Meade Recovery Servs. v. Davidson

• Docket Number: 20230653-CA
• Decision Date: 26 June 2025
• Citation: Meade Recovery Servs. v. Davidson, 2025 UT App 97, 20230653-CA (Utah App. Jun 26, 2025)
• Parties: MEADE RECOVERY SERVICES LLC, Appellee, v. JORDAN DAVIDSON, Appellant.
• Court: Utah Court of Appeals

1

2025 UT App 97

MEADE RECOVERY SERVICES LLC, Appellee, v. JORDAN DAVIDSON, Appellant.

No. 20230653-CA

Court of Appeals of Utah

June 26, 2025

Second District Court, Farmington Department The Honorable Michael D. DiRedaNo. 189703150

Ronald Ady, Attorney for Appellant Jonathan

E Jenkins and Dalton Jones Smuin, Attorneys for Appellee

Judge David N. Mortensen authored this Opinion, in which Judges Michele M. Christiansen Forster and Ryan M. Harris concurred.

OPINION

MORTENSEN, JUDGE

¶1Jordan Davidson underwent surgery with anesthesia.When the provider of the anesthesia services went unpaid, it sued Davidson for payment.At trial, Davidson raised several legal defenses, which the district court rejected.Davidson raises similar arguments on appeal, which we likewise reject.We thus affirm the judgment of the district court and remand this matter for a calculation of fees incurred on appeal.

BACKGROUND

¶2 In 2016, Davidson had surgery on her leg.Layton Ambulatory Anesthesia (LAA) provided Davidson with anesthesia services for the surgery.Prior to the surgery, Davidson signed an "Assignment to Anesthesia Provider" agreement (the Agreement) with LAA.The Agreement provided, in part,

I hereby assign and authorize payment directly to the physician or anesthesia provider for the anesthesia services rendered.This shall include all insurance benefits payable for physician services.I understand that I am financially responsible for charges not covered by these benefits.In the event of failure to pay, I agree to pay in accordance with the Physician's regular rates and terms. . . .Should a collection become necessary, I as the responsible party agree to pay an additional 40% for collection agency fees and legal fees of collection including attorney fees, court costs, and billing fees.

¶3 After the surgery, LAA attempted to submit the bill to Davidson's insurers.Neither insurer paid the bill.LAA's account ledger notes reflect that the reason neither insurer paid was because of "coordination of benefits" issues.Davidson does not contest the fact that neither insurer has paid.

¶4 After it was unable to collect payment from Davidson's insurers, LAA engaged Meade Recovery Services LLC(Meade) to pursue payment from Davidson personally.In 2018, Meade, as assignee for LAA, filed a collection lawsuit.After extensive pretrial proceedings, the case was scheduled for a bench trial in 2022.

¶5The court held a full-day bench trial and then entered judgment against Davidson.The court concluded that "Davidson's insurers denied the claim and refused to pay for the anesthesia services" and that "Davidson agreed in the contract that in the event of failure to pay, she would pay."Pursuant to the Agreement, the court also awarded Meade "interest, court costs, billing fees, and attorney fees."Davidson filed a motion for a new trial, but the court denied that motion.Davidson then appealed the court's decision.

ISSUES AND STANDARDS OF REVIEW

¶6 Davidson raises three issues on appeal.First, she argues that the district court interpreted the Agreement incorrectly.She asserts that under the correct interpretation, she agreed to be responsible only for charges that were not covered by her insurance, and that Meade cannot demonstrate that her insurance did not cover the procedure."The district court's interpretation of a contract is a legal question that we review for correctness."Fisher v. Davidhizar, 2018 UT App 153, ¶ 8, 436 P.3d 123.

¶7 Second, Davidson claims that the district court committed clear error in finding that there was no evidence of an agreement between LAA and either of her insurers such that section 31A-45-301(5) of the Utah Code would not apply."The proper interpretation and application of a statute is a question of law which we review for correctness, affording no deference to the district court's legal conclusion."Gutierrez v. Medley, 972 P.2d 913, 914-15(Utah1998).The factual findings of the district court are reviewed for clear error.SeeGillmor v. Macey, 2005 UT App 351, ¶ 38, 121 P.3d 57("So long as the trial court's findings of fact are sufficiently supported by the evidence and not clearly erroneous, we give great deference to a court's findings, giving due regard to the trial court's favorable position for weighing issues of witness and evidence credibility.").

¶8 Lastly, Davidson argues that the district court was incorrect in finding that there was a failure to pay on her part.She argues that due to an implied-in-fact contract, she cannot have breached the Agreement until LAA fulfilled its obligations by requesting arbitration.We review the interpretation of a contract for correctness.Fisher, 2018 UT App 153, ¶ 8.

ANALYSIS

I.Meaning of the Agreement

¶9"In interpreting contracts, Utah courts first look at the language within the four corners of the contract and determine whether the contract is unambiguous."Tom Heal Com. Real Estate, Inc. v. Overton, 2005 UT App 257, ¶ 8, 116 P.3d 965(cleaned up).Under Utah law, whether a contract is facially ambiguous is "a question of law to be determined by the judge."Daines v. Vincent, 2008 UT 51, ¶ 25, 190 P.3d 1269.

¶10"A contract is facially ambiguous if its terms are capable of more than one reasonable interpretation because of uncertain meanings of terms, missing terms, or other facial deficiencies."Mind & Motion Utah Invs., LLC v. Celtic Bank Corp., 2016 UT 6, ¶ 24, 367 P.3d 994(cleaned up).A "reasonable interpretation" is one "that cannot be ruled out, after considering the natural meaning of the words in the contract provision in context of the contract as a whole, as one the parties could have reasonably intended."Brady v. Park, 2019 UT 16, ¶ 55, 445 P.3d 395."Crucially, ambiguity is present only if both proffered interpretations of the contract's language are tenable and in keeping with the contract's language."Ocean18 LLC v.Overage Refund Specialists LLC(In re Excess Proceeds from Foreclosure of 1107 Snowberry St.), 2020 UT App 54, ¶ 23, 474 P.3d 481(cleaned up)."Terms are not ambiguous simply because one party seeks to endow them with a different interpretation according to his or her own interests."Mind & Motion, 2016 UT 6, ¶ 24(cleaned up).

¶11"If the language is unambiguous, the parties' intentions are determined from the plain meaning of the contractual language, and the contract may be interpreted as a matter of law."Tom Heal, 2005 UT App 257, ¶ 8(cleaned up);see alsoPeterson & Simpson v. IHC Health Services, Inc., 2009 UT 54, ¶ 13, 217 P.3d 716("As with any contract, we determine what the parties have agreed upon by looking first to the plain language within the four corners of the document.");Willow Creek Assocs. of Grantsville LLC v. Hy Barr Inc., 2021 UT App 116, ¶ 41, 501 P.3d 1179("When we interpret a contract, we start with its plain language."(cleaned up));Wittingham, LLC v. TNE LP, 2020 UT 49, ¶ 71, 469 P.3d 1035("When interpreting a contract or deed, a court attempts to give effect to the intent of the parties by first looking to the plain language within the four corners of the deed or contract."(cleaned up)).

¶12 Here, the plain language of the Agreement is unambiguous because its terms are capable of only "one reasonable interpretation."SeeMind & Motion, 2016 UT 6, ¶ 24(cleaned up).In determining whether a contract is ambiguous we attempt to "harmoniz[e] conflicting or apparently ambiguous contract language" by examining "the entire contract and all of its parts in relation to each other."Gillmor v. Macey, 2005 UT App 351, ¶ 19, 121 P.3d 57(cleaned up).

¶13 The alleged conflict here arises from the third and fourth sentences of the Agreement.The third sentence reads,

I understand that I am financially responsible for charges not covered by these benefits.

The fourth sentence reads,

In the event of failure to pay, I agree to pay in accordance with the Physician's regular rates and terms.

Davidson asks us to rely more heavily upon the third sentence of this provision, while Meade asks us to rely more heavily upon the fourth sentence.But our decision that the language is unambiguous is not based on a party's preference for a particular interpretation.Instead, our conclusion must rest on the fact that one of the preferred interpretations is reasonable and the other is not.

¶14 Davidson argues that under this language, she was liable only if her insurers did not cover the charges.In essence, she claims that there was no evidence of a coverage problem; instead, the only evidence was that there was a coordination-of-benefits problem.In other words, she's saying that the issue revolved not around whether the charges were covered, but around which insurer would, in fact, cover them.And thus, Davidson asserts, it is Meade's burden to prove that the charges were not covered by Davidson's insurers.

¶15 At oral argument Davidson explained that her position was based on the idea that in construing contracts we are to give each provision meaning and avoid rendering any portion superfluous.SeeUtah Valley Bank v. Tanner, 636 P.2d 1060, 1061- 62(Utah1981)(stating that we consider "[e]ach contract provision . . . in relation to all of the others, with a view toward giving effect to all and ignoring none").She argues that Meade's interpretation of the Agreement renders the third sentence surplusage.She asserts that Meade's reading was deficient in this respect since it would mean that the Agreement "has the same legal effect without the third sentence because the fourth sentence-failure to pay-does all the work."In other words, Davidson maintains that Meade's interpretation cannot be correct because it would render the Agreement with the third sentence...