Nаmed plaintiffs Shawn Davis, Tamala Dupree, Ann Holland and Brian Covington appeal from the trial court’s decision dismissing *506 their class action complaint against appellees Phoebe Putney Health Systems, Inc. and Phоebe Putney Memorial Hospital, Inc. (collectively, “Phoebe”). The complaint alleged breach of contract claims based on the lease agreement between the Hospital Authority of Albany-Dоugherty County and Phoebe, and the Patient Consent Forms between appellants and Phoebe. For the reasons that follow, we affirm.
On July 23, 2004, appellants filed the instant lawsuit against Phoebe, seeking damages and equitablе relief as representatives of a class of all uninsured patients of Phoebe who were charged for medical care at rates exceeding the rates charged to insured patients or those with Mеdicaid or Medicare coverage. Thereafter, appellants amended their complaint to raise the same essential allegations under other causes of action. Phoebe filed an аnswer and motions to dismiss for failure to state a claim upon which relief can be granted.
On May 18,2005, approximately one week before the trial court’s motion hearing, appellants filed their second amended class action complaint. The second amended complaint withdrew the allegations of the first amended complaint, and instead asserted two breach of contract claims (Counts 1 and 2) based upon the lease agreement between the Hospital Authority of Albany-Dougherty County and Phoebe, which granted Phoebe control and operation of the hospital. The second amended complaint also asserted claims for breach of good faith and fair dealing and breach of implied obligation to charge a reasonable price based upon the express Patient Consent Form between аppellants and Phoebe (Counts 3 and 4).
At the hearing on Phoebe’s motion to dismiss, the parties presented argument on the merits as to each of the claims raised in the second amended complaint. The trial сourt subsequently entered an order dismissing all of appellants’ claims.
1. Appellants contend the trial court improperly considered Phoebe’s oral motion to dismiss Counts 1 and 2 of the second amended complaint. They argue that the motion was not properly before the trial court since it was not made in writing and the parties had not briefed the issues. A motion to dismiss for failure to state a claim may be made orally at a hearing. See
Royston v. Royston,
Moreover, when appellants did raise the issue, the trial judge instructed both parties to submit their arguments in writing for the court’s consideration. Apрellants thereafter filed a written brief opposing Phoebe’s proposed order granting the motion to dismiss and made no mention of the prior objection. As such, appellants abandoned their claim of еrror.
2. Appellants next contend the trial court erred in considering evidence outside the pleadings without converting the motion to dismiss into a motion for summary judgment and without giving appellants 30 days to respond. Counts 1 and 2 of the second amended complaint were predicated upon the lease agreement. A copy of the agreement itself was not attached as an exhibit to the complaint, but both parties рresented the trial court with copies of the agreement for its review and consideration at the motion hearing.
When matters outside the pleadings are considered by the trial court on a motion to dismiss for failure to state a claim, the motion is converted to a motion for summary judgment pursuant to OCGA § 9-11-56, and the trial court has the burden of informing the party opposing the motion that the court will consider matters outside the pleadings and that, if the opposing party so desires, the party has no less than 30 days to submit evidence in response to the motion for summary judgment. Cox Enterprises, Inc. v. Nix,273 Ga. 152 , 153 (538 SE2d 449 ) (2000); OCGA § 9-11-12 (b)----[T]he party opposing the motion may waive the right to the 30-day notice by аcquiescing in the movant’s submission of evidence in support of the motion to dismiss. Cox Enterprises,273 Ga. at 153-154 .
Morrell v. Wellstar Health Systems,
3. Appellants contend the trial court erred in dismissing the breach of contract claims asserted in Counts 1 and 2 on the grounds that appellants lacked standing. Appellants allege that they were third-party beneficiaries under the lease agreement and, therefore, had standing to sue for breach of its terms. We disagree.
As a general rule, an action on a contract, whether the contract is expressed, implied, by parol, under seal, or of record, shall be brought in the name of the party in whom the legal interest in the contract is vested, and against the party who made it in person or by agent. The beneficiary of a contract made between other parties for his benefit may maintain an action against the promisor on the contract.
(Punctuation omitted.) OCGA § 9-2-20 (a), (b). “In order for a third party to have standing to enforce a contract under [OCGA § 9-2-20 (b),] it must clearly appear from the contract that it was intended for his benefit. The mere fact that he would benefit from performance of the agreement is not alonе sufficient.” (Citations and punctuation omitted.)
Miree v. United States,
Examining the subject agreement in its entirety, we conclude that it did not express a clear intention to benefit appellants directly. The agreement was prepared as a “definitive agreement to implement [a] plan” to provide “additional long-term flexibility for further ventures and activities of the Hospital,” “to [allow the Hospital to] remain competitive” and “to enhance its position as the principal regional provider of specialty health care services in Southwest Georgia.” It was intended to “promote the public health needs of the *509 community” and to “continu[e]... the high quality and level of health care services currently rendered at the Hospital.”
It is true that the agreement also states the public health needs of the community would be promoted “by making additional facilities available in the community and by lowering the cost of health care in the community.” But these benefits are not directed to any particular class of people and instead only benefit indirectly the overall general public to whom Phoebe provides health care services. To this extent, appellants “had no more standing than any other member of the public, and we cannot conclude that the [agreement] was intended for the individual benefit of any claimant.”
Miree,
Appellants’ reliance upon provisions of the agreement requiring Phoebe to provide indigent and charity care is misplaced. In
Culberson v. Fulton-DeKalb Hosp. Auth.,
Finally, the agreement does not provide for direct compensation to any member of the indigent class or of the general public for breach of its provisions and further does not express an intentiоn to permit any third party to sue for its enforcement. Compare
Plantation Pipe Line Co. v. 3-D Excavators,
4. Appellants’ claims otherwise are not materially different from those presented in our recent decisions of
Morrell,
Judgment affirmed.
Notes
In light of our holding that appellants lack standing to assert their сlaims for breach of the lease agreement, appellants’ additional contentions that the trial court erroneously held that the complaint’s averments were insufficient to set forth causes of action for breach are rendered moot and need not he addressed.