Foster, R. v. Dickson, R., 1553 WDA 2016

Background

Richard and Ermalee Foster (the parents) granted MarkWest a right-of-way and executed a Confidential Addendum in 2012 specifying payments for installing one or more pipelines.
On Dec. 27, 2012 the parents deeded the property to their daughter Renee Dickson but expressly reserved one-half of “all future payments for the placement of right of ways and/or pipelines” on the parcels; a corrective deed followed in 2013 with the same reservation.
The parents immediately assigned their reserved one-half interest in future pipeline-placement payments to their son, Richard C. Foster, II.
MarkWest installed a first pipeline in 2013 and paid under the Addendum; in 2015 it installed a second pipeline, paid Dickson half the contract amount, and withheld the other half pending agreement or court direction.
Foster sued for declaratory relief seeking the withheld funds as the assignee of the reserved one-half interest; Dickson counterclaimed asserting the monies were payments for surface use/damages payable to her.
The trial court granted Foster’s motion for judgment on the pleadings, ordered 50% of the proceeds (and future similar payments) to Foster, and denied Dickson’s motion; Dickson appealed.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Who is entitled to the withheld 50% of payment for the second pipeline?	Foster: The deed reserved 50% of future pipeline-placement payments to the grantors and that reservation was assigned to Foster, so he is entitled to one-half.	Dickson: The deed conveyed all surface rights and payments for surface use and damages to Dickson; the escrowed payment is for surface damages and thus payable to Dickson.	The court held Foster is entitled to 50% as a matter of law under the clear deed reservation and assignment; Dickson’s surface-damage argument does not negate the reserved/assigned pipeline-payment interest.
Whether the deed is ambiguous such that extrinsic fact-finding is required	Foster: Deed language is plain and unambiguous allocating half of future pipeline-placement payments to the grantors (now assignee).	Dickson: Clauses regarding surface rights and damages create ambiguity about whether the Addendum payment is "damages" or placement consideration.	The court found the deed unambiguous when read as a whole and resolved clauses consistently; judgment on the pleadings was appropriate.
Appropriateness of judgment on the pleadings	Foster: No factual dispute—entitled as a matter of law based on the deed and assignment.	Dickson: Factual dispute over characterization of payment might preclude judgment on the pleadings.	The court concluded no material factual dispute in the pleadings; judgment on the pleadings in favor of Foster was proper.
Whether MarkWest’s Confidential Addendum must be considered by appellate court	Foster: Parties referenced the Addendum and its terms are not disputed.	Dickson: Omitted attachment means Addendum not in record; appellate review limited to record.	Court noted Addendum was not part of the record and could not be considered by the appellate court, but the deed language alone resolved the dispute.

Key Cases Cited

Coleman v. Duane Morris, LLP, 58 A.3d 833 (Pa. Super. 2012) (standard and scope for reviewing judgment on the pleadings)
Dieter v. Fidelcor, Inc., 657 A.2d 27 (Pa. Super. 1995) (contract interpretation seeks parties’ intent from the written agreement)
Halpin v. LaSalle Univ., 639 A.2d 37 (Pa. Super. 1994) (contracts must be read as a whole when assessing ambiguity)
Flatley by Flatley v. Penman, 632 A.2d 1342 (Pa. Super. 1993) (interpret clauses to avoid conflict where possible)
Smith v. Smith, 637 A.2d 622 (Pa. Super. 1993) (appellate courts cannot consider matters not part of the trial record)