E. Allen Reeves v. Old York, LLC

293 A.3d 284
CourtSuperior Court of Pennsylvania
DecidedApril 13, 2023
Docket1116 EDA 2022
StatusPublished
Cited by4 cases

This text of 293 A.3d 284 (E. Allen Reeves v. Old York, LLC) is published on Counsel Stack Legal Research, covering Superior Court of Pennsylvania primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
E. Allen Reeves v. Old York, LLC, 293 A.3d 284 (Pa. Ct. App. 2023).

Opinion

J-A03006-23

2023 PA SUPER 65

E. ALLEN REEVES, INC. : IN THE SUPERIOR COURT OF : PENNSYLVANIA : v. : : : OLD YORK, LLC AND : METROPOLITAN PROPERTIES OF : AMERICA, INC. : No. 1116 EDA 2022 : APPEAL OF: OLD YORK, LLC :

Appeal from the Judgment Entered March 7, 2022 In the Court of Common Pleas of Montgomery County Civil Division at No(s): 2017-27160

BEFORE: KING, J., SULLIVAN, J., and STEVENS, P.J.E.*

OPINION BY STEVENS, P.J.E.: FILED APRIL 13, 2023

Old York, LLC (“Old York”) appeals from the judgment entered in favor

of E. Allen Reeves, Inc. (“Reeves”) pursuant to an order of the Court of

Common Pleas of Montgomery County confirming an arbitration award. After

careful review, we affirm.

In July 2015, Reeves entered a contract with Old York in which Reeves

would serve as general contractor for the Colonade Amenities Building project

(“the Project”) in Jenkintown. Reeves completed work on the Project on

August 8, 2016.

On February 27, 2017, Reeves filed for Chapter 11 bankruptcy in the

U.S. Bankruptcy Court in the Eastern District of Pennsylvania. After Reeves’s

bankruptcy filing, Old York stopped payment on its final deposit in Reeves’s

____________________________________________

* Former Justice specially assigned to the Superior Court. J-A03006-23

bank account. Old York refused to pay Reeves the $66,133 balance of the total

project cost, which was approximately $1.3 million. The bankruptcy court

confirmed Reeves’s bankruptcy plan in September 2017.

On November 17, 2017, Reeves filed a complaint seeking recovery of

the unpaid invoices as well as penalties and attorneys’ fees under Section 12

of the Contractor and Subcontractor Payment Act (CASPA), 73 P.S. § 512.1

On December 11, 2017, Old York filed preliminary objections raising two

grounds for relief. First, Old York argued that bankruptcy law required Reeves

to assume all executory contracts it wished to pursue before the bankruptcy

court. Reeves had not identified the parties’ contract as an executory contract

with material obligations left unfinished. As such, Old York claimed Reeves

lacked standing to sue under the contract. Second, Old York claimed the

parties’ contract required all disputes to be submitted to binding arbitration.

On January 2, 2018, Reeves filed an answer, conceding the dispute was

subject to arbitration and requesting that the trial court stay the case pending

arbitration. However, Reeves disputed that it lacked standing, asserting that

the parties’ contract was not executory as Reeves had completed work on the

Project before filing for bankruptcy. Thus, Reeves argued it was not required

to assume the contract before the bankruptcy court.

1 Reeves brought his complaint against both Old York and Metropolitan Properties of America, Inc., Old York’s management company. As discussed infra, the arbitrator ultimately entered an award in favor of Reeves against Old York. As Metropolitan is not a party to this appeal, we will limit our discussion to Old York’s defense in this case.

-2- J-A03006-23

Old York filed a response, arguing Reeves that had not performed all of

its material obligations as Reeves had not paid its subcontractors and suppliers

in full or provided Old York with lien waivers and warranties. Old York indicated

that the parties’ contract did not require Old York to make a final payment

until Reeves provided satisfactory evidence that all subcontractors had been

paid and that there were no claims, obligations, or liens remaining.

On February 6, 2018, the trial court signed a form order provided by

Reeves staying the case pending arbitration and overruling the preliminary

objections. The order did not discuss whether Reeves had standing to sue.

Thereafter, the parties proceeded to the arbitration of Reeves’s claim

along with a counterclaim filed by Old York. On December 6, 2019, the

arbitrator entered an award in favor of Reeves and against Old York for the

amount due along with interest (as set forth in the contract) as well as

penalties and attorneys’ fees (pursuant to CASPA), totaling $159,941.78. The

trial court also awarded Old York $5,500 on its counterclaim. As a result, the

arbitrator’s total net award to Reeves was $154,441.78. After Reeves filed an

application for modification of the award on December 16, 2019, the arbitrator

entered a modified order on January 8, 2020.2

Old York filed motions to vacate the arbitration award, raising the sole

argument that the parties’ contract provided that the arbitrator did not have

authority to award penalties and attorneys’ fees to either party. The trial court ____________________________________________

2 The January 8, 2020 order simply clarified the breakdown of the December

16, 2019 order, but did not make any modifications to the award.

-3- J-A03006-23

denied the motions, finding the arbitrator had authority under CASPA to award

penalties and attorneys’ fees notwithstanding the language in the contract.

On November 20, 2020, Reeves filed a petition to confirm the arbitration

award and requested the entry of judgment with additional interest, penalties,

and attorneys’ fees under CASPA. The trial court entered an order indicating

that a hearing would be held after the completion of “discovery, if any.”

On February 16, 2021, Old York served Reeves with a notice of

deposition of Reeves’s corporate designee and a request for production of

documents. On February 24, 2021, Reeves filed a motion for a protective order

seeking to prevent Reeves from having to respond to Old York’s discovery

request. On April 22, 2021, the trial court issued an order indicating Reeves

would only be required to provide the documents it would introduce as

evidence to seek damages beyond those imposed by the arbitrator.

At a hearing on the petition to confirm on May 26, 2022, Old York

attempted to challenge Reeves’s standing on two grounds. First, Old York

claimed for the first time that bankruptcy law required Reeves to file this action

and arbitration in the name of Robert N. Reeves, Jr., the disbursing agent

appointed by the bankruptcy court, not Reeves, LLC. Second, Old York again

claimed that Reeves’s failure to assume the contract before the bankruptcy

court led to a lack of standing. Further, Old York reiterated its claim that

Reeves was not entitled to recover post-award attorneys’ fees under CASPA.

Upon learning that Old York intended to raise these claims before the

bankruptcy court, the trial court stayed proceedings on the petition to give

-4- J-A03006-23

the parties the opportunity to “seek any appropriate relief from the Bankruptcy

Court.” After Old York sought relief in the bankruptcy court, Reeves filed a

“Motion to Dismiss the Adversary Complaint.” On December 6, 2021, the

Bankruptcy Court issued an order noting that it abstained from hearing this

matter and dismissed the Adversary Case, citing comity with state courts and

respect for state law.

On March 7, 2022, the trial court granted Reeves’s petition to confirm

the arbitration award and entered judgment for Reeves and against Old York

in the amount of $216,155.42. This total included the arbitration award and

additional interest, penalties, and attorneys’ fees under CASPA. Old York filed

this appeal and complied with the trial court’s direction to file a concise

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Bluebook (online)
293 A.3d 284, Counsel Stack Legal Research, https://law.counselstack.com/opinion/e-allen-reeves-v-old-york-llc-pasuperct-2023.