Submitted: September 6, 2013.
Klamath County Circuit Court. 0900859CV. Klamath County Circuit Court. 0900860CV. Roxanne B. Osborne, Judge.
Matthew T. Parks and Parks & Ratliff, P. C., filed the brief for appellant.
Nathan B. McClintock and Corrigall, McClintock & Costello filed the brief for respondent.
Before Schuman, Presiding Judge, and Wollheim, Judge, and Duncan, Judge.
[260 Or.App. 571] WOLLHEIM, J.
Plaintiff appeals from a general judgment dismissing her action to recover damages for personal injuries in a motor vehicle collision. She assigns error to the trial court's order requiring her to sign the documents necessary to complete a settlement agreement, arguing that there was no meeting of the minds between the parties as to the material terms of settlement and, therefore, no binding agreement. The dispute concerns which party is liable for medical expenses, paid by Medicare, that plaintiff received as a result of the collision. We conclude that the record supports the trial court's determination that the parties entered into a binding settlement agreement and therefore affirm.
We state the facts consistently with the trial court's ultimate conclusion. Ball v. Gladden, 250 Or. 485, 487, 443 P.2d 621 (1968). Following a motor vehicle collision on March 9, 2007, plaintiff and her husband each filed personal injury actions against defendant. Plaintiff alleged, among other things, that she had incurred medical expenses in the sum of $45,517.69. Trial was scheduled for early May 2010. Shortly before the scheduled trial date, the parties' attorneys discussed settlement and agreed on mutually acceptable terms. In that discussion, the parties agreed that defendant would pay $15,000.00 to plaintiff, $5,500.00 to plaintiff's husband, and any personal injury protection (PIP) liens asserted by their auto insurance carrier, in exchange for plaintiff and her husband holding defendant harmless from all other liens. The parties subsequently confirmed those terms in an exchange of letters.
After that discussion, plaintiff received a notice from the Medicare Secondary Payer Recovery Contractor (MSPRC) that there was a Medicare lien of at least $22,970.62 against plaintiff's recovery. Plaintiff refused to sign the settlement agreement unless Medicare agreed to waive its lien, but defendant maintained that their agreement was not dependent on actions by Medicare. Defendant [260 Or.App. 572] filed a motion for an order requiring plaintiff to sign the documents necessary to complete the settlement. The trial court agreed with defendant and entered an order granting defendant's motion. When plaintiff refused to sign the settlement documents, the trial court entered a general judgment dismissing plaintiff's action.
On appeal, plaintiff argues that, although the parties discussed a settlement in which defendant would pay plaintiff $15,000.00 and satisfy the PIP lien, the parties were not aware of the Medicare lien and, therefore, reached no agreement as to who would be liable for it. In plaintiff's view, because liability for the Medicare lien was a material term that remained uncertain, the parties never formed a binding settlement agreement. Plaintiff asserts that the trial court erred in determining that the oral discussions were sufficiently definite and certain to create an enforceable contract for settlement, because the settlement discussions were informally conducted, and mere discussions do not produce a contract unless the discussions resulted in a meeting of the minds on all essential terms of the proposed agreement. Plaintiff argues that, because the parties were unaware of any Medicare liens at the time of their settlement discussion, there could be no objective manifestation of intent to be bound to terms in defendant's written release concerning those liens.
Defendant counters that there is no dispute that the parties agreed that defendant would pay plaintiff $15,000.00 and that defendant would satisfy plaintiff's PIP lien in exchange for a full and final release of any and all claims against defendant. Additionally, there was evidence in the record that plaintiff was aware of the Medicare lien at the time of the agreement. Defendant argues that " [t]he fact that [plaintiff] was unaware of the amount of the Medicare lien is not a basis upon which to find that the parties did not enter into a binding agreement to settle the litigation."
We agree with defendant. Oregon subscribes to the objective theory of contract, which provides that the existence and terms of a contract are determined by evidence of the parties' communications and acts. Newton/Boldt v. Newton, 192 Or.App. 386, 392, 86 P.3d 49, rev den, 337 Or. 84, 93 P.3d 72 [260 Or.App. 573] (2004), cert den, 543 U.S. 1173, 125 S.Ct. 1365, 161 L.Ed.2d 153 (2005). Plaintiff's subjective understanding that no settlement agreement was reached because the parties did not expressly address the Medicare lien does not preclude the trial court's finding that the evidence objectively established the existence of an agreement. Bagley v. Mt. Bachelor, Inc., 258 Or.App. 390, 401-02, 310 P.3d 692 (2013), rev allowed, 354 Or. 699, 319 P.3d 696, (2014). We will not set aside a settlement in a personal injury case merely because, in hindsight, it was obtained too soon and for too little. Wheeler v. White Rock Bottling Co., 229 Or. 360, 366-67, 366 P.2d 527 (1961). The trial court's order requiring plaintiff to sign the settlement agreement documents and plaintiff's attorney to sign the stipulated judgment was based on an implicit finding that the parties had a meeting of the minds. See Clement v. Mills, 245 Or.App. 308, 310, 263 P.3d 349 (2011) (" Although the question whether ...