Fi-Evergreen Woods, LLC v. Robinson, 135 So. 3d 331

Background

Resident May Robinson, alleged to lack capacity, received care at a nursing home and sued for negligence, breach of fiduciary duty, and violations of the Adult Protective Services Act after sustaining injuries while resident.
Husband (T.C. Robinson) signed an arbitration agreement naming himself as "Husband;" Resident’s name does not appear and the form’s box identifying Husband’s authority (power of attorney, guardianship, etc.) was left blank.
Fi-Evergreen, Themis Health, and Airamid Health moved to compel arbitration; lower court denied those motions, finding the agreement unenforceable on its face because Husband did not indicate authority to sign for Resident.
Appellants appealed the denial; the court lacked jurisdiction to consider co-defendant Howe’s appeal because the trial court had not ruled on her motion.
The Fifth District reviewed de novo whether a valid written arbitration agreement exists under the Florida Arbitration Act and whether a substantial issue was raised as to the making of the agreement.
The appellate court concluded the trial court erred by denying arbitration without an evidentiary hearing, because factual issues (assent or Husband’s authority/agency) required summary hearing under section 682.03(1).

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a valid written agreement to arbitrate exists when Resident did not sign and Husband signed but left authority blank	Resident argued she is presumed competent and the complaint alleges she lacked capacity; agreement is unenforceable because Husband did not show authority to bind her	Appellants argued signature by Husband and surrounding circumstances could show assent or agency; statute does not require the party to be charged to sign	Court held a substantial factual issue existed (assent or Husband’s authority/agency) and reversed; remanded for an evidentiary hearing under §682.03(1)
Whether trial court may deny enforcement on face of the form without permitting parol evidence on identity/capacity/agency	Resident defended that unsigned/non-authorized form is unenforceable on face	Appellants sought to introduce parol evidence of assent/agency and conduct to establish binding agreement	Court held parol evidence on identity, capacity, and agency is permissible even if ambiguity appears on face; hearing required
Whether failure to sign renders arbitration clause unenforceable	Resident relied on lack of Resident signature and blank authority box	Appellants cited cases permitting binding by words/conduct and agency principles even without signature	Court held failure to sign is not dispositive; assent and agency can bind non-signatories; factual resolution necessary
Whether an expedited evidentiary hearing is mandatory when a substantial issue exists about formation	Resident implicitly argued no factual issue warranting hearing	Appellants requested hearing to resolve formation facts	Court held section 682.03(1) mandates a summary evidentiary hearing when a substantial issue about making the agreement is raised

Key Cases Cited

Hubbard Constr. Co. v. Jacobs Civil, Inc., 969 So.2d 1069 (review of denial of motion to compel arbitration is de novo)
Seifert v. U.S. Home Corp., 750 So.2d 633 (sets three-element test for compelling arbitration)
Santos v. Gen. Dynamics Aviation Servs. Corp., 984 So.2d 658 (signature not always required for enforceability under Florida Arbitration Act)
H.W. Gay Enters., Inc. v. John Hall Elec. Contracting, Inc., 792 So.2d 580 (parties’ words and conduct can establish assent to an arbitration clause)
Stalley v. Transitional Hosps. Corp. of Tampa, Inc., 44 So.3d 627 (non-signatories may be bound under agency principles)
Crystal Motor Car Co. of Hernando, LLC v. Bailey, 24 So.3d 789 (trial court must conduct hearing when it finds factual issue regarding agreement formation)
Tandem Health Care of St. Petersburg, Inc. v. Whitney, 897 So.2d 531 (statutory requirement to summarily hear and determine formation issues is mandatory)