RMB Inc. v. Celotto

2024 UT App 188

THE UTAH COURT OF APPEALS

RMB INC. AND SHAMAN INC.,
Appellants,
v.
CORBIN G. CELOTTO,
Appellee.

Opinion
No. 20230393-CA
Filed December 19, 2024

Third District Court, Salt Lake Department
The Honorable Patrick Corum
No. 190900552

Trent J. Waddoups, Attorney for Appellants
Bryan J. Stoddard, Blake A. Hallock, and Jonathan P.
Barnes Jr., Attorneys for Appellee

JUDGE DAVID N. MORTENSEN authored this Opinion, in which
JUDGES GREGORY K. ORME and AMY J. OLIVER concurred.

MORTENSEN, Judge:

¶1 After an evening of barhopping and consuming a lot of
alcohol, Corbin G. Celotto caused an automobile accident with
injuries. The injured driver sued Celotto and the bars that had
allegedly served him alcohol when he was already demonstrably
drunk. The parties all settled the claims the injured driver made
against them. Two of the bars sought contribution from Celotto
for the money they paid in settlement. The district court ruled that
such contribution claims could not be maintained under the
Alcoholic Product Liability Act (the Dramshop Act), see generally
Utah Code §§ 32B-15-101 to -302, because the settlement did not
constitute an “award” as required by the Dramshop Act. The bars
appeal. We affirm the district court.
RMB Inc. v. Celotto

BACKGROUND

¶2 An injured driver sued Celotto for negligence and
recklessness based on a wrong-way auto collision, asserting that
Celotto was intoxicated when the crash happened. Relying on the
Dramshop Act, the injured driver later amended his complaint to
include claims against five bars that allegedly overserved alcohol
to Celotto prior to the collision. Two of the bars—RMB Inc. and
Shaman Inc. (the Bars)—asserted contribution crossclaims against
Celotto and the other bars. See Utah Code § 32B-15-302(1)(a)
(stating that “a person, . . . against whom an award is made under
[the Dramshop Act], may bring a separate cause of action for
contribution against any person causing the injury and damage”).

¶3 The injured driver’s claims against two of the other bars
were dismissed on summary judgment. And the injured driver
settled his claims against Celotto; those claims were dismissed.
The injured driver also settled his claims against the remaining
three bars for a combined amount of one million dollars, and
those claims were dismissed.

¶4 After the settlements, the only remaining claims were the
contribution claims of the Bars against Celotto. It is these
contribution claims that are at issue in this appeal. Celotto moved
for summary judgment on these claims, arguing that Utah Code
section 32B-15-302(1)(a)’s reference to an “award” does “not
include money paid in a settlement agreement.” Celotto asserted,

Since there was no trial or arbitration proceeding of
any kind in this case, there was no “award.”
Therefore, whatever money [the Bars] paid to [the
injured driver] to settle disputed claims would not
qualify as an “award” under the statute.
Consequently, neither [of the Bars] qualify as
someone “against whom an award is made under
[the Dramshop Act].”

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RMB Inc. v. Celotto

¶5 After oral argument, the district court agreed with Celotto
and granted the motion. In its ruling, the court stated that an
award “means something that is conferred, bestowed, granted,
typically, having to do with . . . jury verdicts, arbitrator awards,
[or] court verdicts after disputed hearings.” It further explained
that awards are “approved by the [c]ourt. They are bestowed by
somebody. They are not necessarily, again, something that is
stipulated to, something that’s agreed to, something that is
conceded.” With this fundamental quality of an award being
something that is conferred, the court stated that there wasn’t
“any real support for [an award] to include a settlement” under
the statute. Given the undisputed facts that the Bars “settled the
claims brought against them” by the injured driver, the court
concluded “no ‘award’ was made against them” and the Bars
were therefore not entitled to pursue a contribution claim against
Celotto under section 32B-15-302(1)(a). The Bars moved to alter or
amend the judgment, repeating many of their previous
arguments. After additional oral argument, the district court
denied the motion.

ISSUE AND STANDARD OF REVIEW

¶6 The Bars appeal, arguing that the district court erred in
granting summary judgment when it determined that the Bars
were not entitled to pursue a contribution claim against Celotto
because the term “award,” as used in Utah Code section 32B-15-
302(1)(a), excludes voluntary settlements. We review a district
court’s decision to grant or deny a motion for summary judgment
for correctness. See Springdale Lodging, LLC v. Town of Springdale,
2024 UT App 83, ¶ 15, 552 P.3d 222. Likewise, we review questions
of statutory interpretation for correctness. See McKitrick v. Gibson,
2021 UT 48, ¶ 14, 496 P.3d 147.

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RMB Inc. v. Celotto

ANALYSIS

¶7 The Bars claim that the district court erred in its
interpretation of the contribution provision of the Dramshop Act.
More specifically, the Bars argue that “award,” as used in the
statute, is “consistent” with “payment.” That the money they paid
to the injured driver was made pursuant to a settlement should
not matter, the Bars argue, asserting that this money was still an
“award” because the injured driver’s compensation “request was
presented in the form of a lawsuit.” Under this view, the Bars
assert, because “an award is something provided upon request
like an ‘award of attorney fees’ or an ‘award of a new trial,’ the
payment made by the Bars was an ‘award’ although it was not
directly compelled by a judge, jury or arbitrator.”

¶8 The Bars’ claim of error revolves around the proper
interpretation of the contribution provision of the Dramshop Act.
In relevant part, the contribution provision reads as follows:

(a) [A] person, . . . against whom an award is made
under [the Dramshop Act], may bring a separate
cause of action for contribution against any person
causing the injury and damage.[1]

(b) The maximum amount for which a person
causing the injury and damage may be liable to a
person seeking contribution is that percentage or
proportion of the damages equivalent to the
percentage or proportion of fault attributed to that
person causing the injury and damage.

Utah Code § 32B-15-302(1).

1. “[A]n employer is liable for the actions of its staff in violation”
of the Dramshop Act. Utah Code § 32B-15-202(1)(a).

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¶9 The key phrase requiring interpretation is this portion of
the contribution provision in subsection (a): “against whom an
award is made.” “When interpreting a statute, our primary
objective is to ascertain the intent of the legislature, the best
evidence of which is the plain language of the statute itself.”
Taylor v. Taylor, 2022 UT 35, ¶ 28, 517 P.3d 380 (cleaned up). And
“we read the plain language of the statute as a whole and interpret
its provisions in harmony with other statutes in the same chapter
and related chapters.” State v. Bess, 2019 UT 70, ¶ 25, 473 P.3d 157
(cleaned up). “Only when we find that a statute is ambiguous do
we look to other interpretive tools such as legislative history.”
State v. Holm, 2006 UT 31, ¶ 16, 137 P.3d 726.

¶10 After considering the statutory language in light of our
rules of statutory interpretation, we perceive no error in the
district court’s articulation that “award,” as used in section 32B-
15-302(1)(a), excludes amounts paid pursuant to a bargained-for
settlement. The common definition of the word “award,” the
grammatical structure of the contribution provision, and the
surrounding statutory language all lend abundant support to this
conclusion.

¶11 The Dramshop Act doesn’t define the term “award,”
meaning the term should be understood as it is commonly
defined in dictionaries. See Bermes v. Summit County, 2023 UT App
94, ¶ 36, 536 P.3d 111 (“Where a term is not defined, we assess the
ordinary meaning of the term using the dictionary as our starting
point.” (cleaned up)), cert. denied, 540 P.3d 80 (Utah 2023). Thus,
“we begin our interpretive task by examining the ordinary
meaning or usually accepted interpretation of the statutory
language. When interpreting statutes, we look to the ordinary
meaning of the words, using the dictionary as our starting point.”
State v. Hatfield, 2020 UT 1, ¶ 17, 462 P.3d 330 (cleaned up); see also
Utah Code § 68-3-11 (“Words and phrases are to be construed
according to the context and the approved usage of the language
. . . .”).

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¶12 “Award” is defined as “a judgment, sentence, or final
decision,” especially “the decision of arbitrators in a case
submitted to them.” See Award, Webster’s Third New Int’l
Dictionary (2002). Or it can mean “something that is conferred or
bestowed upon a person.” Id. Black’s Law Dictionary gives largely
the same definition, defining “award” as a “final judgment or
decision,” especially “one by an arbitrator or by a jury assessing
damages.” See Award, Black’s Law Dictionary (12th ed. 2024).
These definitions leave little doubt that the term “award” means
something that is conferred, bestowed, or granted, usually in the
context of a jury or an arbitrator assessing damages. Nothing in
these definitions suggests that the common meaning of “award”
extends to settlements that are bargained for.

¶13 The grammatical structure of the contribution provision
also excludes bargained-for settlements from the statute’s
definition of an “award.” The Bars resist this conclusion by
making much of the provision’s use of “award” as a noun rather
than a verb. The gist of their argument, while somewhat difficult
to follow, seems to be that if the legislature had used “award” as
a transitive verb, it would necessarily mean that “damages” were
being given by a court or some other authority. But because
“award” is a noun in the contribution provision, the Bars argue
that it means an act, which would require the statute to pair
“award” with a subject (e.g., court, jury, or arbitrator) capable of
carrying out that act of making an award. The Bars assert that this
noun usage of “award” bolsters their position that settlements can
support a contribution claim. The Bars’ argument here is as
esoteric as it is unpersuasive. Put simply, it makes little difference
that the contribution provision uses “award” as a noun once one
considers the surrounding grammatical context in which the term
appears.

¶14 The word “award,” admittedly a noun in the provision,
does not exist in some sort of grammatical vacuum apart from the
words that accompany it. After all, “we do not view individual

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words . . . in isolation; instead, our statutory interpretation
requires that each part or section be construed in connection with
every other part or section so as to produce a harmonious whole.”
Hatfield, 2020 UT 1, ¶ 16 (cleaned up). The grammatical structure
of the contribution provision is fairly straightforward. The clause
in question—“against whom an award is made”—consists of a
noun proceeded by an indefinite article—“an award”—that
functions as the subject of the clause. “[I]s made”—a passive verb
phrase—stands in as the verb. The Bars mistakenly try to analyze
“award” by separating the word from its context rather than by
considering it as part of the subject clause—“an award is made.”
Moreover, this subject clause is itself modified by a prepositional
phrase—namely, “against whom”—with “whom” being the
object of the preposition and in obvious reference to the one
determined to be liable for the award. This excursus into grammar
is not meant to edify the reader but merely to drive home the point
that the “award” mentioned in the statute is a “thing” being
imposed on someone by someone with the authority to do so—
which is perfectly clear from the statute’s inclusion of the
prepositional phrase modifying “an award.” True, the statute
does not say who—judge, jury, or arbitrator—makes the award,
but the grammatical structure of the provision—especially with
the use of the passive construction, “is made”—is abundantly
clear that some authority “make[s]” an award. Nowhere does the
plain meaning suggest that an “award” is a settlement that
parties, of their own volition, freely enter into.

¶15 Finally, the wider context of the statute supports the
interpretation that “award” is used in the ordinary sense of being
conferred by a court or other authority after an adversarial
process. As our caselaw makes clear, statutory terms are not read
in isolation but in context. Reading terms in isolation runs the risk
of shrouding them in an idiosyncratic meaning at odds with the
plain meaning of the statute. That is what the Bars attempt to do
here by suggesting “award” is expansive enough to include
“settlement.” Such an interpretation not only conflicts with the

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common meaning of the term and the grammatical structure of
the contribution provision, but it also fails to fit the wider context
of the statute. We are required to interpret a statute so as to
construe each part or section in connection “with every other part
or section” such that we give meaning to all parts. Penunuri v.
Sundance Partners, Ltd., 2013 UT 22, ¶ 15, 301 P.3d 984 (cleaned
up); see also State v. Maestas, 2002 UT 123, ¶ 54, 63 P.3d 621 (“A
statute is passed as a whole and not in parts or sections and is
animated by one general purpose and intent.” (cleaned up)).
Along these lines, a “party’s suggested interpretation of a statute
is not reasonable . . . when it contradicts the plain language of the
statute.” State v. Wilkerson, 2020 UT App 160, ¶ 11, 478 P.3d 1048
(cleaned up). Here, the Bars’ suggestion that “award” includes
voluntary settlements runs contrary to other key language in
section 32B-15-302, in particular that found in the next subsection
stating that the “maximum amount for which a person causing
the injury and damage may be liable to a person seeking
contribution is that percentage or proportion of the damages
equivalent to the percentage or proportion of fault attributed to
that person causing the injury and damage.” See Utah Code § 32B-
15-302(1)(b) (emphasis added). Subsection (b)’s use of the term
“damages” shows that the “award” mentioned in subsection (a)
is the product of an adversarial process and does not include a
bargained-for agreement through settlement. 2

CONCLUSION

¶16 Given the above reasoning, we conclude that “award,” as
used in section 32B-15-302(1)(a) of the Utah Code, does not extend
to voluntary settlements, thus precluding the Bars’ contribution
claims against Celotto. Affirmed.

2. Obviously, if the legislature wants to include “settlements” or
“claims paid” in the scope of the statute, the legislature is free to
do so.

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