110 So. 3d 52
Fla. Dist. Ct. App.2013Background
- Spring Lake NC, LLC appeals a non-final order denying its motion to compel arbitration in a negligence action brought by Marlene Beloff as Personal Representative of the Estate of George Beloff.
- The probate-style admission papers signed by Mrs. Beloff were based on a durable power of attorney appointing her as attorney-in-fact.
- The residency agreement contained a bifurcated arbitration clause with separate lines for accepting or declining arbitration; Mrs. Beloff signed the line accepting arbitration.
- Mr. Beloff was admitted 12/17/2009, discharged 12/21/2009, and died 12/25/2009; the Estate filed malpractice claims against various providers on 8/17/2011 and added Spring Lake as a defendant.
- The trial court denied arbitration, relying on Mrs. Beloff’s subjective belief and perceived pressure to sign; the court did not resolve substantive unconscionability.
- On appeal, the court conducts de novo review of contract construction and applies procedural and substantive unconscionability standards to determine whether arbitration should be compelled.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the arbitration agreement is unconscionable. | Estate argues procedural unconscionability due to signing under pressure. | Spring Lake contends agreement is not procedurally unconscionable and terms are not unconscionable. | Procedural unconscionability not proven; remand to grant arbitration. |
Key Cases Cited
- Tampa HCP, LLC v. Bachor, 72 So.3d 823 (Fla. 2d DCA 2011) (arbitration defenses require proof of procedural and substantive unconscionability)
- Kennedy v. SA-PG Sun City Ctr., LLC, 79 So.3d 916 (Fla. 2d DCA 2012) (unconscionability requires both procedural and substantive showing; absent procedural, no need to address substantive)
- Bachor v. Bachor, 72 So.3d 326 (Fla. 2d DCA 2011) (procedure required to show unconsionability; reading of terms irrelevant if not procedurally unconscionable)
- Gainesville Health Care Ctr., Inc. v. Weston, 857 So.2d 278 (Fla. 1st DCA 2008) (meaning of “meaningful choice” in contract formation)
- Brea Sarasota, LLC v. Bickel, 95 So.3d 1015 (Fla. 2d DCA 2012) (factors for procedural unconscionability include bargaining opportunity and understanding of terms)
- SA-PG Sun City Ctr., LLC v. Kennedy, 79 So.3d 916 (Fla. 2d DCA 2012) (contract defenses apply to arbitration; require proof of unconscionability)