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### STATE OF MICHIGAN

COURT OF APPEALS

BRAZOS HIGHER EDUCATION SERVICE CORPORATION,

Plaintiff-Appellee, UNPUBLISHED March 23, 2017

v No. 329780 Oakland Circuit Court ANN MARIE STINNETT, LC No. 2015-145963-CK

Defendant-Appellant.

Before: M. J. K ELLY , P.J., and M URPHY and R OYNANE K RAUSE , JJ.

P ER C URIAM

. Defendant, Ann Stinnett, appeals by leave granted 1 the trial court’s order denying her motion to dismiss the instant case under MCR 2.116(C)(2) (insuf ficient process) and MCR 2.116(C)(7) (statute of limitations). Because there are no err ors requiring reversal, we affirm.

I. BASIC FACTS

This case arises from Stinnett’s decision to stop making payme nts on a number of private student loans. It appears that t he loans originated with PNC B ank, but were eventually assigned to Brazos Student Finance Corporation and Acapita Education Cor poration. Plaintiff, Brazos Higher Education Services Corporation, is the servicing agent r esponsible for collecting on the loan. According to Brazos, Stinnett owes $84,776.65 in unpaid student loan debt, and Brazos was unsuccessful in its attem pts to collect on the debt.

On March 10, 2015, Brazos filed the instant suit, alleging bre ach of contract and unjust enrichment. Stinnett filed a motion to dismiss. She argued th at the promissory notes she signed had a choice-of-law provision st ating that Pennsylvania law wou ld apply to disputes regarding the enforceability of the agreements. She asserted that as a r esult Brazos’s claim was barred by the Pennsylvania statute of lim itations. Alternatively, she ar gued that Brazos’s claim must be dismissed because the errors in the summons amounted to a failu re of process. In response,

1 Brazos Higher Ed Serv Corp v Stinnett , unpublished order of the C ourt of Appeals, entered April 4, 2016 (Docket No. 329780).-2- Brazos asserted that there was no failure of process because th e summons was sufficient and that the Michigan statute of limitations applied, so the complaint w as not time-barred. Without holding oral argument on the motion, the trial court denied Sti nnett’s motion to dismiss. The court also denied her motion for reconsideration. The case was later set for trial, but has been stayed pending the outcome of this appeal.

II. PROCESS

A. STANDARD OF REVIEW

Stinnett first argues that the t rial court erred in denying he r motion for summary disposition because there was a failure of process. Challenges to a trial court’s decision to deny summary disposition are reviewed de novo. Moriarity v Shields , 260 Mich App 566, 569; 678 NW2d 642 (2004). A party is entitled to summary disposition un der MCR 2.116(C)(2) if the process “[t]he process issued in the action was insufficient.” In reviewing a (C)(2) motion, “the trial court must consider the pl eadings, affidavits, and other documentary evidence submitted by the parties.” Richards v McNamee , 240 Mich App 444, 448; 613 NW2d 366 ( 2000), citing MCR 2.116(G)(5). We review de novo the interpretation of court rul es, Moriarity , 260 Mich App at 569, and statutes, Hecht v Nat’l Heritage Academies, Inc , 499 Mich 586, 604-605; 886 NW2d 135 (2016).

B. ANALYSIS

In this case, the summons contained two minor errors. First, when listing Stinnett’s address, Brazos erroneously wrot e the suite number as 101 inste ad of 1400. Second, Brazos erroneously stated that Stinnett resided in Troy, Michigan, ins tead of Birmingham, Michigan. Stinnett also asserts that Brazos erred by using her work addre ss rather than her home address. Stinnett argues that those errors, regardless of how minor or i nsubstantial, required the trial court to either order amendment of the summons or dismiss the case. Further, because the time for amending the summons has expired, she contends that the only re maining remedy is dismissal of the case with prejudice.

In Michigan, “the concept of ‘pr ocess’ clearly encompasses the issuance of a summons, the filing of a complaint, service of the summons and complaint on a defendant, and the overall commencement of an action that c ompels a defendant to respond.” Zwiers v Growney , 286 Mich App 38, 50; 778 NW2d 81 (2009), overruled on other grounds by Tyra v Organ Procurement Agency of Mich , 498 Mich 68, 90-94; 869 NW2d 213 (2015). MCL 600.1905(2) and MCR 2.102(B) address the information a plaintiff must include in a summons.
MCL 600.1905(2) provides:

The form of all summons shall be “In the name of the people of the state of Michigan.” The summons shall be under the seal of the court , contain the name of the court, the names of the parties and name of the cou rt clerk, be directed to the defendant or defendants, state the name and add ress of the plaintiff’s attorney, if any, othe rwise the plaintiff’s address , and the time within which these rules require the def endant to answer or take such other action as may be permitted by law, and shall notify the defendant that in cas e of his or her-3- failure to do so judgment will be rendered against him or her f or the relief demanded in the complaint.

Similarly, MCR 2.102(B) provides:

(B) A summons must be issued “In the name of the people of the State of Michigan”, under the seal of th e court that issued it. It must be directed to the defendant, and include

(1) the name and address of the court,

(2) the names of the parties,

(3) the file number,

(4) the name and address of the plaintiff’s attorney or the ad dress of a plaintiff appearing without an attorney,

(5) the defendant’s address, if known,
(6) the name of the court clerk,

(7) the date on which t he summons was issued,

(8) the last date on which the summons is valid,

(9) a statement that the summons is invalid unless served on o r before the last date on which it is valid,

(10) the time within which the defendant is required to answer or take other action, and

(11) a notice that if the defendant fails to answer or take ot her action within the time allowed, judgment may be entered against the d efendant for the relief demanded in the complaint. [emphasis added.]

Notably, neither the statute nor the court rule require the inc lusion of a defendant’s home address . Thus, to the extent that Stinnett argues the summons was ins ufficient because Brazos used her work address instead of her home address, her argument is meritless.

We also find meritless Stinnett’s argument that the clerical e rrors in the summons—i.e. the wrong suite number and city of residence—mandate reversal. Pursuant to MCL 600.2301,

The court in which any action or proceeding is pending, has po wer to amend any process, pleading or proceeding in such action or pro ceeding, either in form or substance, for the furth erance of justice, on such term s as are just, at any time before judgment rendered therein. The court at every stage of the action or proceeding shall disregard any error or defect in the proceedings which do not affect the substantial rights of the parties . [emphasis added.]-4- Therefore, under the plain language of MCL 600.2301, the trial court was required to disregard the clerical errors in the summ ons so long as they did not affe ct Stinnett’s substantial rights. See also Delph v Smith , 354 Mich 12, 15; 91 NW2d 854 (1958) (holding that errors in a summons only result in the lack of juri sdiction over a party and requir e dismissal where “the opposite party has been prejudiced by them”). Here, because Stinnett actually received the summons, she was not prejudiced by the cleri cal errors in it.

In sum, the trial court did not err in denying summary disposi tion under MCR 2.116(C)(2).

III. STATUTE OF LIMITATIONS

A. STANDARD OF REVIEW

Stinnett next argues that the trial court should have granted summary disposition under MCR 2.116(C)(7) because Brazos’s claim was barred by the Pennsy lvania statute of limitations. We review de novo whether a claim is barred by the statute of l imitations. Collins v Comerica Bank , 468 Mich 628, 631; 664 NW2d 713 ( 2003). Further, “[i]n revie wing a ruling pursuant to subrule (C)(7), ‘[w]e consider a ll documentary evidence submitt ed by the parties, accepting as true the contents of the complai nt unless affidavits or other a ppropriate documen ts specifically contradict them.’ ” Seldon v Suburban Mobility Auth for Regional Transp , 297 Mich App 427, 432-433; 824 NW2d 318 (2012), quoting Fane v Detroit Library Comm , 465 Mich 68, 74; 631 NW2d 678 (2001) (second altera tion in original).

B. ANALYSIS

The promissory notes that Stinne tt signed to obtain her privat e students loans contained the following choice-of-law provision:

This Note and its validity, cons truction and enforcement shall be governed by the laws of the Commonwealth of Pennsylvania and, to the extent app licable, federal law.[ 2 ]

In Pennsylvania, the statute of limitations for breach of contr act is four years. 42 Pa Con Stat 5525(a)(8). In Michigan, the statute of limitations for breach of contract is six years. MCL 600.5807(8). The parties agree that Brazos’s claim is timely u nder the Michigan statute of limitations, but would be time-barred by the Pennsylvania statu te, absent the application of Pennsylvania’s tolling sta tute, 42 PA Cons Stat 5532.

In general, “matters relating to [a] right of action are gover ned by the laws of the state where the cause of action arose.” Offerdahl v Silverstein , 224 Mich App 417, 419; 569 NW2d

2 We note that the copies of the promissory notes included in th e lower court record are illegible. However, the parties do not dispu te the existence of the choice -of-law provision or the language used in it.-5- 834 (1997), quoting Jones v State Farm Mut Auto Ins Co , 202 Mich App 393, 397; 509 NW2d 829 (1993). “However, parties may, in general, agree that all causes of action pertaining to a particular matter will. . . be subject to the law of a particul ar jurisdiction.” Id . These contractual agreements are typically described as choice-of-law provisions. Id . “It is undisputed that Michigan’s public policy favors th e enforcement of contractual . . . choice-of-law provisions.” Turcheck v Amerifund Fin, Inc , 272 Mich App 341, 345; 725 NW2d 684 (2006).

However, our Supreme Court has held that even when there is a choice-of-law provision Michigan courts must apply Michigan procedural law. Rubin v Gallagher , 294 Mich 124, 127- 128; 292 NW 584 (1940). In Michigan, “[a] statute of limitatio ns is a procedural, not substantive, rule . . . .” Genesee Co Drain Comm’r v Genesee Co , 309 Mich App 317, 332; 869 NW2d 635 (2015) (quotation and quotation marks omitted). As a result, Michigan’s six-year limitations period applies, not the four-year limitations perio d in Pennsylvania.

Moreover, we disagree with Stinnett’s assertion that the langu age used in the promissory notes is broad enough that it evinces the parties’ intent to ad opt both the substantive and procedural law of Pennsylvania. The choice-of-law provision in Rubin broadly stated that the contract “shall be construed in accordance with the laws of the State of Ohio.” Rubin , 294 Mich at 126. Despite that broad la nguage, our Suprem e Court did not engage in a disc ussion regarding whether the language adopted Ohio procedural law. See id . at 127-129. Instead, the Court held that while the choice-of-law provision “created a substantive r ight in favor of” one party, “the procedure and remedy for the enforcement of such substantive ri ghts in Michigan are governed by the laws of this State.” Id . at 127. Moreover, although Stinnett directs us to a number o f federal cases addressing the sc ope of choice-of-law provisions, those decisions are not binding on this Court and we do not f ind them persuasive. See Abela v Gen Motors Corp , 469 Mich 603, 607; 677 NW2d 325 (2004). We also find unpersuasive Stinnett’s reliance on Pennsylvania’s borrowing statute, 42 Pa Cons Sta t 5521(a), because it is proce dural in nature.

IV. FAILURE TO HOLD ORAL ARGUMENT AND DECISION TO DENY RECONSIDERATION

A. STANDARD OF REVIEW

Lastly, Stinnett argues that the trial court abused its discre tion by dispensing with oral arguments before deciding her motion to dismiss and by denying her motion for reconsideration. “The decision to omit or limit oral argument is reviewed on app eal for an abuse of discretion.” Fisher v Belcher , 269 Mich App 247, 252; 713 NW2d 6 (2005). Likewise, “[t]his Court reviews a trial court’s decision to deny a motion for reconsideration f or an abuse of discretion.” American Transmission, Inc v C hannel 7 of Detroit, Inc , 239 Mich App 695, 709; 609 NW2d 607 (2000).

B. ANALYSIS

“A court may, in its discretion, dispense with or limit oral a rguments on motions, and may require the parties to file briefs in support of and in opp osition to a motion.” MCR 2.119(E)(3). Typically, in instances where the parties have “t horoughly briefed the issues, we cannot find that the court abused its discretion in dispensing with oral argument.” American-6- Transmission, Inc , 239 Mich App at 709. It is not an abuse of discretion for a trial court to dispense with oral argument wher e the parties’ positions requir e “no further elaboration.” Fisher , 269 Mich App at 252. Here, the parties thoroughly briefed th e issues. Both sides stated the applicable facts, cited to the applicable law, analyzed the issue, and explained why their arguments should be successful. Thus, we conclude that the tri al court did not abuse its discretion when it dispensed with oral argument.

Likewise, the trial court did not abuse its discretion when it denied Stinnett’s motion for reconsideration. In order to be entitled to the grant of a mot ion for reconsideration, “[t]he moving party must demonstrate a palpable error by which the cou rt and the parties have been misled and show that a different disposition of the motion must result from correction of the error.” MCR 2.119(F)(3). “Genera lly, and without restricting the discretion of the court, a motion for rehearing or reconsideration which merely presents t he same issues ruled on by the court, either expressly or by reasonable implication, will not be granted.” MCR 2.119(F)(3). Here, Stinnett asserted that the trial court’s failure to hold oral argument necessitated reconsideration because the trial court made errors in its opin ion (1) by erroneously stating that she had “answered” the complaint when she had actually only fil ed a motion for summary disposition and (2) by confusing her argument regarding failure of process with an argument about failure of service of process. However, the trial court properly addressed Stinnett’s argument regarding failure of process. Further, although the t rial court stated in its opinion that Stinnett had “answered” the complaint, a full reading of the co urt’s opinion makes clear that the court knew Stinnett had, in fact, only filed a motion for summa ry disposition, not an answer. More importantly, the trial court’s legal analysis was not depe ndent on whether Stinnett answered the complaint or whether she merely responded to it by filing a motion for summary disposition.

Affirmed. Brazos, as the prevailing party, may tax costs. MC R 7.219.

/s/ Michael J. Kelly /s/ William B. Murphy /s/ Amy Ronayne Krause