from the United States District Court for the District of
Wyoming (D.C. No. 2:16-CV-00005-NDF)
B. Harris, Thompson & Knight LLP, Dallas, Texas (Stephen
F. Fink, Thompson & Knight LLP, Dallas, Texas, and Bruce
T. Moats, Law Office of Bruce T. Moats, P.C., Cheyenne,
Wyoming, with him on the briefs) for Plaintiff-Appellant.
Richard Rideout, Law Offices of Richard Rideout, PC,
Cheyenne, Wyoming, for Defendant-Appellee.
LUCERO, O'BRIEN, and PHILLIPS, Circuit Judges.
PHILLIPS, CIRCUIT JUDGE.
case concerns an agreement between the City of Rawlins,
Wyoming (Rawlins), and Dirty Boyz Sanitation Services (Dirty
Boyz) for local garbage collection and disposal. About two
years after the parties executed the agreement, the State of
Wyoming required Rawlins to close its landfill. Soon after,
Rawlins opened a transfer station to process garbage for
transport to a landfill elsewhere. Later, Rawlins adopted a
flow-control ordinance requiring that all locally licensed
garbage haulers take collected garbage to Rawlins's
transfer station. Rawlins, Wyo., Code § 8.08.030 (2016).
Dirty Boyz argues that the ordinance violates the Contract
Clause of the United States Constitution, U.S. Const. art. I,
§ 10, cl. 1, and is preempted by the Federal Aviation
Administration and Authorization Act (FAAAA), 49 U.S.C.
§ 14501(c)(1) (2016). The district court granted summary
judgment in favor of Rawlins. Exercising jurisdiction under
28 U.S.C. § 1291, we affirm.
Boyz is a Wyoming corporation that operates a
garbage-collection business in Rawlins, Wyoming. In December
2008, Dirty Boyz and Rawlins entered an agreement for the
collection and disposal of local garbage (that is, garbage
collected in the city). By the agreement, Rawlins granted Dirty
Boyz a non-exclusive license to collect and dispose of local
garbage. The agreement recognized that Rawlins could grant
licenses to other garbage haulers,  and it included a
"reservation by the City to collect and dispose of
Garbage in the City if the City deems it necessary."
Appellant's App. vol. 1 at 19. Initially, Dirty Boyz
claims it disposed of the local garbage at Rawlins's
2010, things changed when the operating permit for
Rawlins's landfill expired. Rather than renew the permit,
the Wyoming Department of Environmental Quality and Rawlins
agreed to close and seal the landfill. In December 2010,
no longer able to accept garbage at its landfill, Rawlins
entered an agreement with the City of Casper, Wyoming to use
its landfill. Then Rawlins expanded the facilities at
its landfill to function as a transfer station to process
garbage for transport to Casper. And in 2011, Rawlins began
transporting garbage to Casper's landfill. In May 2012,
the Rawlins City Council considered enacting a proposed
flow-control ordinance,  requiring haulers to convey local
garbage to Rawlins's transfer station. But the ordinance
of the problem with Rawlins's landfill, Dirty Boyz
experimented with hauling garbage to landfills in Rock
Springs, Wyoming, and Larimer County, Colorado. In February
2014, Dirty Boyz sought approval from the Carbon County
Planning Commission and the Wyoming Department of
Environmental Quality for the required permits to construct
its own transfer station. Dirty Boyz decided to build its own
transfer station so it could more cost-effectively collect
and dispose of garbage. Rawlins charged a fee per ton of
garbage conveyed to its transfer station. Once the garbage
was received at Rawlins's transfer station, Rawlins
processed the garbage, paid a contractor to transport it to
Casper's landfill, and paid Casper a fee to use its
landfill. The landfills in Rock Springs and Larimer County
charged lower fees for disposal of garbage than Rawlins
charged at its transfer station. Despite higher labor and
fuel costs, it was more affordable for Dirty Boyz to
transport garbage to Rock Springs or Larimer County than it
was for Dirty Boyz to pay the fee charged at Rawlins's
transfer station. Dirty Boyz planned to compact garbage at
its transfer station and haul the garbage by semi-truck to a
landfill in Larimer County. Because Larimer County's
landfill charged by volume, not weight, compacting the
garbage at its transfer station allowed Dirty Boyz to save
additional money on disposal fees.
Dirty Boyz applied for a permit to construct its own transfer
station, it did so knowing of Rawlins's previous efforts
to enact a flow-control ordinance. As mentioned, the
earlier-proposed flow-control ordinance would have prohibited
Dirty Boyz from using its own transfer station. In September
2014, the Rawlins city planner sent a letter to the Carbon
County Planning Commission objecting to the permit for Dirty
Boyz's transfer station because Rawlins's population
could not support more than one transfer station. But in
April 2015, Carbon County and the Wyoming Department of
Environmental Quality approved the permit.
formal process of closing the landfill didn't start until
years after the landfill stopped receiving garbage. In
October 2015, the state awarded Rawlins a grant of $3, 651,
200 and a no-interest loan of $1, 238, 800 to help pay the
closure costs. But the state required Rawlins to self-fund
the remaining cost of the project, about $1.6 million. To
repay these amounts, Rawlins planned to use revenue from the
fee it charged for garbage received at its transfer station.
in October 2015, Dirty Boyz obtained private financing to
build its own transfer station. Dirty Boyz also asked Rawlins
to endorse its application for a small business grant from
the State Small Business Credit Initiative. To receive a
grant under the program Dirty Boyz needed a statement from
Rawlins that Dirty Boyz's transfer station would provide
an economic benefit to the city. On November 3, 2015, the
city council voted against endorsing Dirty Boyz's grant
because Dirty Boyz's transfer station would reduce the
amount of garbage taken to Rawlins's transfer station and
decrease the amount of revenue raised from the
November 10, 2015, Rawlins sent Dirty Boyz a letter advising
that it might amend the agreement to require that Dirty Boyz
take all local garbage to Rawlins's transfer station. The
letter explained that Rawlins was working with the Wyoming
Department of Environmental Quality to close and cap the
city's landfill. And the letter expressed Rawlins's
"desire" to withdraw any flow-control requirement
after repaying amounts incurred in closing the landfill.
Appellant's App. vol. 2 at 114.
January 2016, the Rawlins City Council indeed enacted a
flow-control ordinance. The ordinance requires all garbage
"generated and/or accumulated and/or collected" in
the city to be taken to Rawlins's transfer station.
Rawlins, Wyo., Code § 8.08.030. One of Dirty Boyz's
owners, Patrick Cain, participated in the city-council
meetings leading up to the passage of the ordinance and
objected to the flow-control requirement. A week after
enactment, Rawlins sent Dirty Boyz notice of the ordinance,
advising it that the Rawlins City Attorney's Office would
soon seek an amendment to the agreement "that fully
conforms to the newly enacted regulations."
Appellant's App. vol. 2 at 115.
same day, Dirty Boyz sued Rawlins in federal district court,
alleging, among other things, that the ordinance violates the
Contract Clause of the United States Constitution and is
preempted by the FAAAA. Three months later, in April 2016,
Dirty Boyz completed construction of its transfer station.
Because Dirty Boyz completed construction after Rawlins
enacted the flow-control ordinance, Dirty Boyz never used its
own transfer station to process garbage collected in the
city. But Dirty ...