OPINION

THOMAS R. FRIERSON, II, Judge.

This case involves the trial court's award of litigation costs, inclusive of attorney's fees, pursuant to Tennessee Code Annotated § 20-12-119(c) (Supp. 2015), upon granting the defendant's Tennessee Rule of Civil Procedure 12.02(6) motion to dismiss the plaintiff's action. The trial court entered a judgment in favor of the defendant in the amount of $10,000, the statutory maximum, against the plaintiff and her surety. The plaintiff appeals the portion of the ruling holding the surety liable for the $10,000 judgment of litigation costs in the event the principal fails to satisfy the judgment. Having determined that the surety's cost bond explicitly referred to "costs" as defined in Tennessee Code Annotated § 20-12-120 (2009), rather than as defined in subsection -119(c), we reverse the trial court's judgment as to the surety. We affirm the trial court's judgment against the principal and remand for enforcement of that judgment.

I. Factual and Procedural Background

This is the second time the instant action has come before this Court on appeal. The plaintiff, Janet Wynn Snyder, originally commenced the action on October 1, 2012, by filing a complaint alleging breach of contract against the defendant, First Tennessee Bank, N.A. ("the Bank"). Upon a motion to dismiss filed by the Bank pursuant to Tennessee Rule of Civil Procedure 12.02(6), the trial court conducted a hearing and subsequently granted the motion in an order entered May 31, 2013. Upon Ms. Snyder's appeal, this Court affirmed the dismissal of her complaint. See Snyder v. First Tenn. Bank, N.A., 450 S.W.3d 515 (Tenn. Ct. App. 2014), perm. app. denied (Tenn. Oct. 15, 2014) ("Snyder I"). Determining that Ms. Snyder's breach of contract claim alleged wrongful acceleration of a note in default, this Court held that "wrongful acceleration is not an existing cause of action in this state, and we decline the invitation to create such a cause of action." Id. at 516. This Court therefore affirmed the trial court's dismissal of the complaint for failure to state a claim upon which relief could be granted. Id.

In Snyder I, this Court described the factual and procedural background underlying the original action as follows:

Id. at 516-17 (footnotes omitted). This Court remanded the case to the trial court "for collection of the costs below and further proceedings pursuant to Tenn. Code Ann. § 20-12-119(c)." Id. at 519.

Upon remand, the Bank filed a motion to award costs and attorney's fees, pursuant to Tennessee Code Annotated §§ 20-12-119(c) and 20-12-135, on October 29, 2014. The Bank attached to its motion a memorandum and affidavit setting forth attorney's fees in the amount of $57,238.75 and a court reporter's fee in the amount of $403.25, for a total amount of $57,642.00. The Bank requested that, pursuant to subsection -119(c), the trial court impose a judgment for the maximum statutory amount of $10,000 in litigation costs, inclusive of attorney's fees, against Ms. Snyder. The Bank also specifically requested that the court find Ms. Snyder's surety liable for the statutory maximum of $10,000 in the event that Ms. Snyder failed to satisfy the judgment as principal.

Concomitant with Ms. Snyder's original complaint, her counsel, Menefee & Brown, Inc. (hereinafter, "the Surety"), had filed a cost bond pursuant to Tennessee Code Annotated § 20-12-120, recognizing itself "as surety for all costs and taxes in this cause." Ms. Snyder filed a response to the Bank's motion, arguing, as pertinent to this appeal, that the plain language of the statute does not implicate liability of the Surety for litigation costs beyond court costs.1

The trial court conducted a hearing on January 21, 2015, during which the Bank's counsel presented an affidavit supporting the reasonableness of the costs and attorney's fees presented. On February 27, 2015, the court issued a Memorandum Opinion, finding, inter alia, that the court reporter's fee and attorney's fees presented were reasonable. The court awarded the Bank a judgment for litigation costs, inclusive of attorney's fees, in the maximum statutory amount of $10,000. See Tenn. Code Ann. § 20-12-119(c). Regarding the Bank's argument that this award should be taxed against the Surety as well as against Ms. Snyder, the court requested that the parties submit post-trial briefs, which each did respectively. Upon consideration, the court entered a judgment on March 27, 2015, taxing the $10,000 award of litigation costs against both Ms. Snyder and the Surety. Ms. Snyder timely appealed.2

Issues Presented

Ms. Snyder presents one issue on appeal, which we have restated as follows:

The Bank presents two additional issues, which we have similarly restated as follows:

III. Standard of Review

The issues raised are primarily questions of law, specifically involving interpretation of Tennessee Code Annotated § 20-12-119(c). We review questions of law, including those of statutory construction, de novo with no presumption of correctness. See Cunningham v. Williamson Cnty. Hosp. Dist., 405 S.W.3d 41, 43 (Tenn. 2013) (citing Mills v. Fulmarque, Inc., 360 S.W.3d 362, 366 (Tenn. 2012)). Our Supreme Court has summarized the principles involved in statutory construction as follows:

In re Estate of Tanner, 295 S.W.3d 610, 613-14 (Tenn. 2009).

To the extent that we need also review the factual findings of the trial court, we presume those findings to be correct and will not overturn them unless the evidence preponderates against them. See Tenn. R. App. P. 13(d); Morrison v. Allen, 338 S.W.3d 417, 425-26 (Tenn. 2011). "In order for the evidence to preponderate against the trial court's findings of fact, the evidence must support another finding of fact with greater convincing effect." Wood v. Starko, 197 S.W.3d 255, 257 (Tenn. Ct. App. 2006).

IV. Standing

We first address the threshold issue of standing to raise the issue of the Surety's liability on appeal. The Bank contends that because the Surety was not named as a party before the trial court or on the notice of appeal, it cannot raise an issue on its own behalf. The Bank further contends that Ms. Snyder cannot raise the issue of a judgment not entered against her. Ms. Snyder asserts that the trial court joined the Surety to the action by including the Surety in the judgment. Upon careful consideration, we conclude that the Surety has standing to appeal the judgment entered against it.

This Court has explained the elements constituting standing as follows:

Petty v. Daimler/Chrysler Corp., 91 S.W.3d 765, 767 (Tenn. Ct. App. 2002) (additional internal citations omitted).

The Bank, in its motion for costs and attorney's fees, expressly requested that the trial court hold the Surety liable for the maximum statutory amount in addition to holding Ms. Snyder liable. Upon the trial court's request at the close of the hearing on the motion, the Bank and Ms. Snyder each respectively submitted a post-trial brief on the issue, which the trial court carefully considered. As Ms. Snyder notes, the record reveals that the Bank at no time introduced a standing argument to the trial court regarding the Surety. We therefore determine that the Bank has not properly raised the issue on appeal of standing before the trial court. See Dorrier v. Dark, 537 S.W.2d 888, 890 (Tenn. 1976) ("This is a court of appeals and errors, and we are limited in authority to the adjudication of issues that are presented and decided in the trial courts . . . .").

Moreover, we determine that the requirements for standing as to the Surety on appeal are met. In having a $10,000 judgment rendered against it as well as the principal, the Surety arguably suffered a distinct and palpable injury as a result of the trial court's application of the statute, an injury that would be redressed if this Court found in the Surety's favor. See Petty, 91 S.W.3d at 767. To rule that the Surety has no standing in this action would deprive the Surety of due process to seek relief from the judgment.3 This Court has the discretion to add a party pursuant to Tennessee Rule of Appellate Procedure 19(e), which provides that "[p]arties may be added or dropped by order of the appellate court on its own motion or on motion of a party and on such terms as are just." We therefore, on our own motion and in the interest of justice, join the Surety as a party to this appeal.

V. Applicability of Tennessee Code Annotated § 20-12-119(c) to Surety

The Surety contends that the trial court erred by applying Tennessee Code Annotated § 20-12-119(c) to assess attorney's fees against the Surety as well as against Ms. Snyder as the principal plaintiff. Subsection 119(c) provides for a defendant to recover up to $10,000 in "reasonable and necessary litigation costs," including court reporter's and attorney's fees, from a plaintiff when the plaintiff's action is dismissed for failure to state a claim upon which relief can be granted. The Bank contends that the trial court properly interpreted the statute to find the Surety liable for $10,000 in litigation costs, inclusive of the court reporter's fee and attorney's fees, in the event that Ms. Snyder failed to pay the judgment. Upon our careful review, we conclude that under the terms of the cost bond filed in the instant action, the Surety limited its liability to "costs" as defined in Tennessee Code Annotated § 20-12-120 and is therefore not liable for the $10,000 in fees awarded to the Bank for litigation costs if Ms. Snyder fails to satisfy the judgment.

The General Assembly amended Tennessee Code Annotated § 20-12-119 to add subsection (c) effective July 1, 2012. See 2012 Pub. Acts, Ch. 1046 § 1 (H.B. 3124). Section -119 provides in full:

Upon affirming the trial court's grant of the Bank's motion to dismiss Ms. Snyder's action for failure to state a claim upon which relief could be granted, this Court remanded the case to the trial court "for collection of the costs below and further proceedings pursuant to Tenn. Code Ann. § 20-12-119(c)." Snyder I, 450 S.W.3d at 519. On remand, the Bank filed a motion for costs and attorney's fees, arguing that, pursuant to subsection -119(c), the maximum amount allowed should be taxed to the Surety as well as to Ms. Snyder. During the hearing on the motion, the Bank presented documentation of a $403.25 court reporter's fee and $57,238.75 in attorney's fees expended to defend against Ms. Snyder's complaint. The Bank conceded that pursuant to Tennessee Code Annotated § 20-12-119(c)(4), $10,000 was the maximum amount the court could award for costs and fees.

During the hearing, Ms. Snyder did not dispute the applicability of Tennessee Code Annotated § 20-12-119(c) to this case or the reasonableness of the Bank's claimed court reporter's fee and attorney's fees. It was also undisputed that none of the statutory exceptions delineated in Tennessee Code Annotated § 20-12-119(c)(5) applied in this case.4 At the close of the hearing, the trial court accordingly awarded the Bank $10,000 in litigation costs. The court initially took under advisement the Bank's argument that this award should be taxed against the Surety as well as against Ms. Snyder. Upon consideration of supplemental briefs filed by the parties, the court entered a judgment taxing the statutory maximum of $10,000 in litigation costs to both Ms. Snyder and the Surety. In its argument on appeal, the Surety concentrates on the applicability of the award for attorney's fees without directly addressing the court reporter's fee.

Whether an award of attorney's fees pursuant to Tennessee Code Annotated § 20-12-119(c) properly may be entered against a principal's surety as well as the principal is a matter of first impression.5 Prior to the filing of this opinion, Tennessee appellate courts have been called upon to review the recently enacted subsection -119(c) in only a handful of decisions, none of which has addressed the statute's applicability to a party's surety. See, e.g., Baxter Bailey Invs. LLC v. APL Ltd., Inc., No. W2015-00067-COA-R3-CV, 2015 WL 5560563 at *9 (Tenn. Ct. App. Sept. 21, 2015) (noting subsection 119(c) as an exception to the American Rule generally followed in Tennessee); Davidson v. Baydoun, No. M2014-01486-COA-R3-CV, 2015 WL 3455426 at *4 (Tenn. Ct. App. May 29, 2015) (concluding that the plaintiff erroneously invoked subsection 119(c) when appealing a grant of summary judgment on behalf of the defendant and when the original complaint had been filed prior to the subsection's enactment); Arledge v. Arledge, No. M2014-01344-COA-R3-CV, 2015 WL 3429918 at *1 (Tenn. Ct. App. May 28, 2015) (concluding that a trial court's grant of a motion to dismiss must specify the ground of failure to state a claim upon which relief can be granted in order to trigger application of subsection -119(c)).

The trial court in its Memorandum Opinion, incorporated into the final judgment, properly began statutory interpretation of Tennessee Code Annotated § 20-12-119(c) by interpreting the plain meaning of the statute. See In re Estate of Tanner, 295 S.W.3d at 613 ("When a statute is clear, we apply the plain meaning without complicating the task."). The trial court stated in pertinent part:

We agree with the trial court that the plain language of Tennessee Code Annotated § 20-19-119(c) makes no mention of taxing a surety with litigation costs as defined in subsection -119.

The trial court also analyzed the plain language of Tennessee Code Annotated § 20-12-119(c) in terms of whether the directives therein are mandatory or discretionary, finding that they are mandatory. We agree with this determination also. As the trial court noted, the General Assembly used the auxiliary verb, "shall," throughout the subsection rather than the auxiliary verb, "may." See Bellamy v. Cracker Barrel Old Country Store, Inc., 302 S.W.3d 278, 281 (Tenn. 2009) ("`When `shall' is used . . . it is ordinarily construed as being mandatory and not discretionary.'") (quoting Stubbs v. State, 393 S.W.2d 150, 154 (Tenn. 1965)). Our Supreme Court has explained further that "[t]o determine whether the use of the word `shall' in a statute is mandatory or merely directory, we look to see `whether the prescribed mode of action is of the essence of the thing to be accomplished.'" Myers v. AMISUB (SFH), Inc., 382 S.W.3d 300, 309 (Tenn. 2012) (quoting 3 Norman J. Singer & J.D. Singer, Statutes and Statutory Construction § 57:2 (7th ed. 2008)). We determine that the award to the party or parties against whom the dismissed claims were pending, the items to be included in that award, and the manner in which the award is to be granted are fundamental to the award of litigation costs set forth in the statute. The implementation of "shall" in the statute therefore dictates that we construe such requirements as mandatory. See, e.g., Myers, 382 S.W.3d at 309.

We generally review an award of discretionary costs according to an abuse of discretion standard. See Tenn. Code Ann. § 20-12-119(a)-(b); Placencia v. Placencia, 3 S.W.3d 497, 503 (Tenn. Ct. App. 1999) ("Absent a clear abuse of discretion, appellate courts generally will not alter a trial court's ruling with respect to costs."). Under Tennessee Code Annotated § 20-12-119(c), this Court continues to review the trial court's factual determination of whether litigation costs, including attorney's fees, are reasonable under an abuse of discretion standard. See Wright ex rel. Wright v. Wright, 337 S.W.3d 166, 176 (Tenn. 2011). In addition, in applicable cases, a trial court's determination of whether a pro se litigant has "acted unreasonably in bringing, or refusing to voluntarily withdraw, the dismissed claim" would be reviewed under an abuse of discretion standard. See Tenn. Code Ann. § 12-20-119(c)(5)(D) (excepting a pro se litigant from application of -119(c) in certain circumstances). However, apart from these specific factual determinations, the standard of review for the award of litigation costs pursuant to Tennessee Code Annotated § 20-12-119(c) is a matter of law due to the mandatory language of the statute. As noted previously, we review matters of law de novo with no presumption of correctness. See Cunningham, 405 S.W.3d at 43.

The trial court in its Memorandum Opinion proceeded to analyze Tennessee Code Annotated § 20-12-119(c) within the statutory scheme of Title 20 ("Civil Procedure") and Chapter 12 ("Costs") as a whole, concluding that "the mere absence of `surety' from this specific provision is not conclusive as to the intent of the General Assembly." Rather than moving immediately to such global analysis, however, we determine it necessary to further analyze the plain language of subsection -119(c) itself.

Subsection -119(c) specifically defines "costs" for the purposes of this subsection as including:

Tenn. Code Ann. § 20-12-119(c)(2) (emphasis added). We stress that when a term is expressly defined in a statute, we must look to the statutory definition rather than other sources unless the statutory definition proves insufficient or ambiguous. See, e.g., Shockley v. Mental Health Coop., Inc., 429 S.W.3d 582, 591 (Tenn. 2013) (defining a term according to its "plain and ordinary" meaning, "including dictionary definitions," only after determining that the statute at issue did not define the term); see also Najo Equip. Leasing, LLC v. Comm'r of Revenue, ___ S.W.3d ___, ___, No. W2014-01096-COA-R3-CV, 2015 WL 1873215 at *8 (Tenn. Ct. App. Apr. 23, 2015) ("`If the statute does not sufficiently define a word used therein, the court may consider all known definitions of the word, including dictionary definitions, in order to determine the plain and ordinary meaning of the word.'") (quoting 82 C.J.S. Statutes § 415) (emphasis added).

In contrast to the inclusion of attorney's fees in this statutory definition, Tennessee generally adheres to the "American Rule," under which "`attorneys' fees are not recoverable in the absence of a statute or contract specifically providing for such recovery.. . .'" Cracker Barrel Old Country Store, Inc. v. Epperson, 284 S.W.3d 303, 309 (Tenn. 2009) (quoting Pullman Standard, Inc. v. Abex Corp., 693 S.W.2d 336, 338 (Tenn. 1985) (emphasis in Cracker Barrel). It is undisputed, however, that in enacting Tennessee Code Annotated § 20-12-119(c), the General Assembly has specifically provided for the recovery of attorney's fees within the maximum amount of litigation costs to be awarded. Furthermore, the General Assembly has specifically defined litigation "costs" for the purposes of this statute as including attorney's fees. See Tenn. Code Ann. § 20-12-119(c)(2).

The Surety does not dispute that the definition of litigation "costs" provided in Tennessee Code Annotated § 20-12-119(c)(2) includes attorney's fees insofar as which costs the trial court shall tax to the party whose complaint is dismissed pursuant to Rule 12.02(6). The Surety focuses its argument on the absence of the word "surety" in the statute, contending that taxing costs to a "party" does not include taxing those costs to the party's surety. In the instant action, the Surety drafted the following cost bond, which was attached to the complaint:

(Underlined emphasis added.) The cost bond was signed by Mark E. Brown, as counsel for Ms. Snyder and President of the Surety. The Surety indicated in its cost bond that it was complying with Tennessee Code Annotated § 20-12-120, which provides:

(Emphasis added.)

The Surety asserts that the trial court's interpretation of Tennessee Code Annotated § 20-12-119(c) as applicable to the Surety is in conflict with the requirement of security for "court costs and taxes" set forth in Tennessee Code Annotated § 20-12-120. The Surety argues that "[t]he statute [subsection 119(c)] itself creates a distinction between costs and attorney fees." We disagree with the Surety's interpretation in this regard. The plain language of subsection -119(c) creates a distinction between "court costs" and "attorney's fees," both of which are specifically included within the statutory definition of litigation "costs" for purposes of defining "all reasonable and necessary litigation costs actually incurred due to the proceedings that resulted from the filing of the dismissed claims. . . ." See Tenn. Code Ann. § 20-12-119(c)(2). The statute thus also creates a distinction, for purposes of applying subsection -119(c), between litigation "costs" in the broader sense and specific "court costs."

We do find, however, that in the case at bar, the Surety limited its liability through the language of its cost bond. The trial court stated in its Memorandum Opinion that the Surety had "used no words of limitation in this self-authored cost bond." To the contrary, we determine that in explicitly drafting its cost bond "in accordance with" Tennessee Code Annotated § 20-12-120, the Surety limited its liability to "court costs and taxes" as defined in section -120, rather than the broader umbrella of litigation "costs" as defined in subsection -119(c). We therefore conclude that pursuant to the plain language of Tennessee Code Annotated §§ 20-12-119(c) and 20-12-120, the cost bond, as drafted and filed in this case, did not commit the Surety to liability for the court reporter's fee and attorney's fees.6 Inasmuch as we determine the plain language of Tennessee Code Annotated § 20-12-119(c) to be clear and unambiguous as pertinent to this issue, we further determine the trial court's detailed analysis of the surrounding statutory scheme7 and the applicable legislative history8 to be unnecessary. See In re Estate of Tanner, 295 S.W.3d at 614 ("It is only when a statute is ambiguous that we may reference the broader statutory scheme, the history of the legislation, or other sources.").

VI. Costs and Attorney's Fees on Appeal

The Bank asserts that this appeal is frivolous. The Bank thereby requests an award of costs and attorney's fees on appeal pursuant to Tennessee Code Annotated § 27-1-122 (2000), which provides:

We determine that this appeal was not frivolous or taken solely for delay. Moreover, as this Court has stated:

Parris v. Parris, No. M2006-02068-COA-R3-CV, 2007 WL 2713723 at *13 (Tenn. Ct. App. Sept. 18, 2007) (quoting Dulin v. Dulin, No. W2001-02969-COA-R3-CV, 2003 WL 22071454 at *10 (Tenn. Ct. App. Sept. 3, 2003)) (other internal citations omitted). Upon careful consideration of all the factors listed above, particularly the Surety's success on appeal, the Bank's request for costs and attorney's fees on appeal is denied.

VII. Conclusion

For the reasons stated above, we reverse the trial court's judgment against the Surety for $10,000 in litigation costs. We affirm the trial court's judgment against the principal. The Bank's request for an award of costs and attorney's fees on appeal is denied. This case is remanded to the trial court for enforcement of the judgment against the principal and collection of costs below. Costs on appeal are taxed to the appellee, First Tennessee Bank, N.A.