## Facts

- William Martel owned the Bozeman Ice Dogs, a junior hockey team, through Valley Ice Garden, L.L.C. and Valley Ice Garden Management, L.L.C. (collectively, VIG).
- In June 1997, Martel (through VIG) hired David G. Cole as the team’s head coach (and general manager).
- Martel asked Cole to draft his own written employment agreement, which Cole did.
- The agreement provided that if Cole was terminated “for other than cause,” he would receive severance of at least one year’s salary. The contract did not define “cause.”
- The team performed poorly during Cole’s second season. At Cole’s request, Martel made a substantial investment intended to improve the team.
- The following season began with the team winning one game and losing six. Martel then fired Cole.
- Martel and VIG stated the termination was “for cause,” pointing to the team’s continued losing record, and denied any severance obligation.
- Cole sued Martel and VIG for breach of contract, arguing that a losing record could not be “cause” because the contract did not set a minimum win–loss record or other numeric benchmark.
- The district court ruled for Cole on summary judgment on the “cause” question, reasoning that without a stated performance standard, the losing record could not constitute cause as a matter of law.
- The case proceeded further on damages, and the parties appealed and cross-appealed. The Montana Supreme Court granted rehearing and issued a superseding opinion (the controlling decision).

## Issues

1. Whether “cause,” left undefined in Cole’s employment contract, should be given its ordinary meaning such that unsatisfactory job performance (including a sustained losing record by a hockey coach) may constitute cause.
2. Whether the district court erred by deciding on summary judgment that the team’s losing record could not be cause merely because the contract lacked an express win–loss requirement.
3. What standard of appellate review applies to the district court’s summary-judgment ruling on the “for cause” termination question.
4. What effect the “for cause” determination has on further proceedings concerning severance and damages.

## Decision

- The Montana Supreme Court applied de novo review to the district court’s summary-judgment ruling.
- The Court held that the contract term “cause,” though undefined, is interpreted in its ordinary sense and is not rendered ambiguous simply because the parties dispute its application.
- Using that ordinary meaning, the Court concluded that termination for poor job performance can be “for cause,” and that a coach’s sustained poor win–loss results may qualify as cause when the discharge is tied to legitimate business reasons rather than arbitrariness.
- The Court reversed the district court’s determination that Cole was terminated without cause and remanded for further proceedings consistent with the holding.
- Because the severance provision applied only to termination “for other than cause,” the Court’s “for cause” ruling changed the framework for any severance and damages issues, which were left for the district court on remand.

## Legal Principles

- A grant of summary judgment is reviewed de novo; an appellate court reviews the record anew to determine whether there is a genuine issue of material fact and whether the movant is entitled to judgment as a matter of law.
- Undefined contract terms are generally given their ordinary and popular meaning unless the parties show a special meaning.
- A term is not ambiguous merely because the parties disagree; ambiguity exists only when the language is reasonably susceptible to more than one meaning after standard interpretive tools are applied.
- The rule construing ambiguities against the drafter applies only if a genuine ambiguity remains; it does not substitute for interpretation based on ordinary meaning.
- In an employment setting, “cause” may include unsatisfactory performance or other legitimate business reasons; statutory employment concepts (such as the WDEA’s definition of “good cause”) may be used as a guide when consistent with ordinary meaning, even in a contract action.
- For a professional sports coach, producing acceptable competitive results may be treated as a core job duty; sustained losing performance may support a “for cause” termination.

## Conclusion

Cole’s contract promised severance only if he was fired for other than cause, but it did not define “cause.” The Montana Supreme Court held that “cause” should be read in its ordinary sense and can include poor performance tied to legitimate business reasons; on the undisputed facts, the team’s sustained losing record supported termination for cause. The Court therefore reversed the district court’s summary-judgment ruling that Cole was terminated without cause and remanded for further proceedings on the remaining consequences for severance and damages.


Cole v. Valley Ice Garden, 113 P.3d 275 (2005)