Seare v. University of Utah School of Medicine

• Decision Date: 15 September 1994
• Docket Number: No. 930326-CA,930326-CA
• Citation: 882 P.2d 673
• Parties: 94 Ed. Law Rep. 998 Jerald G. SEARE, Plaintiff and Appellant, v. UNIVERSITY OF UTAH SCHOOL OF MEDICINE, Department of Surgery, an entity of the State of Utah; William A. Gay, Jr.; James M. McGreevy; and John Does I through X, Defendants and Appellees.
• Court: Utah Court of Appeals

Page 673

882 P.2d 673

94 Ed. Law Rep. 998

Jerald G. SEARE, Plaintiff and Appellant, v. UNIVERSITY OF UTAH SCHOOL OF MEDICINE, Department of Surgery, an entity of the State of Utah; William A. Gay, Jr.; James M. McGreevy; and John Does I through X Defendants and Appellees.

No. 930326-CA.

Court of Appeals of Utah.

Sept. 15, 1994.

Rehearing Denied Oct. 11, 1994.

L. Zane Gill, Salt Lake City, for appellant.

Jan Graham and Brent A. Burnett, Salt Lake City, for appellees.

Before DAVIS, GREENWOOD, and JACKSON, JJ.

OPINION

GREENWOOD, Judge:

Appellant Jerald G. Seare (Seare) appeals the trial court's grant of summary judgment in favor of appellees, University of Utah School of Medicine, et al. (University). Seare sued the University claiming it had failed to perform its responsibilities in regard to his medical resident training program at the University of Utah. Seare argues on appeal that the trial court erred because there are genuine issues of material fact relating to the University's alleged breach of contract, breach of implied covenants, and Seare's federal civil rights claims which preclude summary judgment. We affirm.

STANDARD OF REVIEW

Summary judgment is appropriate when there are no genuine issues of material fact and the moving party is entitled to judgment as a matter of law. Utah R.Civ.P. 56(c). A review of the trial court's order of summary judgment presents questions of law. Thus, we accord no deference to the trial court's determination and review it for correctness. Pratt v. Mitchell Hollow Irrigation Co., 813 P.2d 1169, 1171 (Utah 1991); Mumford v. ITT Commercial Fin. Corp., 858 P.2d 1041, 1043 (Utah App.1993). Further, we review the evidence "in the light most favorable to the losing party, and affirm only where it appears there is no genuine dispute as to any material issues of fact." Themy v. Seagull Enters., Inc., 595 P.2d 526, 528-29 (Utah 1979) (footnote omitted).

BACKGROUND

In 1983, one year prior to Seare's graduation from medical school, Dr. Clifford Snyder, the University's Chief of Plastic Surgery, encouraged Seare to participate in a new plastic surgery residency program. The program consisted of a three-year general surgery residency followed by a three-year plastic surgery residency (the 3 + 3 program). The program's goal was to train medical students as specialists in the field of plastic surgery. As with all medical residency programs, the 3 + 3 program had to be approved by various university and national organizations and committees. Sometime later in 1983, Dr. Snyder informed Seare that the 3 + 3 program had been approved and formally accepted him into the program. In 1984, Seare began his first year of the 3 + 3 program. Seare and the University executed a standardized Houseofficer contract ¹ for the first year general surgery residency, as well as for all subsequent residency years. On November 12, 1986, Dr. Louis Morales ² sent Seare a letter accepting him into the three-year plastic surgery portion of the 3 + 3 program. However, on January 9, 1987, Dr. William Gay, Chair of the Department of Surgery, sent Seare a letter informing him that the 3 + 3 program had been discontinued. The letter stated that the 3 + 3 program had never been approved by the University's Graduate Medical Education Committee and that a full five year general surgery residency would be a prerequisite to entrance into the University's two-year plastic surgery residency (the 5 + 2 program). Further, the letter stated that no plastic surgery residencies would be granted for the following year.

On March 17, 1987 Seare and the University executed, after negotiations, a Houseofficer contract securing Seare a position as a fourth-year general surgery resident. During his fourth year, Seare requested, and was granted, a fifth year of residency in general surgery. Later, on June 8, 1988, Seare executed a Houseofficer contract with the University for this fifth year of general surgery residency.

Near the end of his fifth year, Seare was accepted as the first alternate in the University's two-year plastic surgery residency program. Seare then decided to enter the practice of general surgery instead of reapplying for a plastic surgery residency at the University or at a different school. However, before Seare could practice as a general surgeon, the University had to certify him to sit for the general surgery board examination (the board exam) administered by the American Board of Surgery.

Although the University was prepared to certify Seare to sit for the board exam to allow him to enter into a plastic surgery residency, it refused to certify him to sit for the board exam given his stated intention to practice medicine as a general surgeon. The University argues that Seare was not qualified to practice general surgery because he did not have the necessary experience as a surgical chief resident as corroborated by the reviews of several physicians with whom Seare had worked.

Seare, on the other hand, believed that upon completion of five years of general surgery residency he would be eligible to sit for the board exam regardless of his intent to either enter the plastic surgery program or practice as a general surgeon. According to Seare, his fifth year of general surgery residency was no different from other fifth-year residents except that he was assigned to a private hospital. Seare claims that Dr. McGreevy, Director of General Surgery for the Department of Surgery, told Seare that he was expected to act as a chief resident in all respects. Seare claims that his fifth year duties at LDS Hospital in Salt Lake City were essentially the same as other general surgery chief residents at the University of Utah and Veterans Administration hospitals.

In contrast, Dr. McGreevy testified that he structured Seare's fifth year with the understanding that Seare would pursue an additional residency in plastic surgery. For this reason, Dr. McGreevy claims to have informed Seare that he could not offer Seare a chief year in general surgery and that his fifth year was in fact different than the fifth year for other general surgery residents.

On September 25, 1989, Seare filed suit against the University for breach of contract, breach of implied covenants, and violation of his civil rights under 42 U.S.C. § 1983. ³ Seare also sought a writ of mandamus under his contract theory. On December 4, 1992, the University moved for, and the trial court later granted, summary judgment. The trial court's ruling included the following conclusions: (1) any contract between Seare and the University regarding the 3 + 3 program had been modified by execution of the 1987 Houseofficer contract; (2) the University impliedly covenanted to certify Seare to sit for the board exam on condition that he pursue additional plastic surgery training and Seare failed to pursue additional training thus negating the implied covenant; (3) the defendants were not "persons" who could be sued under 42 U.S.C. § 1983; and (4) Seare had not presented any protectable liberty or property interest to support an action under section 1983.

On appeal, Seare argues that genuine issues of material fact exist regarding the nature and breach of his contract with the University, the nature and breach of the University's implied covenants of good faith and fair dealing, and the issues relating to his section 1983 claim. We will address each contention separately.

ANALYSIS

The 3 + 3 Program

Seare's complaint alleged that the University breached its contract with him to provide training through the 3 + 3 program. On appeal, he asserts that issues regarding the parties' intent, meeting of the minds, and breach of the arrangement, present material issues of fact that preclude summary judgment. ⁴ Regardless of the nature of the 3 + 3 program, we agree with the trial court that it was abrogated by the parties' subsequent action. Seare and the University executed a Houseofficer contract for a fourth year of general surgery residency after Seare received Dr. Gay's letter informing him that the University was discontinuing the 3 + 3 program. The University's intent at this point was indisputedly to provide Seare additional experience to prepare him for a plastic surgery residency and Seare acquiesced by entering the fourth year of general surgery residency. Thus, by executing the Houseofficer contract, the parties modified the original 3 + 3 program. Seare's claim for breach of contract is limited therefore to the modified 5 + 2 program and his fifth-year Houseofficer contract. ⁵

Breach of Contract

Seare asserts that the Houseofficer contracts obligated the University to certify him for the board exam after he completed five years of general surgery residency. Seare relies on the express term of the Houseofficer contract which states that the University agrees to "provide an appropriate certificate upon satisfactory completion of the education and training program."

In interpreting a contract, " 'we first look to the four corners of the document to determine the intent of the parties.' " Wade v. Stangl, 869 P.2d 9, 12 (Utah App.1994) (quoting Anesthesiologists Assoc. v. St. Benedict's Hosp., 852 P.2d 1030, 1035 (Utah App.1993)). A contract " 'may be ambiguous if it is unclear, omits terms, or if the terms used to express the intention of the parties may be understood to have two or more plausible meanings.' " Wade, 869 P.2d at 12 (quoting Village Inn Apartments v. State Farm Fire and Casualty Co., 790 P.2d 581, 583 (Utah App.1990)). If a contract is ambiguous, courts may look to extrinsic evidence to clarify the parties' intent. West Valley City v. Majestic Inv. Co., 818 P.2d 1311, 1313 (Utah App.1991).

The contract language Seare relies upon does not clearly identify what an "appropriate certificate" is, nor does it define what constitutes "satisfactory completion of the education and training program." We conclude that this language is ambiguous and...