J-S78042-16
NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37
MANAGEMENT SCIENCE ASSOCIATES IN THE SUPERIOR COURT OF
PENNSYLVANIA
v.
SYMPHONY HEALTH SOLUTIONS CORP.
Appellant No. 832 WDA 2016
Appeal from the Order Entered May 12, 2016
in the Court of Common Pleas of Allegheny County Civil Division
at No(s): GD-15-022222
BEFORE: BENDER, P.J.E., OTT, J., and FITZGERALD,* J.
MEMORANDUM BY FITZGERALD, J.: FILED FEBRUARY 1, 2017
Appellant, Symphony Health Solutions Corp., appeals from the order
entered in the Allegheny County Court of Common Pleas granting the motion
filed by Appellee, Management Science Associates, to coordinate two related
actions. Appellant contends the court misapplied Pa.R.C.P. 213.1 in ordering
the coordinated action should proceed in Allegheny County. We affirm.
On December 1, 2015, Appellant filed a Praecipe for Summons in a
civil action against Appellee in the Montgomery County Court of Common
Pleas. R.R. at 19a.1 On December 15, 2015, Appellee filed a complaint
against Appellant in Allegheny County. Id. at 6a. On December 23, 2015,
Appellant filed its complaint against Appellee in Montgomery County. Id. at
*
Former Justice specially assigned to the Superior Court.
1
For the parties’ convenience, we refer to the reproduced record where
applicable.
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30a, 69a. On January 18, 2016, Appellee filed its motion to consolidate the
two actions pursuant to Pa.R.C.P. 213.1 in Allegheny County. Id. at 3a. On
May 12, 2016, the court granted the motion and ordered the consolidation of
the two actions in Allegheny County. Id. at 125a. This timely appeal
followed.2
Appellant raises the following issues for our review:
1. Whether, in making its determination pursuant to
Pa.R.C.P. 213.1, the Trial Court should have considered
that [Appellant] filed the action in Montgomery County
before Appellee filed the action in Allegheny County.
2. Whether the Trial Court erred where the sole basis for
its decision coordinating the action in Allegheny County
was its erroneous finding that Appellant filed a declaratory
judgment action in Montgomery County to deprive
Appellee of its choice of forum.
3. Whether the Trial Court erred because it held that the
mere filing of a declaratory judgment action is a factor to
be considered in determining Appellee’s motion to
coordinate pursuant to Pa.R.C.P. 213.1.
Appellant’s Brief at 2-3 (citations omitted).
First, Appellant contends “there can be no dispute that [it] initiated the
Montgomery County action by filing its writ of summons before Appellee
2
We note initially that “orders transferring and consolidating cases under
Pa.R.Civ.P. 213.1 are interlocutory orders appealable as of right under
Pa.R.A.P. 311(c).” Richardson Brands, Inc. v. Pennsylvania Dutch Co.,
Inc., 592 A.2d 77, 81 (Pa. Super. 1991).
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initiated the Allegheny County Action.” Id. at 9.3 Appellant claims Appellee
filed in the wrong court. We disagree.
Rule 213.1 provides, in pertinent part, as follows:
(a) In actions pending in different counties which involve a
common question of law or fact or which arise from the
same transaction or occurrence, any party, with notice to
all other parties, may file a motion requesting the court in
which a complaint was first filed to order coordination
of the actions. Any party may file an answer to the motion
and the court may hold a hearing.
Pa.R.C.P. 213.1(a) (emphasis added). The comment to Rule 213.1(a) states
that
[s]ubdivision (a) provides the procedure for obtaining an
order of coordination: motion, answer and hearing. The
procedure is deliberately left general and flexible. The two
stated requirements are that the motion must be “with
notice to all other parties” and that the request be made to
“the court in which a complaint was first filed”.
Notice must be given to all parties in all actions which are
to be coordinated. The court in which the first
complaint was filed establishes a forum for the
coordination proceedings.
Pa.R.C.P. 213.1 cmt. (emphases added); accord VMB Enterprises, Inc. v.
Beroc, Inc., 891 A.2d 749, 752 (Pa. Super. 2006) (holding motion for
coordination could only be granted by the court in which the complaint was
first filed).
3
In response to Appellee’s motion to consolidate the actions, Appellant
averred “the only factor this [c]ourt should consider in deciding the Motion is
where the case was first-filed.” R.R. at 159a.
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In the case sub judice, the first complaint was filed in Allegheny
County. Therefore, the motion pursuant to Rule 213.1 was properly filed in
Allegheny County. See Pa.R.C.P. 213.1(a); VMB Enterprises, Inc., 891
A.2d at 752.
We address Appellant’s remaining two issues together because they
are interrelated. Appellant argues that
the [t]rial [c]ourt held that the coordinated action should
proceed in Allegheny County. The [t]rial [c]ourt’s holding
was based solely on its finding that “the apparent reason
for [Appellant’s] instituting a declaratory judgment action
in Montgomery County [was] to deprive [Appellee] of
choice of forum. But the [t]rial [c]ourt’s holding lacks any
basis in the record or under applicable law.
* * *
There is no legal basis supporting the [t]rial [c]ourt’s
holding that [Appellant’s] filing of a declaratory judgment
action should be a factor used to determine where a
coordinated action should proceed.
Appellant’s Brief at 10, 12. No relief is due.
“We review an order coordinating actions under Rule 213.1 for abuse
of discretion by the trial court. Where the record provides a sufficient basis
to justify the order of coordination, no abuse of discretion exists.” VMB
Enterprises, Inc., 891 A.2d at 752 (citation omitted).
In Osram Sylvania Prod., Inc. v. Comsup Commodities, Inc., 845
A.2d 846 (Pa. Super. 2004), this Court opined:
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Pennsylvania law clearly gives great weight to the
plaintiff’s choice of forum. . . .
Under the theory propounded by OSRAM, any time
there is a contract dispute, the defendant could defeat
the plaintiff’s choice of forum by winning the race to
the courthouse and filing a declaratory judgment
action claiming that no contract existed or that the
contract was somehow defective. This is not the purpose
of a declaratory judgment action. The purpose of a
declaratory judgment action is to afford relief from
uncertainty and insecurity with respect to legal rights,
status and other relations. It is not meant to be a vehicle
by which a defendant may usurp the plaintiff’s right to
select jurisdiction.
* * *
OSRAM’s declaratory judgment action only sought to
adjudicate defenses it had to Comsup’s original claims.
Id.at 849-50 (emphasis added) (citations omitted).
Instantly, the trial court opined:
Both parties agree that this court should order
coordination. The dispute is over whether the coordinated
proceedings should occur in the Common Pleas Court of
Allegheny County or the Common Pleas Court of
Montgomery County.
I find that no factors clearly favor coordination in
Montgomery County.
I find that the action should be coordinated in Allegheny
County because [Appellant’s] apparent reason for
instituting a declaratory judgment action in Montgomery
County is to deprive [Appellee] of its choice of forum,
which choice is well-recognized in Pennsylvania appellate
court case law. The case should be tried in Allegheny
County in order to prevent [Appellant] from defeating
[Appellee’s] right, as the actual moving party, to select the
forum for resolving the sixteen-page Complaint for unpaid
invoices.
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R.R. at 124a.4
Our review reveals no basis to disturb the trial court’s analysis. In its
complaint, Appellee avers that they had entered into a master services
agreement with Appellant which contained a confidential statement of work
(“SOW”). Id. at 7a. Appellee “properly invoiced [Appellant] for the services
and licensed materials provided by [Appellee] to [Appellant] pursuant to the
[SOW].” Id. Appellee contends that Appellant paid certain invoices but not
all of the properly issued invoices. Id. Appellant “materially breached its
contractual obligations to [Appellee] by failing to pay [Appellee] for the
services performed and for the licensed materials, causing [Appellee]
significant damages.” Id. at 8a. Appellee contends that Appellant “does not
have a legal or factual basis to dispute the accuracy or correctness of the
invoices, but rather [Appellant] has simply refused to pay the balances
owed.” Id. at 9a.
Appellant, in turn, filed a complaint seeking a declaratory judgment.
Appellant contends that “the SOW required [Appellant] to pay [Appellee] a
monthly operations fee . . . . The Operations Fee would be increased in each
of years two through five of the SOW pursuant to an agreed-upon cost of
4
In support of its decision in the case sub judice, the trial court refers to its
November 8, 2001 Memorandum in an unrelated case. See R.R. at 126a-
131a.
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living adjustment (the “COLA”). Id. at 71a. Appellant contends there are
“genuine and current controversies concerning” the following claims:
a. Whether [Appellee] owes [Appellant] $250,000 because
[Appellant] overpaid the License Fee during the first year
of the SOW;
b. Whether [Appellee] was entitled to a License Fee during
the second year of the SOW;
c. Whether [Appellee] misapplied the COLA for the second
year of the SOW;
d. Whether [Appellee] was entitled to an Early Termination
Fee under the SOW;
e. Whether [Appellee] was entitled to a second
Implementation Fee under the SOW; and
f. Whether [Appellee] overcharged [Appellant] for other
amounts under the SOW.
Id. at 74a.
Thus, Appellant’s declaratory judgment action sought to adjudicate
defenses it had to Appellee’s original claims. See Osram Sylvania Prod.,
Inc., 845 A.2d at 849-50. Appellant cannot usurp Appellee’s choice of
forum. See id. Accordingly, we discern no abuse of discretion by the trial
court in coordinating the actions in Allegheny County. See VMB
Enterprises, Inc., 891 A.2d at 752.
Order affirmed.
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Judgment Entered.
Joseph D. Seletyn, Esq.
Prothonotary
Date: 2/1/2017
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Management Science Assoc. v. Symphony Health
Combined Opinion