Precedents and Authorities Cited

• FDCPA framework:
  • Wallace v. Washington Mutual Bank, F.A., 683 F.3d 323, 326 (6th Cir. 2012): Elements of an FDCPA claim.
  • 15 U.S.C. § 1692e and § 1692e(5): Prohibits “false, deceptive, or misleading” collection practices and threats to take action that cannot legally be taken.
  • Buchanan v. Northland Group, Inc., 776 F.3d 393, 398–99 (6th Cir. 2015): Threatening litigation on a time-barred debt violates § 1692e(5).
• Summary judgment standard:
  • Fed. R. Civ. P. 56(a); Ward v. NPAS, Inc., 63 F.4th 576, 582 (6th Cir. 2023): De novo review; no genuine dispute of material fact.
  • Raimey v. City of Niles, 77 F.4th 441, 447 (6th Cir. 2023): Evidence viewed in light most favorable to nonmovant.
• Kentucky statutes of limitation:
  • Ky. Rev. Stat. § 413.090: 15-year period for written contracts (pre–July 15, 2014).
  • Ky. Rev. Stat. § 413.160: 10-year period for written contracts created on or after July 15, 2014.
  • Ky. Rev. Stat. § 413.120(1): 5-year period for oral contracts.
• Kentucky contract-law authorities on “written” vs. “oral” contracts:
  • Cornett v. Student Loan Solutions, LLC, 672 S.W.3d 852, 858 (Ky. Ct. App. 2023): A written contract must contain essential terms—parties, price, and performance.
  • MILLS v. McGAFFEE, 254 S.W.2d 716, 717 (Ky. 1953): If an essential term is missing, Kentucky treats the agreement as oral.
• Third-party beneficiaries and identification:
  • Olshan Foundation Repair & Waterproofing v. Otto, 276 S.W.3d 827, 831 (Ky. Ct. App. 2009), and Restatement (Second) of Contracts § 308: A contract need not name its third-party beneficiaries.
  • Home Indemnity Co. v. St. Paul Fire & Marine Insurance Co., 585 S.W.2d 419, 424 (Ky. Ct. App. 1979): Failure to identify a third-party beneficiary does not convert a written contract into an oral one.
  • SEXTON v. TAYLOR COUNTY, 692 S.W.2d 808, 810 (Ky. Ct. App. 1985): A non-party is an intended beneficiary when the contract was made for that party’s “actual and direct benefit.”
  • Prime Finish, LLC v. Cameo, LLC, 487 F. App’x 956, 959 (6th Cir. 2012): Intent to benefit is evaluated from the agreement’s terms and surrounding circumstances.
• Price and performance terms in written contracts:
  • Lyons v. Moise’s Executor, 183 S.W.2d 493, 495–96 (Ky. 1944): A definite written promise to pay “all charges” can itself supply the price term; the amount may be ascertained later by parol evidence.
  • FISHER v. LONG, 172 S.W.2d 545, 547 (Ky. 1943): Written contracts need only describe performance with “reasonable certainty,” and courts apply a practical interpretation.
  • DiCARLO v. ST. MARY HOSPital, 530 F.3d 255, 264 (3d Cir. 2008) (persuasive context reference): Hospital intake agreements need not list every conceivable service; an “inches-high stack” of details is not required.

Legal Reasoning

The FDCPA claim hinged on one predicate question: Were the medical debts time-barred? That, in turn, required classifying the underlying agreements as written or oral under Kentucky law.

1) Essential Terms Test: Written or Oral?

Kentucky treats an agreement as written if the document contains three essentials: (i) the parties to the contract, (ii) the price to be paid, and (iii) the performance to be rendered (Cornett). If any is missing, the agreement is treated as oral (Mills). The court analyzed each element against the ER authorization forms Williams signed.

2) “Parties” Satisfied via Third-Party Beneficiary Status

Williams argued the forms failed to identify Elizabethtown Emergency Physicians (EEP) as a party. Kentucky law forecloses this objection. A contract need not name its intended third-party beneficiaries (Olshan; Restatement § 308), and a valid written contract does not become an “oral” one merely because beneficiaries are unnamed (Home Indemnity). The dispositive question is whether the contract confers an “actual and direct benefit” on the non-party (Sexton), assessed in light of the agreement’s terms and the surrounding circumstances (Prime Finish).

Here, the forms state that the hospital largely uses independent contractors/practitioners who “bill separately,” and that the patient accepts “full responsibility for all charges associated with the care provided.” This structure channels the promise to pay directly to third-party providers like EEP, not to the hospital. The benefit is “actual and direct,” making EEP an intended third-party beneficiary and satisfying the “parties” element for a written contract.

3) “Price” Satisfied by a Definite Promise to Pay “All Charges”

Although the forms did not list specific dollar amounts, Kentucky does not require that a written contract fix a numeric price if the agreement contains a definite promise to pay (Lyons). A commitment to pay “all charges associated with the care provided” supplies the necessary price term because the amount is objectively ascertainable later by parol evidence (e.g., itemized billing, fee schedules). Williams’s attempt to read Lyons as requiring a separate “objective standard” beyond a definite promise misapprehends the case; in Lyons itself, the promise to pay all charges both supplied the commitment and functioned as the standard.

4) “Performance” Satisfied by Reasonable Certainty in ER Context

Contracts need not exhaustively detail performance; they must describe it with “reasonable certainty” so each party understands the obligations (Fisher). In the emergency-room setting, the forms’ promise of “diagnostic tests” and “procedures” to determine the health problem is as specific as one can reasonably be before examination. Requiring more would lead to the absurdity noted by the Third Circuit—an “inches-high stack of papers” cataloguing every conceivable service (DiCarlo)—a result Kentucky’s “practical interpretation” cautions against (Fisher).

5) Limitations Consequence: Written Contract Periods Apply

Having found the agreements written, the court applied Kentucky’s longer limitations periods: fifteen years for written contracts formed before July 15, 2014 (Ky. Rev. Stat. § 413.090), and ten years for those formed on or after July 15, 2014 (Ky. Rev. Stat. § 413.160). Williams’s ER visits occurred between 2011 and 2015. By April 1, 2021, when the collection letter threatened suit, none of the debts were time-barred: pre-2014 visits were still within fifteen years, and the 2015 visit was within the ten-year period.

6) FDCPA Application: No Threat to Take an Unlawful Action

Under Buchanan, threatening litigation on a time-barred debt violates 15 U.S.C. § 1692e(5). Because these debts were not time-barred, the April 2021 letter did not threaten an illegal action. The Fourth element of the FDCPA claim thus failed, and summary judgment for the collector was appropriate.

Impact and Forward-Looking Implications

A) Medical Debt Collection in Kentucky

• Longer window to sue: By classifying ER intake/authorization forms as written contracts, the court effectively extends the time for providers and their assignees/collectors to sue on unpaid ER bills to fifteen years (for pre–July 15, 2014 encounters) or ten years (for later encounters), rather than five.
• FDCPA time-bar claims narrowed: For Kentucky medical debts memorialized in typical ER intake forms, FDCPA claims premised on “time-barred” threats will be harder to sustain. Consumers will need different theories (e.g., misrepresentation of amount, or different conduct) where warranted by facts.
• Third-party providers protected: Independent contractor physicians and groups (like EEP) can rely on hospital intake forms via the third-party beneficiary doctrine even if not named in the document, provided the form structure confers an “actual and direct benefit.”

B) Drafting and Operational Practices for Healthcare Providers

• Form language matters: Key provisions included here—(i) disclosure that many providers are independent contractors who bill separately; (ii) the patient’s agreement to “accept full responsibility for all charges associated with the care provided”; and (iii) a reasonable description of expected services—together satisfied Kentucky’s written-contract essentials.
• Emergency-room context recognized: The opinion affirms that performance descriptions in ER intake forms need only be reasonably certain; exhaustive cataloging of services is unnecessary and impractical.

C) Litigation Strategy for Collectors and Consumers

• Collectors: Before threatening litigation, confirm the governing state’s classification of the intake agreement and the applicable limitations period. In Kentucky, this decision supports treating comparable intake forms as written contracts. Confirm dates of service to ensure the 15-/10-year periods have not expired.
• Consumers: Time-bar arguments will turn on whether an agreement is “written” under Kentucky law. If a provider’s form lacks one of the essential terms (parties via intended beneficiary, definite promise to pay, or reasonably certain performance description), the five-year period may still apply. Other FDCPA theories (not at issue here) may remain available depending on the facts.

D) Precedential Weight and Scope

• Nonprecedential but persuasive: The opinion is “not recommended for publication,” limiting its binding effect within the Sixth Circuit. Nevertheless, it offers a careful synthesis of Kentucky authorities that will be persuasive to district courts confronting similar facts.
• State-specific holding: The classification of intake forms turns on Kentucky law. Other states may treat similar forms differently depending on their statutes and common law regarding essential terms, third-party beneficiaries, and ascertainment of price.