Thomas Jefferson University v. Wapner

• Citation: 903 A.2d 565
• Parties: THOMAS JEFFERSON UNIVERSITY and Jefferson University Physicians, formerly known as Jefferson Faculty Foundation, Appellants, v. Dr. Ronald WAPNER, Appellee.
• Decision Date: 29 June 2006
• Court: Superior Court of Pennsylvania

903 A.2d 565

THOMAS JEFFERSON UNIVERSITY and Jefferson University Physicians, formerly known as Jefferson Faculty Foundation, Appellants, v. Dr. Ronald WAPNER, Appellee.

Superior Court of Pennsylvania.

Argued January 31, 2006.

Filed June 29, 2006.

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Ira A. Rosemau, Philadelphia, for appellants.

John F.X. O'Riordan, Philadelphia, for appellee.

BEFORE: McCAFFERY, PANELLA, and JOHNSON, JJ.

OPINION BY McCAFFERY, J.:

¶ 1 Appellants, Thomas Jefferson University ("TJU") and Jefferson University Physicians ("JUP") (collectively "Jefferson"), appeal from the trial court's denial of their post-trial motions for judgment non obstante verdicto ("JNOV") or a new trial following the jury's verdict in favor of Appellees, Dr. Ronald Wapner and Dr. Amy Levine.¹ Specifically, Appellants seek a determination of whether the trial court (1) erred in finding that Appellants failed to preserve their right to seek JNOV on their duty of loyalty claim; (2) erred when it instructed the jury regarding Appellee Wapner's counterclaim and subsequently denied Appellants' motion for JNOV on the counterclaim; and (3) abused its discretion in denying Appellants' request for a new trial based on the weight of the evidence. After careful consideration of the applicable law and thorough review of the certified record on appeal, we affirm.

¶ 2 The relevant facts and procedural history of this case are as follows. In 2001, Jefferson filed suit against Drs. Wapner and Levine, both of whom had left Jefferson's employ and had begun working at a competitor hospital.² In its complaints, Jefferson alleged breach of duty of loyalty, breach of contract, tortious interference with existing and prospective contracts, misappropriation of trade secrets, and civil conspiracy. Drs. Wapner and Levine filed counterclaims against Jefferson, asserting violations of the Wage Payment and Collection Law, 43 P.S. §§ 260.1-260.12 ("WPCL"), as well as breach of contract and tortious interference claims.³

¶ 3 The record established that Drs. Wapner and Levine are two Philadelphia-based physicians who specialize in Maternal Fetal Medicine ("MFM"), also known as perinatology.⁴ Dr. Wapner's employment with Jefferson commenced in 1972; in 1997, he was named Director of the MFM Division, and executed a five-year employment agreement in connection with that post. Dr. Levine's employment with Jefferson commenced in 1993. In 2000, she entered into a two-year employment agreement with Jefferson. Pursuant to their respective agreements, the doctors provided perinatal services at TJU and at various hospitals with which JUP had contracts, including Mercy Fitzgerald Hospital ("Mercy Fitzgerald") and Mercer Hospital ("Mercer").

¶ 4 According to Jefferson's complaints, both doctors entered into employment negotiations with Tenet Health System Hahnemann ("Hahnemann") in mid-2000, while they were still employed by Jefferson. Jefferson alleged that those negotiations included not only discussions regarding the transfer of the doctors' practices to Hahnemann, but also included discussions regarding the planning and feasibility of Hahnemann acquiring perinatal services contracts with Mercy Fitzgerald and Mercer. Jefferson alleged that Dr. Wapner and Dr. Levine interfered with Jefferson's contracts with those hospitals by making direct contact with the hospitals' personnel and asking them to enter into contracts with Hahnemann. In addition, Jefferson alleged that the doctors provided confidential information to Hahnemann regarding Jefferson's business dealings, including copies of contracts and extensive financial data. Jefferson alleged that this and other conduct on the part of the doctors resulted in damages to Jefferson in excess of $700,000.

¶ 5 On October 23, 2003, a jury trial commenced, and the parties proceeded to present extensive testimonial and documentary evidence over the course of the next two weeks. On November 6th, the jury rendered a verdict against Jefferson with respect to both doctors, and found in favor of Dr. Wapner on his counterclaim for unpaid wages. Specifically, the jury found that Jefferson had withheld Dr. Wapner's salary, without a good faith basis for doing so, in violation of the WPCL.⁵ The jury found that Jefferson owed no damages to Dr. Levine under the WPCL. Jefferson filed timely post-trial motions, seeking JNOV or a new trial. The trial court ultimately denied the motions, prompting the instant appeal.

¶ 6 Jefferson raises the following five issues in its Statement of the Questions Involved:

1. Whether the trial court erred by denying Jefferson [JNOV] against [Drs. Wapner and Levine] on the breach of duty of loyalty claims because, at trial, it was conclusively established that Drs. Levine and Wapner breached their duties of loyalty, such that no two reasonable minds could disagree that the outcome should have been rendered in Jefferson's favor.

2. Whether Jefferson preserved its right to seek [JNOV] against [Drs. Wapner and Levine] on the breach of duty of loyalty claims when Jefferson requested that the trial court give a binding instruction on its breach of duty of loyalty claims, which request the trial court denied.

3. Whether the trial court erred by denying Jefferson [JNOV] on Dr. Wapner's claim that Jefferson did not have a good faith assertion of a right of setoff under Pennsylvania's Wage Payment and Collection Law, 43 P.S. [§] 260.1 et seq. (the "WPCL") as to Dr. Wapner's wages.

4. Whether the trial court erred by denying Jefferson a new trial based on the trial court's erroneous instruction allocating to Jefferson the burden of proving that it had a good faith assertion of a right of setoff as to Dr. Wapner's WPCL claims.

5. Whether the trial court erred by denying Jefferson's post-trial motion for a new trial because the verdict was against the weight of the evidence.

(Jefferson's Brief at 4).

¶ 7 Appellate review of a denial of JNOV is quite narrow. We may reverse only in the event the trial court abused its discretion or committed an error of law that controlled the outcome of the case. Hutchinson v. Penske Truck Leasing Co., 876 A.2d 978, 984 (Pa.Super.2005) (citations and quotations omitted). "Abuse of discretion occurs if the trial court renders a judgment that is manifestly unreasonable, arbitrary or capricious; that fails to apply the law; or that is motivated by partiality, prejudice, bias or Ill-will." Id.

When reviewing an appeal from the denial of a request for judgment n.o.v., the appellate court must view the evidence in the light most favorable to the verdict[-]winner and give him or her the benefit of every reasonable inference arising therefrom while rejecting all unfavorable testimony and inferences. . . . Thus, the grant of a judgment n.o.v. should only be entered in a clear case and any doubts must be resolved in favor of the verdict[-]winner. Furthermore, [i]t is only when either the movant is entitled to judgment as a matter of law or the evidence was such that no two reasonable minds could disagree that the outcome should have been rendered in favor of the movant that an appellate court may vacate a jury's finding.

Hutchison ex rel. Hutchison v. Luddy, 896 A.2d 1260, 1265 (Pa.Super.2006) (citations and quotations omitted).

¶ 8 Jefferson's first issue addresses the merits of its claimed entitlement to JNOV on its breach of duty of loyalty claims against both doctors. Relying primarily on SHV Coal, Inc. v. Continental Grain Co., 376 Pa.Super. 241, 545 A.2d 917 (1988), rev'd on other grounds, 526 Pa. 489, 587 A.2d 702 (1991), Jefferson insists that Dr. Wapner's and Dr. Levine's "own conclusive admissions at trial" established that they had breached their duties of loyalty to Jefferson. Before we may address these assertions, however, we first must determine whether the request for JNOV was preserved. Dilliplaine v. Lehigh Valley Trust Co., 457 Pa. 255, 322 A.2d 114 (1974). If not, the merits of the claim are irrelevant. Jefferson addresses preservation in its second issue, and so we begin with that claim.

¶ 9 While the opportunity to move for JNOV typically is preserved by the filing of a motion for a directed verdict, Jefferson properly notes that the right to seek JNOV likewise is preserved if the moving party requests and is denied a binding jury instruction. See Pa.R.Civ.P. 227.1(b)(1); Hayes v. Donohue Designer Kitchen, Inc. 818 A.2d 1287, 1291 n. 4 (Pa.Super.2003) ("[C]ases indicate that in order to preserve the right to request a JNOV post-trial[,] a litigant must first request a binding charge to the jury or move for directed verdict at trial."). Jefferson argues that it sought and was denied a binding instruction on the duty of loyalty, thereby preserving its right to seek JNOV post-trial.

¶ 10 In its opinion disposing of post-trial motions, the trial court concluded that the instruction to which Jefferson referred was not a binding instruction. Further, the court reasoned, even if the proffered instruction were deemed binding in nature, the record reflects that Jefferson was not denied the instruction but, rather, agreed with the trial court that the instruction should not be given. Upon review of the record, we conclude that we need not determine whether or to what extent the instruction proffered by Jefferson constituted a binding instruction, since it is clear that Jefferson did abandon its request for the instruction and did agree with the trial court that another, different instruction be given in its place.

¶ 11 At the conclusion of the evidence in the case sub judice, the parties appeared before the court to discuss jury instructions and interrogatories. Noting that both sides had submitted their requests, the court informed the parties that it was "inclined to go forward with the instructions as proposed by the [doctors], and not by [Jefferson] because [the doctors' instructions] are much more concise and they are less than an argument from counsel as...