16 Fla. L. Weekly Supp. 925a
Online Reference: FLWSUPP 1610WILL
Insurance — Personal injury protection — Standing — Assignment — Assignment which hinted at intent to convey right to sue while suggesting that it was not intended to convey anything but promise to cooperate and reimburse legal expenses incurred in obtaining payment from insurer and which expressed that it is not assignment of cause of action while authorizing medical provider to prosecute action was ambiguous at best and, at worst, withholds standing — Error to enter judgment in favor of provider
UNITED AUTOMOBILE INS. CO., Appellant, vs. OROZCO MEDICAL CENTER, INC., a/a/o TIFFANY CAMPBELL WILLIAMS, Appellee. Circuit Court, 13th Judicial Circuit (Appellate) in and for Hillsborough County. Case No. 08-17728, Division X. L.C. Case No. 06-31655. August 4, 2009. On review of a final order of the County Court for Hillsborough County, The Hon. Eric Myers, County Court Judge. Counsel: Thomas L. Hunker, Office of the General Counsel, United Automobile Ins. Co./Trial Division, Miami, for Appellant. Timothy A. Patrick, Nicholas, Lipscomb & Patrick, P.A., Tampa.
(SUSAN SEXTON, J.) This case is before this court to review a summary judgment entered against United Automobile Ins. Co. and in favor of Orozco Medical Center, Inc. as assignee of the insured, Tiffany Williams. As the appellant, United presents several questions for this court’s review; however, we need address only one: the issue of standing. United contends, and we agree, that Orozco lacked standing to sue United under the document purporting to be an assignment of the insured’s benefits because at best, the assignment was ambiguous as to its intent to give Orozco the right to sue for overdue benefits; at worst, the assignment specifically withholds the right to sue. Because any ambiguity in an agreement must be construed against the drafter, we find that Orozco lacked standing to sue United and the trial court should have granted summary judgment in Orozco’s favor.
Tiffany Williams, United’s insured, suffered injuries in an automobile accident and sought treatment from Orozco Medical Center. Ms. Williams executed an assignment allowing Orozco to directly seek payment from United. Acting pursuant to the document, which Orozco maintains contains a right for Orozco to sue for overdue benefits, filed suit against United. United argued that the assignment did not clearly manifest the intent to convey to Orozco the right to sue United, and, thus, Orozco lacked standing, but the trial court disagreed and granted summary judgment in Orozco’s favor. On appeal, United contends that the plain language of the assignment manifests its intent not to assign the insured’s right to sue. The lengthy “assignment” that is the subject of this appeal stated in full:
ASSIGNMENT OF BENEFITS, LIEN AND DIRECT PAYMENT AUTHORIZATION
For and in consideration of Orozco Medical Center, Inc. (the “provider”) agreeing to pursue my insurance company for payment of benefits due me and not requiring prepayment for services, I hereby assign to Orozco Medical Center, Inc. my Personal Injury Protection (PIP) benefits in accordance with Florida Statutes 627.736(5) against _______, my insurance provider or any other entity that may be responsible for expenses incurred and I authorize Orozco Medical Center, Inc., to prosecute said action and collect legal fees and expenses as they see fit. THIS DOCUMENT CONSTITUTES AN ASSIGNMENT OF BENEFITS AND IS NOT AN ASSIGNMENT OF ANY CAUSE OF ACTION.
I hereby further give a lien to Orozco Medical Center, Inc. against any and all insurance benefits named herein and any and all proceeds of any settlement, judgments or verdict which may be paid to me as a result of the injuries or illness for which I have been treated by said provider. This is to act as an assignment of my rights and benefits to the extent of the services provided.
I agree to cooperate with Orozco Medical Center, Inc. and any attorney that Orozco Medical Center, Inc. chooses and to do all things reasonable to effect payment of the bills by the insurance company to Orozco Medical Center, Inc. including but not limited to disclosing patient’s medical condition and treatment.
This assignment concerns only the bills for medical/acupuncture treatment by Orozco Medical Center, Inc. and those costs (including but not limited to attorney’s fees, court cost and interest) necessary in procuring payment from the above named insurance company. This assignment is not intended to assign any other causes of action that may belong to the undersigned patient.
I understand that I remain personally responsible for the total amount due to the provider for their services and I agree to pay any applicable deductible or co-payment not covered by PIP insurance coverage. I understand that this is a benefit and convenience to me in that the provider will pursue collection against the insurance company on my behalf. I further understand and agree that this lien and authorization does not constitute any consideration for the provider to await payment and they may demand payments from me immediately upon rendering services at their option.
I hereby instruct and direct the insurance company listed above to pay by check, made payable and mailed to:
***
(Emphasis, except capitals, supplied.) The trial court found that this assignment conveyed standing to the provider and entered judgment in favor of the provider, but did not give reasons for this conclusion.
Reviewing the document, we can easily understand how the trial court could have reached the conclusion it did. The assignment contains conflicting language, some of which appears to convey the right to sue on the insured’s behalf, but in so doing attempts also to limit that ability only to services Orozco provided. For example, the assignment states: “This is to act as an assignment of my rights and benefits to the extent of the services provided.”In addition: “This assignment is not intended to assign any other causes of action that may belong to the undersigned patient.” It is a given that an effective assignment would convey the right to sue only for services the assignee provides. Case law makes that clear, thus expressing that limitation is unnecessary. See United Automobile Ins. Co. v. Diagnostic Medicine Center, Inc. a/a/o Madelin Nunez, 15 Fla. L. Weekly Supp. 967a (Fla. 13th Jud. Cir. 2008 ) (notion that only one person, insured or provider, may own a cause of action at any given time does not prevent an insured from executing multiple assignments; insured retains rights under insurance contract except those assigned to provider for particular services).
While the foregoing at least hints to the intent to convey to Orozco the right to sue, other language suggests that the assignment was not intended to convey anything but a promise to co-operate and, possibly, reimburse for legal expenses incurred to obtain payment from the insurer. For example: “I hereby further give a lien to Orozco Medical Center, Inc. against any and all insurance benefits named herein and any and all proceeds of any settlement, judgments or verdict which may be paid to me as a result of the injuries or illness for which I have been treated by said provider.” That a lien is given for a judgment in favor of the insured suggests that the insured intends to take the lead on any cause of action against the insurer. The following suggests an obligation to cooperate with Orozco in a legal proceeding, but leaves doubt as to who is in charge. “I agree to cooperate with Orozco Medical Center, Inc. and any attorney that Orozco Medical Center, Inc. chooses and to do all things reasonable to effect payment of the bills by the insurance company to Orozco. . . .” This language is followed by the language outlined above as potentially manifesting an intent to convey the right to sue: “This assignment is not intended to assign any other causes of action that may belong to the undersigned patient.” The foregoing states what it doesn’t intend, but is conflicting about whether it intends to convey the right to sue.
Even if the foregoing could, in some way, be construed as intending to convey an assignment of the insured’s right to sue, the first paragraph states: “THIS DOCUMENT CONSTITUTES AN ASSIGNMENT OF BENEFITS AND IS NOT AN ASSIGNMENT OF ANY CAUSE OF ACTION.” This is not our emphasis; it was capitalized in the original document. Curiously, it is preceded by: “I authorize Orozco Medical Center, Inc., to prosecute said action and collect legal fees and expenses as they see fit.” Any attempt to reconcile the two statements results in nonsense.
Thus, the very first paragraph gives with one hand, and with the other it takes away the right to sue on the insured’s behalf. Even though the document contains some language of assignment, it also contains emphatic anti-assignment language insofar as it relates to the right to sue (the right to receive direct payment is significantly clearer). We can speculate that perhaps the capitalized provision meant to include the term “other” to modify “cause of action” such that it did not include any other causes of action save for those inuring to Orozco. But that is not what the document says, and what it does say — that it does not assign any cause of action — it says boldly.
An assignment is a form of contract. Hartford Ins. Co. of Midwest v. O’Connor, 855 So. 2d 189 (Fla. 5th DCA 2003) (an assignment is like any other contract. . .). As such, the construction of an assignment is an issue of law which is reviewed on appeal under the de novo standard of review. Peach State Roofing, Inc. v. 2224 South Trail Corp., 3 So. 3d 442, 445 (Fla. 2d DCA 2009). As with any contract, to the extent that the language of an assignment is ambiguous, it is well settled that any ambiguity in a contract should be construed against the drafter. Carr v. Lammie, 868 So. 2d 636 (Fla. 2d DCA 2004); Coastal Cassion Drill Co., Inc. v. Am. Cas. Co. of Reading, P.A., 523 So. 2d 791, 792 (Fla. 2d DCA 1988). In this instance, the provider drafted the document. That the document’s title contained the term “assignment” is likewise not dispositive, as this court has previously determined. Physician’s Injury Center a/a/o Richard Dietrich v. Progressive Express Ins. Co., 9 Fla. L. Weekly Supp. 169a (Fla. 13th Jud. Cir. [Appellate] 2002). It is the substance of the document, not its title, which determines the parties’ rights and responsibilities. See generally, Advanced Orthopedic Institute a/a/o Belinda Carter v. Metropolitan Property and Cas. Ins. Co., 10 Fla. L. Weekly Supp. 160a (Fla. 13th Jud. Cir. [Appellate] 2002).
Because the assignment is ambiguous at best, and, at worst, withholds the necessary standing to Orozco to maintain this lawsuit, it is ORDERED that the judgment in favor of Orozco be REVERSED and that judgment be entered in favor of United. Any attorney’s fees assessed against United must likewise be set aside.[Editor’s note: Lower court order awarding attorney’s fees published at 16 Fla. L. Weekly Supp. 577c]
It is further ORDERED that United’s motion for appellate attorney’s fees be GRANTED provisionally upon the trial court’s determination as to the validity of the offer of settlement.
