Background
Samuel McLean, executor of his mother Jane King McLean’s estate, sued Cary Senior Living, its nurse, and other defendants over Jane’s care and death. Before Jane’s residency, McLean signed the facility’s establishment contract and its incorporated arbitration addendum as Jane’s healthcare power of attorney.
The facility moved to dismiss or compel arbitration of claims against it. The circuit court denied the motion, reasoning that factual questions remained over whether arbitration was required for admission. It did not decide McLean’s argument that the arbitration provision was substantively unconscionable.
The Court’s Holding
The appellate court reversed the denial of the facility’s motion and held that the contract itself established that arbitration was an integral part of the establishment contract and a prerequisite to admission. The contract defined itself to include its addenda, expressly incorporated the arbitration agreement, and conditioned residency on agreement to all contract terms.
Because a healthcare agent may bind a resident to an arbitration provision that is required for admission, defendants made a prima facie showing that McLean had authority to sign the agreement. McLean offered no evidence rebutting that showing, including no evidence that the facility in practice admitted residents who declined arbitration. The court remanded, however, because the circuit court had not ruled on McLean’s unconscionability challenge.
Key Takeaways
- An arbitration clause incorporated into an assisted-living admission contract may be within a healthcare agent’s authority when it is required for admission.
- Once the facility establishes a valid arbitration agreement, the opposing party must present evidence—not speculation—to create a material factual dispute.
- The trial court must decide a properly raised unconscionability challenge before enforcing the arbitration agreement.
Why It Matters
The decision emphasizes that whether an arbitration provision is integral to admission turns on the contract’s actual language and structure, not solely on whether the agreement appears in a separately paginated addendum.
It also leaves the agreement’s enforceability unresolved: on remand, the circuit court must determine whether the provision is unconscionable.