J-A07023-19
NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37
SHARON PETICCA, INDIVIUDALLY : IN THE SUPERIOR COURT OF
AND AS ADMINISTRATRIX OF THE : PENNSYLVANIA
ESTATE OF GENE LESTER HEDRICK, :
DECEASED :
:
:
v. :
:
: No. 2109 EDA 2018
CHATHAM ACRES HEALTHCARE :
GROUP, INC., D/B/A TWIN PINES :
HEALTH CARE CENTER; SABER :
HEALTHCARE GROUP, LLC; MARILYN :
KNAUB, M.D. C/O CHATHAM ACRES :
HEALTHCARE GROUP, INC. D/B/A/ :
TWIN PINES; AUTUMN SMITH, CRNP :
:
Appellant :
Appeal from the Order Entered June 20, 2018
In the Court of Common Pleas of Chester County Civil Division at No(s):
No. 2017-00724-PL
BEFORE: OLSON, J., DUBOW, J., and STEVENS*, P.J.E.
MEMORANDUM BY DUBOW, J.: FILED AUGUST 14, 2019
Appellants, Chatham Acres Healthcare Group, Inc., d/b/a Twin Pines
Health Care Center, and Saber Healthcare Group, LLC, appeal from the Order
entered June 20, 2018, which overruled Preliminary Objections seeking to
enforce an arbitration agreement. We affirm.
Except as noted, we derive the following statement of relevant facts and
procedural history from the trial court Opinion, which is supported by the
record. See Trial Ct. Op., filed 9/5/18, at 1-2.
____________________________________
* Former Justice specially assigned to the Superior Court.
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In August 2015, Gene Lester Hedrick (the decedent) fell and fractured
his right femur. He arrived by ambulance at Chester County Hospital where
he underwent surgery. Thereafter, on September 3, 2015, upon discharge
from the hospital, the decedent transferred to Twin Pines Health Care Center.
The decedent subsequently died.
Based upon allegedly improper treatment provided by Appellants, the
decedent’s wife, Appellee Sharon Peticca, commenced this litigation
individually and as the administratrix of the decedent’s estate. See Amended
Complaint, 3/27/17. In response, Appellants filed Preliminary Objections, in
relevant part asserting that the decedent had executed a voluntary and valid
Arbitration Agreement upon his admission to Twin Pines. Appellants’
Preliminary Objections, 4/12/17, at ¶ 10-11, Exhibit B (“Arbitration
Agreement”). Thus, according to Appellants, Appellee’s claims should proceed
to arbitration. Id. at ¶ 33. Appellee challenged Appellants’ objections,
asserting the Arbitration Agreement was neither valid nor enforceable. See
Appellees’ Answer to Preliminary Objections, 5/2/17.
The parties proceeded to discovery to develop a factual record on the
issue of arbitration. During her deposition, Appellee testified that the
decedent was “confused” and “couldn’t understand anything” on the day of
his admission to Twin Pines. Appellee’s Supplemental Memorandum, 1/16/18,
Exhibit A (Appellee’s Deposition, 12/20/17, at 7, 9). Specifically, for example,
Appellee described her interaction with the decedent just prior to his transfer:
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[B]efore he left for the Twin Pines place he asked me what I was
doing there because he had a[] . . . meeting and he always had
an aide with him, a guy aide. And I looked at [him] and he looked
at me and smiled. And I’m like, O[h], okay. He said well, you
can’t stay, I have to go there.
Appellee’s Deposition at 7. Appellee further clarified that the decedent had
been a school administrator. Id. at 8. Appellee continued:
I guess he thought he was [at work] the whole time he was in the
hospital because he kept calling the nurse by his secretary’s name.
Id. According to Appellee, the decedent had retired in 2010. Id. at 9.
Appellee also described an incident that occurred later that same day,
after the decedent’s transfer. According to Appellee, she brought her
granddaughter to visit the decedent. Id. at 13. However, he did not recognize
the child, and “it started to scare her.” Id.
Appellee secured deposition testimony from the decedent’s son and
step-daughter. Both relayed similar observations of the decedent from the
day he transferred to Twin Pines. For example, Troy Hedrick, who resided in
Schwenksville, PA, testified as follows:
I went into his room and [Appellee] had said Troy is here and he
said oh, he came from Seattle? And I haven’t lived in Seattle for
years and he also was at my house when they lost power. He
came and stayed until the power was restored. He knew where I
lived. It was a little bit shocking when that came out of his mouth.
Appellee’s Supplemental Memorandum, Exhibit C (Troy Hedrick’s Deposition,
12/20/17, at 9); see also id., Exhibit B (Brooke Bickley’s Deposition,
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12/20/17, at 10 (asserting that, on September 3, 2015, the decedent did not
recognize her or realize where he was).
For their part, Appellants secured deposition testimony from two
employees at the Twin Pines facility. See Appellants’ Supplemental Brief,
1/17/18, Exhibit F (Virginia Draper’s Deposition, 1/9/18), Exhibit G (David
Szczepanik’s Deposition, 1/5/18). However, Ms. Draper, who served as the
admissions director of Twin Pines at the time of the decedent’s transfer and
completed all admissions paperwork including the Arbitration Agreement,
testified that she had no specific recollection of her involvement with the
decedent. Virginia Draper’s Deposition at 13. Similarly, Mr. Szczepanik had
“no memory of [the decedent’s] care.” David Szczepanik’s Deposition at 7.
Based on this testimony, following additional briefing and oral argument,
the trial court determined that the decedent did not have the requisite capacity
to sign the Arbitration Agreement. Trial Ct. Order, 6/20/18, at 2 n.1
(unpaginated). Accordingly, the court overruled Appellants’ Preliminary
Objections seeking to enforce the agreement. Id. at 1 (unpaginated).
Appellants timely appealed. The trial court did not direct Appellants’
compliance with Pa.R.A.P. 1925(b) but issued an Opinion in accordance with
Pa.R.A.P. 1925(a).
Appellants raise the following issue on appeal:
Whether the trial court erred in refusing to enforce a [n]ursing
[h]ome [a]rbitration [a]greement signed by the [r]esident based
on a finding that the [resident] lacked the requisite capacity to
understand the [a]greement when signed[.]
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Appellants’ Br. at 5.
Appellants challenge the trial court’s denial of their Preliminary
Objections seeking to compel arbitration. Our review “is limited to
determining whether the trial court’s findings are supported by substantial
evidence and whether the trial court abused its discretion in denying [the
objections].” Gaffer Ins. Co., Ltd. v. Discover Reinsurance Co., 936 A.2d
1109, 1112 (Pa. Super. 2007) (citation omitted); see also In re
Condemnation by Urban Redevelopment Auth. of Pittsburgh, 913 A.2d
178, 183 (Pa. 2006) (“[T]o the extent that factual findings and credibility
determinations are at issue, we will accept the trial court's conclusions insofar
as they are supported by the record.”) (In re Condemnation); C.G. v. J.H.,
172 A.3d 43, 47, 57 (Pa. Super. 2017) (noting our deference to a trial court’s
factual findings where those findings are required to resolve preliminary
objections).
“Pennsylvania has a well-established public policy that favors
arbitration[.]” MacPherson v. Magee Mem’l Hosp. for Convalescence,
128 A.3d 1209, 1219 (Pa. Super. 2015) (en banc) (citation omitted). With
this policy in mind, “we employ a two-part test to determine whether the trial
court should have compelled arbitration.” Id. (citation omitted). First, there
must be a valid agreement between the parties to arbitrate. Id. Second, the
parties’ dispute must fall within the scope of the agreement. Id.
Here, Appellants dispute the trial court’s factual findings, asserting that
Appellees failed to rebut the presumptive validity of the Arbitration Agreement
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by clear and convincing evidence. See Appellants’ Br. at 18. Thus, we focus
on the first part of the test—whether a valid agreement to arbitrate exists.
An agreement to arbitrate is a contract. Bucks Orthopaedic Surgery
Assoc., P.C. v. Ruth, 925 A.2d 868, 872 (Pa. Super. 2005). “It is . . . well
settled that in order for an enforceable agreement to exist, there must be a
‘meeting of the minds,’ whereby both parties mutually assent to the same
thing, as evidenced by an offer and its acceptance.” Prieto Corp. v.
Gambone Constr. Co., 100 A.3d 602, 609 (Pa. Super. 2014) (citations
omitted); Quiles v. Fin. Exch. Co., 879 A.2d 281, 285 (Pa. Super. 2005)
(citations omitted) (“There must be a meeting of minds in order to constitute
a contract.”).
Initially, the burden is on the party seeking to compel arbitration to
demonstrate that a valid agreement to arbitrate existed between the parties.
Bair v. Manor Care of Elizabethtown, PA, LLC, 108 A.3d 94, 96 (Pa. Super.
2015); 42 Pa. C.S. § 7304(a). Here, Appellants demonstrated that the
decedent signed the Arbitration Agreement upon his admission to the
Appellants’ facility. This undisputed fact creates a presumption that the
decedent understood and agreed to its terms. Cardinal v. Kindred
Healthcare, Inc., 155 A.3d 46, 50 (Pa. Super. 2017) (“[A] signed document
gives rise to the presumption that it accurately expresses the state of mind of
the signing party.”). To overcome this presumption, Appellee was required to
present clear and convincing evidence that the decedent did not knowingly
agree to arbitrate. Id.
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The clear and convincing burden of proof requires “evidence that is so
clear, direct, weighty, and convincing as to enable the [fact finder] to come to
a clear conviction, without hesitancy, of the truth of the precise facts in issue.”
Rohm and Haas Co. v. Continental Cas. Co., 781 A.2d 1172, 1179 (Pa.
2001) (citation and internal quotation marks omitted); Cardinal, 155 A.3d at
50.
[W]here mental capacity to execute an instrument is at issue, the
real question is the condition of the person at the very time he
executed the instrument . . . in question[. A] person's mental
capacity is best determined by his spoken words and his conduct,
and [ ] the testimony of persons who observed such conduct on
the date in question outranks testimony as to observations made
prior to and subsequent to that date. Mere mental weakness, if it
does not amount to inability to comprehend the contract, and is
unaccompanied by evidence of imposition or undue influence, is
insufficient to set aside a contract.
Cardinal, 155 A.3d at 50 (citation omitted).
As set forth supra, Appellee adduced testimony from several individuals
who knew the decedent well. Those individuals observed the decedent’s
conduct on the day he signed the Arbitration Agreement, each recounting
specific incidents that established by clear and convincing evidence that the
decedent lacked the mental capacity to execute the agreement. This evidence
suggested more than mere mental weakness. Rather, the decedent did not
recognize close family members, did not know where he was or what he was
doing, and appears to have believed that he remained actively employed
despite having retired several years previously. The trial court credited this
testimony and discounted the countervailing testimony adduced by
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Appellants, whose employees had no specific recollection of the decedent’s
state of mind on the day of his transfer to Twin Pines. See Trial Ct. Order at
2 n.1 (unpaginated).
We defer to the court’s findings. In re Condemnation, 913 A.2d at
183; C.G., 172 A.3d at 57. Moreover, these findings set forth clear and
convincing evidence that the decedent did not knowingly and voluntarily agree
to arbitrate his dispute with Appellants. Cardinal, 155 A.3d at 50. Thus,
there was no “meeting of the minds,” and the Arbitration Agreement is not
enforceable. Prieto Corp., 100 A.3d at 609; Quiles, 879 A.2d at 285.
Accordingly, we discern no abuse of discretion in the trial court’s denial of
Appellants’ Preliminary Objections. Gaffer Ins. Co., Ltd., 936 A.2d at 1112.
Order affirmed.
Judgment Entered.
Joseph D. Seletyn, Esq.
Prothonotary
Date: 8/14/19
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