MARY P. PETERSEN, BY AND THROUGH HER ATTORNEY-IN-FACT, KATHLEEN F. MORRISON Appellee
KINDRED HEALTHCARE, INC., AND PERSONACARE OF READING, INC., D/B/A KINDRED TRANSITIONAL CARE AND REHABILITATION-WYOMISSING, AND KINDRED NURSING CENTERS EAST, LLC, AND KINDRED HEALTHCARE OPERATING, INC., AND MONIQUE COLE, NHA Appellants
from the Order Entered September 5, 2014 In the Court of
Common Pleas of Berks County Civil Division at No(s):
BEFORE: PANELLA, J., LAZARUS, J., and PLATT, J.
Healthcare, Inc., Personacare of Reading, Inc., d/b/a Kindred
Transitional Care and Rehabilitation-Wyomissing, Kindred
Nursing Centers East, LLC, Kindred Healthcare Operating,
Inc., and Monique Cole, NHA (collectively,
"Kindred"), appeal from the order entered in the
Court of Common Pleas of Berks County, overruling
Kindred's preliminary objections to the complaint filed
by Mary P. Petersen, by and through her attorney-in-fact,
Kathleen F. Morrison ("Petersen"). Upon careful
review, we affirm.
action involves claims of negligence on the part of Kindred
in relation to care rendered to Petersen during her stay as a
patient at a Kindred facility. Petersen filed a complaint on
July 5, 2013. Kindred filed preliminary objections on July
26, 2013, seeking, inter alia, to enforce an
arbitration agreement signed by Petersen's daughter,
Darlene Uriarte, pursuant to a power of attorney
("POA") appointing Uriarte as successor agent in
the event her sister, Kathleen Morrison, was unwilling or
unable to act. Petersen filed a response, in which she
asserted that the agreement was "unenforceable, void,
unconscionable, and/or a contract of adhesion."
Plaintiff's Answer to Preliminary Objections, 8/15/13, at
3. Petersen also claimed that the agreement "was signed
under duress or by someone without proper legal
authority." Id. The parties engaged in limited
discovery on the issue of arbitration and filed supplemental
briefs. Following oral argument, the trial court issued an
order on September 8, 2013, overruling Kindred's
preliminary objections and directing Kindred to file a
response to Petersen's complaint.
timely appeal follows,  in which Kindred raises the following
issues for our review:
1. Whether the [t]rial [c]ourt erred in overruling
Kindred's preliminary objections seeking to enforce an
[a]lternative [d]ispute [r]esolution [a]greement signed by
[Petersen's] daughter, Darlene Uriarte, as she had
authority to execute the ADR [a]greement pursuant to a
written [p]ower of [a]ttorney?
2. Whether the [t]rial [c]ourt erred by failing to conclude
that Ms. Uriarte had the capacity, and, in fact, did have a
basic understanding of alternative dispute resolution when
she signed the [a]greement?
3. [Whether t]he [t]rial [c]ourt erred in failing to conclude
that by signing various other medical-legal documents on
behalf of her mother during her stay at the Kindred facility
that [Petersen] is estopped from disavowing the ADR
4. Whether the [t]rial [c]ourt erred in failing to apply the
policies favoring arbitration contained in the Federal
Arbitration Act, 9 U.S.C. §§ 1-16
("FAA"), the Pennsylvania Uniform Arbitration Act
("PUAA"),  and extensive case law interpreting same?
Brief of Appellants, at 4.
begin by noting that our review of a claim that the trial
court improperly denied preliminary objections in the nature
of a petition to compel arbitration 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 petition. Gaffer, 936 A.2d
at 1112. As contract interpretation is a question of law, our
review of the trial court's decision is de novo
and our scope is plenary. Id., citing Bucks
Orthopaedic Surgery Associates, P.C. v. Ruth, 925 A.2d
868, 871 (Pa. Super. 2007).
first claims that the trial court erred in concluding that
Petersen's daughter, Darlene Uriarte, lacked authority to
execute the arbitration agreement pursuant to Petersen's
power of attorney. Specifically, Kindred challenges the
court's findings that: (1) as the named successor agent,
Uriarte did not have authority to act on behalf of Petersen
until it was determined that the primary agent, Kathleen, was
unable or unwilling to act; and (2) the power of attorney
document in question did not authorize the agent to enter
into ADR agreements on behalf of the principal.
first address the question of whether Uriarte possessed the
authority to act on Petersen's behalf under the POA.
Kindred asserts that the trial court erred in concluding that
"before Darlene Uriarte could validly execute the ADR
agreement, there must first have been a specific finding that
her sister, Kathleen, was unwilling or unable to sign
[it]." Brief of Appellants, at 23. Kindred argues that
Uriarte's deposition testimony demonstrates that she and
Kathleen agreed that she (Uriarte) had the authority to
execute the documents necessary to admit Petersen into
Kindred's facility. Kindred asserts that Uriarte
"presented the POA to Kindred, and represented herself
as having authority to act" on Petersen's behalf.
Kindred claims that "the [t]rial [c]ourt's decision
would require [Kindred] to make an on-the-spot determination
that [Kathleen] was unwilling or unable to sign admissions
papers on her [Petersen's] behalf, despite there being no
reason to question ...