties in acceptable form. Only those evidentiary materials which eliminate from trial some or all fact issues on the merits of the claim or defense afford legitimate support for mist prius resort to summary adjudication.

19 Summary relief issues stand before us for de novo examination. All facts and inferences must be viewed in the light most favorable to the non-movant. Just as nisi prius courts are called upon to do, so also appellate tribunals bear an affirmative duty to test all evidentiary material tendered in summary process for its legal sufficiency to support the relief sought by the movant. Only if the court should conclude that there is no material fact in dispute and that the law favors the movant's claim or Hability-defeat-ing defense is the moving party entitled to summary judgment in its favor.

III

THE AGREEMENT ENTITLES PLAINTIFF TO PAYMENT FOR ALL ACCUMULATED, UNUSED SICK LEAVE IN EXCESS OF ONE HUNDRED AND TWENTY DAYS

110 Two paragraphs of Article 21 of the Agreement address the disposition of an employee's accumulated, unused sick leave upon retirement. The first states:

"Sick leave days may be cumulative up to a maximum total of one hundred twenty (120) days.... Any unused sick leave days in excess of the one hundred twenty (120) days is irrevocably transferred to the individual employees (sic) sick leave retirement bank and may be used for retirement purposes only." (the retirement bank clause)

Several paragraphs later, the Agreement states:

"A teacher who has his/her last ten consecutive years of service in the Okmulgee Public Schools prior to retirement will be paid for all unused sick leave above one hundred twenty (120) days at the teacher's per diem rate when he/she retires from the school system." (the reimbursement clause)

111 There is no dispute (1) that plaintiff spent the last ten (10) consecutive years in the service of the Okmulgee Public Schools and (2) that he accumulated a total of one hundred sixty-five and one-half (165%) days of unused sick leave prior to the date of his retirement. Plaintiff relies on the reimbursement clause of the Agreement, which he asserts clearly and unambiguously entitles him to be paid for all the sick leave he accumulated in excess of one hundred twenty (120) days.

4 12 Defendant argues that both the retirement bank clause and the reimbursement clause apply to plaintiff and that one directly contradicts the other. Defendant urges that the court can and must reconcile the conflicting provisions and that the key to that endeavor is to be found in the sick leave reimbursement policy adopted by the Board in 1998. That policy states:

"Employees of [the] Okmulgee School District upon retirement will be compensated at their per diem rate for any and all unused sick leave above one hundred twenty days (120). ADOPTED: May 12, 1998." (the sick leave reimbursement policy)

13 Defendant argues that prior to the adoption of the sick leave reimbursement policy, the disposition of unused sick leave was governed solely by the (then extant version of the) retirement bank clause of the Agreement, which controlled (and continues to control) the disposition of all unused sick leave days accumulated before the sick leave reimbursement policy was adopted. Under that provision all sick leave days in excess of one hundred twenty (120) days were "trrevo-cably" transferred to the individual employee's retirement bank to be used for retirement purposes only. Defendant contends that reimbursement of unused sick leave is not a retirement purpose, that phrase being limited to the credit toward retirement provided by the terms of 70 O0.$.2001 § 17-116.2(H).

T14 In 1998 defendant decided that it would offer teachers payment for some of their unused sick leave in excess of one hundred twenty (120) days in place of the Agreement's negotiated arrangement for the transfer of all of those days to the employee's retirement bank. Accordingly, the school district adopted the sick leave reimburse ment policy on 12 May 1998. According to defendant, the retirement bank clause of the Agreement and the sick leave reimbursement policy work together in the following way. Any sick leave days accumulated before the adoption of the policy, having been irrevocably transferred to the individual employee's retirement bank before the policy was adopted, remain subject to the retirement bank clause of the Agreement and are unavailable for reimbursement purposes. Any unused sick leave days accumulated after the policy's adoption can be reimbursed as provided by the policy.

115 Turning to the Agreement's reimbursement clause, defendant argues that if that clause is considered alone in relation to the retirement bank clause, the two clauses are irreconcilably in conflict. This is so, defendant contends, because unused sick leave days cannot be both irrevocably transferred to a retirement bank for the purpose of credit toward retirement and thereafter still be retrievable for reimbursement. In short, for the retirement bank clause to mean what it says, the reimbursement clause cannot literally mean what it says. Defendant then argues that the repugnaney can be cured only by resort to the sick leave reimbursement policy. Defendant proposes that the reimbursement clause should simply be treated as a contractual adaptation of the sick leave reimbursement policy applicable only to sick leave accumulated after 12 May 1998. In this manner, defendant contends, both clauses of the Agreement are given effect without seriously violating the literal meaning of either.

116 Whether a contract is ambiguous and hence requires extrinsic evidence for its clarification is a matter of law for the court to resolve. There is no need to resort to extrinsic evidence to ascertain a contract's meaning where its language is clear and explicit. When a contract is reduced to writing, the parties' intent is to be ascertained from the writing alone whenever possible. Where a contract contains clauses seemingly repugnant to each other, the repugnant clauses must be reconciled if it can be done by any reasonable construction.

1 17 We perceive no irreconcilable conflict between the contract provisions at issue that requires resort to extrinsic evidence for its clarification or resolution. The school district and the teachers specifically contracted that the Agreement "represents the full and complete agreement between the parties." We will not look beyond the four corners of the Agreement to interpret the contract unless it is absolutely necessary. In this case it is not. The two clauses at issue simply provide nonuniform arrangements for the disposition of unused sick leave depending upon the retiring teacher's tenure with the school district. The retirement bank clause provides the general rule for the disposition of sick leave applicable to all teachers except those who qualify for participation in the reimbursement clause. The reimbursement clause provides more favorable treatment for those teachers who have served in the Ok-mulgee Public Schools for ten (10) consecutive years prior to retirement. The latter are eligible to receive reimbursement for their unused sick leave.

118 This interpretation does not conflict with the "irrevocable" nature of the transfer of exeess unused sick leave days to the individual employee's retirement bank because nothing in the Agreement precludes reimbursement as a "retirement purpose." That a teacher might accumulate unused sick leave days with the intent of receiving additional compensation upon retirement is just as clearly a "retirement purpose" as receiving credit for those days.

1 19 Finally, the Agreement does not make the distinction defendant posits between days accumulated before 12 May 1998 and those accumulated after that date. If it had been the parties' intent to limit reimbursement in the manner defendant proposes, it would have been a simple matter to do so either by an explicit statement to that effect or by including in the Agreement a reference to the sick leave reimbursement policy.

1 20 Plaintiff had at least ten (10) years of consecutive service with the school district on the date of his retirement. He is hence entitled to be paid for "all unused sick leave in excess of one hundred twenty (120) days." That portion of the trial court's judgment is affirmed.

IV

PLAINTIFF IS NOT ENTITLED TO LIQUIDATED DAMAGES

21 Pursuant to the provisions of 40 0.$.2001 $ 165.3, an employer who fails to pay all wages owed to an employee when due shall be held liable to the employee for liquidated damages in the amount of two percent (2%) of the unpaid wages per day, up to one-hundred percent (100%) of the unpaid wages. Notwithstanding the provisions of § 165.3, if there is a bona fide disagreement as to the amount of wages owed, the employer will not be held liable for liquidated damages if the employer (1) gives written notice to the employee of the amount of wages the employer concedes is owed and (2) pays the employee the undisputed amount. Defendant in this case provided plaintiff with a written statement of the amount it conceded was owed to him and paid him that amount. Hence it can only be held liable for liquidated damages if its refusal to pay him for the additional days of sick leave was not based on a bona fide disagreement as to the amount plaintiff was owed.

22 The Court of Civil Appeals held that the legislature did not intend for employers to avoid liability for liquidated damages based on a subjective interpretation of the meaning of an employment contract. COCA instead adopted an objective standard and, applying it to the undisputed material facts, held that there was no objective basis in the record to support the existence of a bona fide disagreement over the reimbursement of plaintiffs pre-1998 sick leave days. We disagree with the standard applied by the Court of Civil Appeals and hence with its conclusion.

123 The fundamental rule of statutory construction is to ascertain and give effect to the legislative intent. That intent is to be ascertained from the statute in light of its general purpose and object. Defendant contends that the purpose of § 165.4 is to impose a penalty on an offending employer. We agree. Where as here the plaintiffs actual damages are readily determinable and he (or she) can be fully compensated by the payment of what is owed, there is no reason to consider enhanced damages as compensatory or remedial.

24 In order to justify punishing the employer for failure to pay all wages when due, he (or she) should be to some degree blameworthy for the offending conduct. We hence hold that a bona fide disagreement exists within the meaning of § 165.4 if the employer holds an honest and sincere belief that the wages claimed are not owed.

[ 25 The undisputed facts in the summary process record not only fail to establish as a matter of law that defendant acted without an honest and sincere belief that the wages claimed were not owed, but on the contrary are legally sufficient for summary adjudication of this issue in defendant's favor, The retirement bank clause and the reimbursement clause of the Agreement could be perceived as in conflict if viewed within the context of previous contracts and the sick leave reimbursement policy. The school district did not single out plaintiff to deny him payment for sick leave, but tendered evidentiary material indicating that it consistently calculated sick leave payments in conformity with the board policy and its interpretation of the Agreement. We hence agree with the trial court that judgment on the liquidated damages issue was defendant's due.

y

SUMMARY

' 26 The employment contract between defendant and its teachers for the 2000-2001 school year contains two clauses governing the disposition of accumulated, unused sick leave. The clause applicable to plaintiff provides that teachers with at least ten (10) years of consecutive service in the Okmulgee Public Schools shall be reimbursed upon retirement at their per diem rate for any and all days of accumulated, unused sick leave in excess of one hundred twenty (120) days. Plaintiff worked for the school district for at least ten (10) consecutive years and accumulated one hundred sixty-five and one-half (165%) days of unused sick leave. He is hence entitled to reimbursement for forty-five and one-half (45%) days. Defendant has paid plaintiff for eighteen (18) days. We affirm today the trial court's judgment that defendant owes plaintiff the monetary value of the remaining twenty-seven and one-half (27%) days at plaintiffs per diem rate, or $5,614.68. As to plaintiff's claim for liquidated damages, we hold that defendant's refusal to reimburse plaintiff for all the sick leave the latter claimed he was owed was based on a bona fide disagreement. Judgment on that claim was hence defendant's due.

127 THE COURT OF CIVIL APPEALS OPINION IS VACATED; THE TRIAL COURTS JUDGMENT IS AFFIRMED.

1 28 WATT, C.J., and LAVENDER, HARGRAVE, KAUGER, SUMMERS, BOUDREAU, and WINCHESTER, JJ., concur.

129 HODGES, J., dissents.

      . See infra note 19 for the provisions of 40 O.S. 2001 § 165.3.

      . " 'Acceptable probative substitutes' are those which may be used as 'evidentiary materials' in the summary process of adjudication." Jackson v. Okla. Memorial Hosp., 1995 OK 112, ¶ 15, n. 35, 909 P.2d 765, 773, n. 35. See also Seitsinger v. Dockum Pontiac, Inc., 1995 OK 29, ¶¶ 16-17, 894 P.2d 1077, 1080-81; Davis v. Leitner, 1989 OK 146, ¶ 15, 782 P.2d 924, 926-27.

      . The focus in summary process is not on the facts which might be proven at trial, but rather on whether the tendered proof in the record reveals only undisputed material facts supporting but a single inference that favors the movant's quest for relief. Polymer Fabricating, Inc. v. Employers Workers' Compensation Ass'n, 1998 OK 113, ¶ 7, 980 P.2d 109, 112; Hulsey v. Mid-America Preferred Ins. Co., 1989 OK 107, ¶ 8, n. 15, 777 P.2d 932, 936, n. 15.

      . Polymer, supra note 4 at ¶ 8, at 113.

      . Russell v. Bd. of County Comm'rs, 1997 OK 80, ¶ 7, 952 P.2d 492, 497. See also Gray v. Holman, 1995 OK 118, ¶ 11, 909 P.2d 776, 781.

      . An order that grants summary relief, in whole or in part, disposes solely of law questions. It is thus reviewable by a de novo standard. Brown v. Nicholson, 1997 OK 32, ¶ 5, 935 P.2d 319, 321. See also Kluver v. Weatherford Hosp. Auth., 1993 OK 85, ¶ 14, 859 P.2d 1081, 1083 ("Issues of law are reviewable by a de novo standard and an appellate court claims for itself plenary, independent and non-deferential authority to re-examine a trial court's legal rulings.").

      . Carmichael v. Beller, 1996 OK 48, ¶ 2, 914 P.2d 1051, 1053.

      . Spirgis v. Circle K Stores, Inc., 1987 OK CIV APP 45, ¶ 10, 743 P.2d 682, 685 (approved for publication by the Oklahoma Supreme Court).

      . It is not the purpose of summary process to substitute a trial by affidavit for one by jury, but rather to afford a method of suromarily terminating a case (or eliminating from trial some of its issues) when only questions of law remain. State ex rel. Fent v. State ex rel. Okla. Water Resources Bd., 2003 OK 29, ¶ 14, n. 31, 66 P.3d 432, 440, n. 31; Bowers v. Wimberly, 1997 OK 24, ¶ 18, 933 P.2d 312, 316; Stuckey v. Young Exploration Co., 1978 OK 128, ¶ 15, 586 P.2d 726, 730.

      . Defendant never explicitly states, nor is there any evidentiary material in the record tending to establish, that any contract prior to the 2000-2001 Agreement included the retirement bank clause or a similar clause. It is nevertheless clearly implied by defendant's argument, which only makes sense if the retirement bank (or a similar) provision controlled the disposition of sick leave before the Board adopted the sick leave reimbursement policy. For purposes of fairly articulating the school district's reasoning in refusing to reimburse plaintiff for all of his unused sick leave in excess of one hundred twenty (120) days, we will assume that the retirement bank provision appeared in contracts between the school district and its teachers before 1998. We do so only for the purpose of outlining defendant's position and because we do not consider the assumed fact to be material to the resolution of this case. Were it material, we could not render judgment on summary process. Because we discern no ambiguity or irreconcilable contradiction in the two clauses of the 2000-2001 Agreement at issue, it is in the final analysis immaterial whether the retirement bank clause appeared or did not appear in earlier contracts.

      . The Agreement does not define retirement bank (or otherwise explain how an individual employee's retirement bank operates) nor does the Agreement define retirement purposes.

      . It is unclear from the record whether the reimbursement clause was an addition to the 2000-2001 Agreement or whether it might have appeared in earlier contracts as well.

      . Pitco Production Co. v. Chaparral Energy, Inc., 2003 OK 5, ¶ 12, 63 P.3d 541, 545; Lewis v. Sac and Fox Tribe of Oklahoma Housing Authority, 1994 OK 20, ¶ 25, 896 P.2d 503, 514.

      . Lum v. Lee Way Motor Freight, Inc., 1987 OK 112, ¶ 17, 757 P.2d 810, 815; Rucker v. Republic Supply Co., 1966 OK 118, ¶ 6, 415 P.2d 951, 953. See also the terms of 15 0.$.2001 § 154, which state:
      ''The language of a contract is to govern its interpretation, if the language is clear and explicit, and does not involve an absurdity."

      . See the provisions of 15 § 155, which state:
      "When a contract is reduced to writing, the intention of the parties is to be ascertained from the writing alone, if possible, subject, however, to the other provisions of this article."

      . See the provisions of 15 0.$.2001 § 168, which state:
      "Repugnancy in a contract must be reconciled, if possible, by such an interpretation as will give some effect to the repugnant clause, subordinate to the general intent and purposes of the whole contract."

      . Wages are defined in § 40 0.S8.2001 165.1(4). That provision states: un
      " 'Wages' means compensation owed by an employer to an employee for labor or services rendered, including salaries, commissions, holiday and vacation pay, overtime pay, severance or dismissal pay, bonuses and other similar advantages agreed upon between the employer and the employee, which are earned and due, or provided by the employer to his employees in an established policy, whether the amount is determined on a time, task, piece, commission or other basis of calculation."

      . See the provisions of 40 0.$.2001 § 165.3, which state:
      A. Whenever an employee's employment terminates, the employer shall pay the employee's wages in full, less offsets, at the next regular designated payday established for the pay period in which the work was performed. ...
      B. If an employer fails to pay an employee wages as required under subsection A of this section, such employer shall be additionally liable to the employee for liquidated damages in the amount of two percent (2%) of the unpaid wages for each day upon which such failure shall continue after the day upon which payment is required; or in an amount equal to the unpaid wages, whichever is smaller; ...

      . The pertinent provisions of 40 0.$.2001 § 165.4 state:
      "In case of a bona fide disagreement over the amount of wages, the employer shall give written notice to the employee of the amount of wages which he concedes to be due, and shall pay such amount, without condition, within the time required by Sections 165.2 and 165.3 of this title; provided, however, that acceptance by the employee of any payment made hereunder shall not constitute a release as to the balance of his claim. Payment in accordance with this section shall constitute payment for the purposes of complying with Sections 165.2 and 165.3 of this title, if, but only if, there exists a bona fide disagreement over the amount of wages...."

      . Quoting from Bartmann v. Maverick Tube Corp., 853 F.2d 1540, 1544 (10th Cir.1988), the Court of Civil Appeals described the standard as follows:
      ''The test of a 'bona fide dispute' over an obligation to pay is 'whether there is an objective basis for either a factual or legal dispute as to the validity of [the obligation].' "

      . George E. Failing Co. v. Watkins, 2000 OK 76, ¶ 7, 14 P.3d 52, 56; Patterson v. Beall, 2000 OK 92, ¶ 18, 19 P.3d 839, 845; Nealis v. Baird, 1999 OK 98, ¶ 55, 996 P.2d 438, 460; Jackson v. Mercy Health Center, Inc., 1993 OK 155, ¶ 11, 864 P.2d 839, 844; TXO Production Corp., v. Okla. Corp. Comm'n, 1992 OK 39, ¶ 7, 829 P.2d 964, 968-69.

      . See cases cited supra note 22.

      . In so holding, we ascribe to "bona fide" the statutory meaning of good faith set forth in the provisions of 25 0.$.2001 § 9, which state:
      "Good faith consists in an honest intention to abstain from taking any unconscientious advantage of another, even through the forms or technicalities of law, together with an absence of all information or belief of facts which would render the transaction unconscien-tious."
      See Myers v. Lashley, 2002 OK 14, ¶ 20, n. 46, 44 P.3d 553, 563, n. 46; Sapulpa Petroleum Co. v. McCray, 1929 OK 129, ¶ 7, 277 P. 589, 590. See also Ware v. Hylton, 3 U.S. (3 Dall) 199, 241, 1 L.Ed. 568 (1796) (holding that the 1783 Treaty of Paris allowed plaintiffs, who were British creditors, to recover "bona fide debts" from citizens of Virginia despite a state law canceling those debts; defining bona fide as follows: "Bona fide is a legal technical expression; and the law of Great Britain and this country has annexed a certain idea to it. It is a term used in statutes in England, and in acts of Assembly of all the States, and signifies a thing done really, with a good faith, without fraud, or deceit, or collusion, or trust.")

      . Conceding that the two clauses in the contract may be perceived as in conflict does not discredit today's holding that in the context of this litigation they should not be so viewed.