Motee, N. v. Bazzazan, R.

J-A22029-25

NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT O.P. 65.37

NADER MOTEE : IN THE SUPERIOR COURT OF

: PENNSYLVANIA

Appellant :

:

:

v. :

:

:

ROBAB BAZZAZAN, TRUSTEE OF THE : No. 395 EDA 2025

SARA AND NADER MO TRUST :

Appeal from the Judgment Entered December 9, 2024

In the Court of Common Pleas of Lehigh County Civil Division at No(s):

2023-C-1165

BEFORE: LAZARUS, P.J., LANE, J., and STEVENS, P.J.E.*

MEMORANDUM BY LANE, J.: FILED OCTOBER 15, 2025

Nader Motee (“Motee”) appeals from the judgment which denied his

request for declaratory relief against Robab Bazzazan (“Bazzazan”), as trustee

of the Sara and Nader Mo Trust (“Trust”). We affirm.

The trial court set forth the relevant factual history underlying this

matter as follows:

In 1997, . . . Bazzazan, along with her husband, Hossein

Mohammadiou [(“Hossein”)], and their daughters, Solmaz and

Sara, moved from Iran to California. Hossein, a professor who

frequently travelled back to Iran to manage the family’s business

interests abroad, appointed Sara to manage the family’s state-

side financial affairs, as . . . Bazzazan spoke little English. In

2008, Sara moved from California to Pennsylvania, along with her

husband, . . . Motee, who had recently joined the faculty of Lehigh

University. In 2018, Hossein became ill. Soon after, Hossein and

. . . Bazzazan decided to move to Pennsylvania for Hossein’s

medical treatments.

____________________________________________

* Former Justice specially assigned to the Superior Court.

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As part of the move to Pennsylvania, Hossein and . . .

Bazzazan agreed to sell their California home. In 2019, Hossein

and Bazzazan executed powers of attorney naming Sara as agent

(the “POAs”), so that Sara could assist them with the sale of the

family’s California home. Notably, the POAs were generic forms

that Sara found online; i.e., the POAs were not tailored to

incorporate any Pennsylvania-specific legal requirements found in

Chapter 56 of the Probate, Estate and Fiduciaries Code (the “PEF

Code”), 20 Pa.C.S.A. §§ 5601-5614.

Hossein and Bazzazan, with the help of Sara, structured the

sale of the family’s California home as a 1031 exchange in order

to take advantage of certain tax and financial strategies. To that

end, in May of 2019, Hossein and Bazzazan conveyed their

California property into the [Trust, of which they were the sole

trustees], and then sold the California property. The Trust used

the proceeds to purchase three investment properties in

Pennsylvania, including the purchase of the Lanark Property on

June 5, 2019 - from Sara’s husband, . . . Motee. [Motee had

purchased the Lanark Property three months earlier, in March

2019, for $1,050,000. Thus, when he conveyed that property to

the Trust in June 2019 for the sale price of $1,200,000, he realized

a profit of $150,000.]

As part of the Trust’s purchase of the Lanark Property, on

June 30, 2019, . . . Motee and the Trust executed a 10-year lease

[(“Lease”)] that permitted Motee and Sara to continue residing at

the Lanark Property, rent free. The Lease was signed by Motee

as tenant, and by Sara for the landlord Trust, using the POAs for

her parents, the trustees. Included in the Lease is an option for

Motee to repurchase the Lanark Property at its current market

value (less credit for any improvements made during the lease

term).

[The option states:

14. OPTION TO PURCHASE

Tenant shall have the option, but not the obligation,

to purchase the property from Landlord at any time

during the lease term, provided that Tenant is not in

default of any of the terms and conditions of this lease

and that Tenant provides written notice to Landlord of

its intention to exercise the purchase option at least

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sixty (60) days prior to the intended purchase date.

The purchase price of the property shall be

determined based on the current market price less the

cost of any renovations or improvements made to the

property by Tenant during the lease term, in

accordance with the provisions of Paragraph 7. To

determine the estimated value of the renovations

conducted throughout the property, independent

contractors shall be engaged to provide current

market equivalent quotes. If Tenant exercises the

option to purchase the property, Tenant shall pay the

balance of the purchase price, less the amount of any

approved renovation costs, to Landlord in full at the

time of the purchase closing, and the transfer of the

property shall be completed in accordance with

applicable laws and regulations.

Lease[, 6/30/19,] at ¶ 14.]

In January of 2020, Hossein succumbed to his illness,

leaving . . . Bazzazan as the sole trustee of the Trust.

In early 2023, Motee contacted Bazzazan seeking to

exercise the option to purchase the Lanark Property back from the

Trust. Motee’s request came as a surprise to Bazzazan, who

claimed to be unaware that Sara had used the POAs to enter into

the Lease on behalf of the Trust. For reasons not disclosed at

trial, Bazzazan also became very distrustful of Sara around this

same time. Accordingly, Bazzazan, acting for the Trust, refused

to sell the Lanark Property back to Motee, and threatened to eject

Motee and Sara from the Lanark Property.

On April 25, 2023, Motee commenced this declaratory

judgment action seeking to confirm the validity of the Lease and

his option to purchase the Lanark Property back from the Trust.

Trial Court Judgment, 12/9/24, at 1-3 (footnote omitted).

In his complaint for declaratory judgment, Motee requested a

declaration that: (1) the Lease is valid; and (2) he may exercise the option in

the Lease to purchase the Lanark Property. The matter proceeded to a non-

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jury trial in August 2024. Motee presented the testimony of his wife, Sara,

and his mother-in-law, Bazzazan, who testified through a translator. Motee

did not testify. Following trial, the court permitted the parties to submit post-

trial briefs.

On December 9, 2024, the trial court entered a declaratory judgment in

which it denied Motee’s request for declaratory relief. The trial court reasoned

that: (1) because the Lease was for a period greater than three years, the

statute of frauds required that it be signed by Hossein and Bazzazan, as the

trustees, in order to be enforceable; (2) Sara could not sign the Lease on

behalf of the trustees because the POAs to act on their behalf were invalid

and, therefore, nullities, as they lacked the specific notice required by section

5601(c) and the agent acknowledgement required by section 5601(d); (3) the

equitable exception to the statute of frauds did not apply because Motee failed

to meet his burden of proving that he made substantial improvements to the

Lanark Property;1 (4) Motee’s reliance on the immunity provisions of section

5608(d) was misplaced, as that section was inapplicable to this case. Motee

did not file a timely post-trial motion. However, he thereafter sought, and the

trial court granted, leave to file a post-trial motion nunc pro tunc. On January

____________________________________________

1 In his proposed conclusions of law, Motee sought findings that the market

value of the Lanark Property was between $810,000 and $873,000, minus the

cost of the improvements that he had allegedly made to the property, which

he claimed totaled $697,977.23. See Motee’s Proposed Conclusions of Law,

6/17/24, at 8. In other words, Motee sought a finding that he was entitled to

purchase the Lanark property for a price between $112,000 and $175,000.

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14, 2025, the trial court denied the post-trial motion. Motee thereafter filed

a timely notice of appeal.2 Both Motee and the trial court complied with

Pa.R.A.P. 1925.3

Motee raises the following issues for our review:

1. Whether the trial court committed an error of law and/or

abused its discretion in determining the [POA] executed by . .

. Bazzazan was invalid?

2. Whether the trial court committed an error of law and/or

abused its discretion in failing to conclude that the Lease was

validly executed since [Motee] was entitled to rely on the

representations of Sara . . ., . . . Bazzazan’s apparent agent?

3. Whether the trial court committed an error of law and/or

abused its discretion in its failure to properly interpret and

apply 20 Pa.C.S.[A.] § 5608 and related case law?

____________________________________________

2 Motee initially filed a notice of appeal prior to filing his post-trial motion.

He

then filed a second notice of appeal following the entry of the order denying

his post-trial motion. This Court discontinued the initial appeal as duplicative

of the instant appeal. Additionally, with respect to this appeal, Motee

purported to appeal from the order denying post-trial relief. However, an

appeal properly lies from the entry of judgment, not from the order denying

post-trial relief. See Affordable Outdoor, LLC v. Tri-Outdoor, Inc., 210

A.3d 270, 279 n.12 (Pa. Super. 2019) (holding that, in a declaratory judgment

action, the judgment for purposes of appeal is the initial order declaring rights

as to which post-trial motions are filed, such that the appeal of judgment is

triggered by the order denying post-trial motions); see also Peters v. Nat’l

Interstate Ins. Co., 108 A. 3d 38, 41 n.2 (Pa. Super. 2013) (stating that an

appeal after disposal of post-trial motions is properly taken from earlier

declaratory judgment order). We have corrected the caption accordingly.

3 In lieu of authoring an opinion pursuant to Rule 1925(a), the trial court

directed this Court to its December 9, 2024 declaratory judgment, wherein it

set forth its rationale for denying the requested declaratory relief.

Unfortunately, by directing this Court to its prior judgment, the trial court did

not provide this Court with its rationale for several of the issues raised by

Motee in his Rule 1925(b) concise statement.

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4. Whether the trial court committed an error of law and/or

abused its discretion in determining the testimony of . . .

Bazzazan was credible?

5. Whether the trial court committed an error of law and/or

abused its discretion in concluding that there was no evidence

of substantial improvements and/or an equitable exception

under the statute of frauds?

6. Whether trial court committed an error of law and/or abused

its discretion in applying an adverse inference based on

[Motee’s] failure to testify?

Motee’s Brief at 5-6 (issues reordered for ease of disposition, unnecessary

capitalization omitted).

When reviewing the decision of the trial court in a declaratory judgment

action, our scope of review is narrow:

[W]e are limited to determining whether the trial court’s

findings are supported by substantial evidence, whether an error

of law was committed or whether the trial court abused its

discretion. The test is not whether we would have reached the

same result on the evidence presented, but whether the trial

court’s conclusion can reasonably be drawn from the evidence.

Where the trial court’s factual determinations are adequately

supported by the evidence[,] we may not substitute our judgment

for that of the trial court.

Consolidation Coal Co. v. White, 875 A.2d 318, 325 (Pa. Super. 2005)

(citation omitted).

In his first issue, Motee challenges the trial court’s interpretation and

construction of the POAs. It has been a fundamental principle that POAs are

strictly construed, and the grant of special powers is not to be enlarged unless

this is clearly intended. See In re Estate of Cambest, 756 A.2d 45, 52 (Pa.

Super. 2000). The relevant Pennsylvania POA law is codified at sections 5601-

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5611 of the PEF Code. Section 5601 requires that certain provisions must be

included in a POA. In this regard, section 5601(c) requires that every POA

must include a specific notice, at the beginning of the document, signed by

the principal:

(c) Notice.

All powers of attorney shall include the following notice in capital

letters at the beginning of the power of attorney. The notice shall

be signed by the principal. In the absence of a signed notice, upon

a challenge to the authority of an agent to exercise a power under

the power of attorney, the agent shall have the burden of

demonstrating that the exercise of this authority is proper.

NOTICE

The purpose of this power of attorney is to give the person you

designate (your “agent”) broad powers to handle your property,

which may include powers to sell or otherwise dispose of any real

or personal property without advance notice to you or approval by

you.

This power of attorney does not impose a duty on your agent to

exercise granted powers, but when powers are exercised, your

agent must use due care to act for your benefit and in accordance

with this power of attorney.

Your agent may exercise the powers given here throughout your

lifetime, even after you become incapacitated, unless you

expressly limit the duration of these powers or you revoke these

powers or a court acting on your behalf terminates your agent’s

authority.

Your agent must act in accordance with your reasonable

expectations to the extent actually known by your agent and,

otherwise, in your best interest, act in good faith and act only

within the scope of authority granted by you in the power of

attorney.

The Law permits you, if you choose, to grant broad authority to

an agent under power of attorney, including the ability to give

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away all of your property while you are alive or to substantially

change how your property is distributed at your death. Before

signing this document, you should seek the advice of an attorney

at law to make sure you understand it.

A court can take away the powers of your agent if it finds your

agent is not acting properly.

The powers and duties of an agent under a power of attorney are

explained more fully in 20 Pa.C.S.[A.] Ch. 56.

If there is anything about this form that you do not understand,

you should ask a lawyer of your own choosing to explain it to you.

I have read or had explained to me this notice and I understand

its contents.

(Principal) (Date)

20 Pa.C.S.A. § 5601(c).

Additionally, section 5601(d) provides that an individual shall have no

authority to act as an agent pursuant to a POA unless he or she has previously

executed a written acknowledgement which is affixed to the POA:

(d) Acknowledgment executed by agent.

An agent shall have no authority to act as agent under the

power of attorney unless the agent has first executed and affixed

to the power of attorney an acknowledgment in substantially the

following form:

I, [agent], have read the attached power of attorney and am the

person identified as the agent for the principal. I hereby

acknowledge that when I act as agent:

I shall act in accordance with the principal’s reasonable

expectations to the extent actually known by me and, otherwise,

in the principal’s best interest, act in good faith and act only within

the scope of authority granted to me by the principal in the power

of attorney.

(Agent) (Date)

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20 Pa.C.S.A. § 5601(d) (emphasis added).

Our Supreme Court has ruled that, where a POA is not executed in

conformity with the requirements of section 5601, the POA is void ab initio

such that is legally non-existent. See In re Koepfinger, 302 A.3d 630, 643

(Pa. 2023) (affirming the determination by the orphans’ court that, because

the POA was not executed as prescribed by subsection 5601(b)(3) of the PEF

Code (requiring the signature of the principal to be acknowledged before a

notary public), the POA was void ab initio and, therefore, legally non-existent).

Motee does not address the absence of the required section 5601(c)

notice in the POAs. Instead, he limits his argument to his contention that,

despite the absence of the required section 5601(d) agent acknowledgement,

the POAs substantially complied with the content of section 5601(d). Motee

points to the language in the POAs which states that “[m]y attorney-in-fact

shall exercise powers in my best interest and for my welfare, as a fiduciary.”

Motee’s Brief at 23 (quoting POAs, 5/16/19, at 1). Motee additionally points

to the language of the POAs which states that “[a]ny party dealing with my

attorney-in-fact hereunder may rely absolutely on the authority granted

herein.” Id. (quoting POAs, 5/16/19, at 3). Finally, Motee points to the

language in the POAs which states that, as “the attorney-in-fact named above,

[I] hereby accept appointment as attorney-in-fact in accordance with the

foregoing instrument.” Id. (quoting POAs, 5/16/19, at 5). Motee argues that,

taken together, these statements within the POAs are substantially the same

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as those appearing in section 5601(d). On this basis, Motee asserts that the

POAs substantially complied with section 5601(d) since Sara, in essence,

agreed to act within her principals’ best interest and to be bound by her

principals’ reasonable expectations as set forth in the document.

Motee additionally argues that the equities support this conclusion

because Sara and Bazzazan both testified that Sara was in charge of the

family’s affairs for many years, and that Bazzazan relied on Sara to handle

the family’s business in America while Bazzazan traveled back home to Iran.

Motee maintains that the POAs were “only executed to formalize the

arrangement they already had, since, as [Sara] testified, she needed it to be

able to complete certain real estate transactions while the family was moving

from California to Pennsylvania.” Id. at 24. Motee argues that Bazzazan’s

testimony that she was unaware of the content of the POA she signed belies

the fact that she was aware that Sara had already been acting in this capacity

for years. According to Motee, “[i]t would be inequitable now to nullify th[e]

POA[s] based on a technicality where the arrangement set forth in the

document[s] had in fact been occurring for years.” Id. at 25.

The trial court considered Motee’s first issue and determined that it

lacked merit. The court reasoned:

Here, the POAs lack the required section 5601(c) notice

signed by principals, Hossein and . . . Bazzazan, as well as the

required section 5601(d) acknowledgement signed by the agent,

Sara. Focusing on the latter, the lack of signed agent

acknowledgment rendered Sara with “no authority to act.” 20

Pa.C.S.A. § 5601(d). As such, the signatures on the Lease by

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Sara, acting as agent under the POAs for the landlord Trust, are

invalid.

Trial Court Judgment, 12/9/24, at 4 (unnecessary capitalization omitted).

Based on our review, we conclude that the trial court’s findings are

supported by substantial evidence. The POAs in question lack the requisite

section 5601(c) notice, which was required to be set forth in capital letters at

the beginning of the document and signed by the principals, Hossein and

Bazzazan. See POAs, 5/16/19, at 1. As noted above, Motee does not

acknowledge this omission, let alone make any argument regarding the fact

that the POAs fail to conform to section 5601(c). The omission of the section

5601(c) notice is, alone, sufficient to render the POAs void ab initio and,

therefore, legally non-existent. See In re Koepfinger, 302 A.3d at 643.4

Moreover, the POAs lacked the requisite section 5601(d) agent

acknowledgement. Contrary to Motee’s arguments otherwise, the provisions

to which he cites within the POAs are not substantially compliant with the

requirements of section 5601(d). Importantly, the provisions in the

acknowledgement form set forth in section 5601(d) consist of positive

affirmations required to be made by the agent as to how he or she will act,

or refrain from acting, while discharging the duties which fall within the scope

____________________________________________

4 Notably, although section 5601(c) provides that, in the absence of a signed

notice and upon a challenge to the authority of the agent to exercise a power

under the POA, the agent has the burden of demonstrating that the exercise

of this authority is proper, Motee does not argue that Sara, as the agent, met

this burden. See 20 Pa.C.S.A. § 5601(c).

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of authority granted by the POA document. See 20 Pa.C.S.A. § 5601(d).

Specifically, pursuant to the acknowledgment form, the agent must promise

to act “in accordance with the principal’s reasonable expectations to the extent

actually known by me and, otherwise, in the principal’s best interest, act in

good faith and act only within the scope of authority granted to me by the

principal in the power of attorney.” Id. In the POAs in question, the only

affirmation made by Sara was that she “hereby accept[s] appointment as

attorney-in-fact in accordance with the foregoing instrument.” POAs,

5/16/19, at 5. This statement falls woefully short of the various positive

affirmations required by section 5601(d). Indeed, nowhere in the POAs does

Sara acknowledge that she had even read the POA documents. See id.; see

also 20 Pa.C.S.A. § 5601(d) (requiring the acknowledgment to state that “I,

[agent], have read the attached power of attorney”). Notably, the remaining

provisions of the POAs to which Motee directs our attention consist of powers

granted by, and attestations made by, Bazzazan and Hossein, as principals.

As such, they do not constitute positive affirmations required to be made by

Sara, as the agent, pursuant to section 5601(d).

This, as we discern no error of law or abuse of discretion by the trial

court in reaching its determination that the POAs in question were invalid and

void ab initio because they lacked the requisite section 5601(c) notice and the

section 5601(d) acknowledgment, we conclude that Motee’s first issue merits

no relief.

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In his second issue, Motee challenges the trial court’s determination he

was not entitled to assume that Sara was Bazzazan’s apparent agent. 5

Preliminarily, we must determine whether Motee preserved this issue for our

review. It is axiomatic that issues not raised in the trial court are waived and

cannot be raised for the first time on appeal. See Pa.R.A.P. 302(a). Our

review of the certified record does not demonstrate that Motee raised this

issue prior to trial, at trial, or in his post-trial briefs. Moreover, Motee has not

directed this Court to the place in the record where he preserved this issue for

our review, as required by Pa.R.A.P. 2119(e). Instead, the record reflects that

Motee raised the issue for the first time on appeal by including it in his Rule

1925(b) concise statement of errors complained of on appeal. See Irwin

Union Nat. Bank & Trust Co. v. Famous, 4 A.3d 1099, 1104 (Pa. Super.

2010) (holding that an issue raised for the first time in a concise statement is

waived). Accordingly, as Motee failed to raise this issue before the trial court,

his second issue is waived.

In his third issue, Motee challenges the trial court’s interpretation of

section 5608(d) of the PEF Code, which provides as follows:

Immunity. — A person who in good faith accepts a power of

attorney without actual knowledge of any of the following may,

without liability, rely upon the power of attorney as if the power

____________________________________________

5 In his brief, Motee indicated in the heading for his second issue that it

involved the question of whether he made substantial improvements to the

Lanark Property. See Motee’s Brief at 25. However, in the discussion for his

second issue, Motee argues that he should have been able to regard Sara as

Bazzazan’s apparent agent. See id. at 25-30.

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of attorney and agent’s authority were genuine, valid and still in

effect and the agent had not exceeded and had properly exercised

the authority that:

(1) The power of attorney is void, invalid or terminated.

(2) The purported agent’s authority is void, invalid or

terminated.

(3) The agent is exceeding or improperly exercising the agent’s

authority.

20 Pa.C.S.A. § 5608(d).

Our Supreme Court has explained that,

[W]hile the wording of this provision is disjointed, the intent

behind it is clear: subsection (d) immunizes a person from liability

for reliance on a power of attorney and the exercise of the agent’s

authority pursuant to the power of attorney, except if she had

actual knowledge that: (1) the power of attorney is void, invalid

or terminated; (2) the purported agent’s authority is void, invalid

or terminated; or (3) the agent is exceeding or improperly

exercising her authority. Id. § 5608(d). Therefore, section 5608

immunizes from liability a person who in good faith relies on a

power of attorney, even if the power of attorney is deemed invalid

or void.

In re Koepfinger, 302 A.3d at 642 (unnecessary capitalization omitted).

In In re Koepfinger, a father executed a POA naming his daughter as

his agent. After the father claimed to have revoked the POA, the daughter,

acting as agent under the POA and claiming ignorance of the purported

revocation, placed her father’s assets into an irrevocable trust, naming herself

as trustee. The daughter then sought a declaratory judgment to have the

trust determined valid on the basis that section 5608(d) permitted her, acting

in good faith, to create the trust. The daughter further contended that section

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5608(d) immunized her from liability, and that any harm caused to her father’s

financial affairs was the fault of the law firm that drafted the POA. The father

countered that the POA was void ab initio because it was never signed before

a notary, and that therefore the trust created by his daughter as agent under

the POA was a nullity from its inception. The High Court held that the

immunity provisions of section 5608(d) were inapplicable because the father

did not seek to hold the daughter liable for creating the trust. See id. at 642-

43. The Court explained that that “[t]his case is about the validity of the trust,

not [d]aughter’s liability for creating it. The immunity from liability provided

by [s]ection 5608 is irrelevant to the issue of the validity of the trust.” Id.

Instead, the High Court explained, “[t]he foundational fact in the case is that

the POA was void ab initio. It is self-evident that a trust purportedly created

under the authority of a null POA is also a nullity. Daughter, as a purported

agent under the ineffective POA, had no authority to act on behalf of the

purported principal.” Id. at 643.

Motee argues that “[s]ection 5608(d) has a broader application than the

one advanced by the trial court and by the [C]ourt in In re Koepfinger.”

Motee’s Brief at 44. Motee concedes that his own liability is not implicated in

this matter, however, he nevertheless contends that the trial court failed to

consider the applicability of the immunity provisions of section 5608(d) in

situations that do not involve liability. Without reference to any legal

authority, Motee baldly contends that “the implication of liability is not a

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necessary prerequisite for the application of the statute, but rather a

permitted circumstance under which immunity is stipulated.” Id. He argues

that, under the terms of section 5608(d), a party may still rely on a power of

attorney in good faith even in those situations that do not result in liability.

On this basis, Motee asserts that the trial court erred by determining that the

immunity provisions of section 5608(d)are inapplicable to this case.

The trial court considered Motee’s third issue and determined that it

lacked merit. The court reasoned:

Motee’s . . . contention is that even if Sara’s authority under

the POAs was nullified by the lack of a signed acknowledgement,

his good faith reliance on Sara’s purported authority triggered the

“immunity” provision of [section] 5608(d), thus permitting him to

enforce the Lease. . . . Based on th[e] language[ of section

5608(d)], Motee argues that he may enforce the Lease and option

because he relied in good faith on Sara’s authority as agent for

the Trust under the POAs to execute the Lease, even if she

exceeded or improperly exercised that authority.

Motee’s argument is unpersuasive for several reasons.

First, Motee did not testify at trial. Therefore, there is simply no

evidence of his purported good faith reliance. But[,] even if there

was, the section 5608(d) “immunity” clause, by its very title, is

not meant to sanitize otherwise defective transactions where an

agent acted without authority; rather, it is a shield to protect an

innocent person from liability when acting pursuant to a power of

attorney that is later determined invalid. [See] In re

Koepflinger, 302 A.3d [at] 642-43 . . ..

****

Like the situation in Koepflinger where the Supreme Court

found that a trust created under a null power of attorney is also a

nullity, Sara’s lack of authority to act as agent under the POAs due

to the absence of a signed agent acknowledgment rendered the

Lease for the Lanark Property (and the option in the Lease) a

nullity. And[,] more importantly, nobody is seeking to hold Sara

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or . . . Motee liable for anything; therefore, the immunity provision

of section 5608 has no applicability and is irrelevant to the issue

of the validity of the Lease.

Trial Court Judgment, 12/9/24, at 6-8 (unnecessary capitalization omitted).

Based on our review, we discern no abuse of discretion by the trial court

in reaching its determination that the immunity provisions of section 5608(d)

are inapplicable to the instant matter. As in In re Koepflinger, the central

issue in this case was the validity of the Lease, not Sara’s liability for creating

it or signing it, or Motee’s liability for entering it. See In re Koepfinger, 302

A.3d at 642-43. The immunity from liability provided by section 5608(d) was

irrelevant to the issue of the validity of the Lease. See id. Moreover, as in

In re Koepfinger, the foundational fact in this case is that the POAs executed

by Hossein and Bazzazan were void ab initio and were therefore legal nullities.

See id. at 643. Accordingly, the Lease purportedly created by Sara under the

authority of the void POAs was also a nullity, as she, as the purported agent

under the ineffective POAs, had no authority to act on behalf of her parents

as the principals. See id. Thus, as section 5608(b) was irrelevant to the

issues in this case, Motee’s third issue merits no relief.

In his fourth issue, Motee challenges the trial court’s determination that

Bazzazan’s testimony was credible. When this Court entertains an appeal

originating from a non-jury trial, we are bound by the trial court’s findings of

fact, unless those findings are not based on competent evidence. See Triffin

v. Dillabough, 716 A.2d 605, 607 (Pa. 1998). Importantly, in a non-jury

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trial, the judge sitting as factfinder is free to believe all, part, or none of the

evidence, and the Superior Court will not disturb the trial court’s credibility

determinations. See id. “Assessments of credibility and conflicts in evidence

are for the trial court to resolve; this Court is not permitted to reexamine the

weight and credibility determinations or substitute our judgments for those of

the factfinder.” Gutteridge v. J3 Energy Grp., Inc., 165 A.3d 908, 916 (Pa.

Super. 2017). The test is not whether this Court would have reached the

same result on the evidence presented, but rather, after due consideration of

the evidence which the trial court found credible, whether the trial court could

have reasonably reached its conclusion. See Terletsky v. Prudential Prop.

& Cas. Ins. Co., 649 A.2d 680, 686 (Pa. Super. 1998).

Motee contends that the trial court should not have credited Bazzazan’s

testimony because it was evasive, inconsistent, and/or intentionally false.

Motee argues that her testimony did not deserve the level of credibility

afforded to it by the trial court. In support, Motee asserts that: (1) at trial,

Bazzazan denied signing a POA for Sara but later admitted her signature was

on the document; (2) at her deposition, Bazzazan testified that Sara had told

her about the Lease for the Lanark Property; however, at trial, she repeatedly

denied this prior sworn testimony; (3) at trial, Bazzazan reluctantly agreed

that her signature was on the settlement sheet for the sale of the Lanark

Property; (4) the trial court had to prompt Bazzazan to admit her signature

on the Trust; (5) Bazzazan testified that she could not remember her

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husband’s signature but then later was able to do so; (6) Bazzazan provided

inconsistent or evasive testimony about providing documents to her attorney

(documents she testified she had not seen or been provided); (7) when

pressed about inconsistencies, Bazzazan testified that she was under pressure

at her deposition and thus did not remember those answers; (8) on the second

day of trial, Bazzazan claimed she had been unwell during the first day of trial;

(9) Bazzazan testified the sale of the Beverly Hills property was only used to

purchase one property; however, her counsel stipulated that the Trust held

the three properties; (10) Bazzazan claimed that certain documents did not

contain her signature and were fraudulent; however, her counsel confirmed

to the trial court that Exhibits 1-9 had been admitted without a challenge to

their authenticity, and that there were no claims of forgery at issue. See

Motee’s Brief at 31-32. Motee asserts that each of the above examples

demonstrates the contradictory nature of Bazzazan’s testimony, both in court

and during her deposition. Motee maintains that Bazzazan clearly had a

motive to present an alternate recitation of events and obscure facts relevant

to this case, including her awareness that that Sara had previously handled

her affairs and, in keeping with their arrangement, Bazzazan signed the POA

document.

Based on our review, we conclude that the trial court’s factual

determinations are supported by competent evidence such that it could have

reasonably reached those findings, and we are therefore bound by such

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findings. See Triffin, 716 A.2d at 607. Moreover, as explained above, a

judge sitting as factfinder is free to believe all, part, or none of the evidence,

and assessments of credibility and conflicts in evidence are for the trial court

to resolve. See id.; see also Gutteridge, 165 A.3d at 916. Here, the trial

court judge, sitting as factfinder, had the ability to observe Bazzazan firsthand

during the course of her trial testimony and to assess her demeanor and her

responses to the questions posed to her. See Oxford Tower Apartments,

LP v. Frenchie's Hair Boutique, 223 A.3d 626 (Pa. Super. 2020) (observing

that “[t]he trier of fact has the unique opportunity to see and hear subtleties

of answers and movements of witnesses and parties not viewable from the

cold record”).6 Notably, Bazzazan does not speak English, and she therefore

needed the assistance of a translator both at her deposition and at trial. As

this Court is not permitted to reexamine the trial court’s weight and credibility

determinations on a cold record, or substitute our judgment for those of the

trial court when sitting as factfinder, we decline Motee’s invitation to reassess

the credibility of Bazzazan’s testimony. Thus, his fourth issue merits no relief.

In his fifth issue, Motee challenges the trial court’s determination that

the equitable exception to the statute of frauds did not apply in this case. The

statute of frauds prohibits the creation of interests or estates in any land

____________________________________________

6 See Pa.R.A.P. 126(b) (providing that unpublished non-precedential

memorandum decisions of the Superior Court filed after May 1, 2019, may be

cited for their persuasive value).

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through a parol agreement. See Brotman v. Brotman, 46 A.2d 175, 177

(Pa. 1946). The obvious purpose of the statute of frauds is to prevent the

assertion of verbal understandings, and to obviate the opportunity for fraud

and perjury. See id. “It is not a mere rule of evidence. It is a declaration of

public policy.” Id. (citation omitted). As such, “[a] writing signed by the

parties is required, and even courts of equity, though dispensing with the

form, firmly demand the substance.” Id.

Under the statute of frauds, a lease for more than three years must be

in writing and signed by the lessor. See 33 PS. § 1. In the absence of these

two requirements, the interest in the land is merely a tenancy at will. See

id.; see also Holland Furnace Co. v. Keystone Dehydrating Co., 30 A.2d

872, 874 (Pa. Super. 1943) (holding that the statute of frauds does not declare

void or wholly invalidate oral leases exceeding three years, but it does shorten

their terms by giving them only the force and effect of leases at will).

Furthermore, an option to purchase real estate is also subject to the

statute of frauds and must be in writing. See 33 P.S. § 1; see also

Stevenson v. Titus, 2 A.2d 853 (Pa. 1938) (holding that while the optionor

must sign the writing, the optionee need not sign the writing, since it is not

the party making or creating the interest in land). However, specific

performance of an oral contract for the purchase of land may be ordered where

it appears that continuous and exclusive possession of the subject property

was taken under the oral contract and improvements were made by the buyer

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not readily compensable in money. See Concorde Invest., Inc. v.

Gallagher, 497 A.2d 637, 640 (Pa. Super. 1985); see also Briggs v.

Sackett, 418 A.2d 586, 588 (Pa. Super. 1980) (holding that the statute of

frauds prevents the entry of a decree of specific performance against the

vendor under an oral contract unless it appears that continuous and exclusive

possession was taken under the contract and improvements were made by

the vendee not readily to be compensated in money, or other equitable

considerations make it impossible to do justice save by specific performance);

see also Ridley Park Shopping Ctr, Inc. v. Sun Ray Drug Co., 180 A.2d

1, 3 (Pa. 1962) (removing lease from statute of frauds where lessee of

shopping center assumed exclusive possession under a parol modification of

original lease and made substantial permanent improvements without

complaint or objection from lessor).

Motee concedes that the statute of frauds requires that a lease for a

term of more than three years must be in writing and signed by the lessor,

and that if the lease is lacking in either of these requirements, it is considered

a tenancy at will. See Motee’s Brief at 34. Nevertheless, he claims that the

trial court should have determined that the equitable exception applied in this

case because he made improvements to the Lanark Property. According to

Motee, Sara testified at trial that: (1) she and Motee had been residing at the

Lanark Property continuously since 2019, and had been renovating and

remodeling the property since that time; (2) Sara used her degree in interior

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design to make these improvements and renovations; (3) she and Motee have

made any necessary repairs and/or upkeep needed, including plumbing and

roofing; and (4) she and Motee have paid taxes of $10,000 to $11,000

annually since 2019. See Motee’s Brief at 37. Motee claims that, based on

Sara’s testimony, the trial court erred in determining that he failed to present

evidence that he substantially improved the Lanark Property.

Motee further concedes that he and Sara paid no rent for their tenancy

at the Lanark Property. However, he claims that they “participated in family

events in a way which proactively advanced its position.” Id. at 39. According

to Motee, he and Sara “paid with their time and efforts, which the trial court

failed to recognize when balancing the equities.” Id. Motee further argues

that Bazzazan only objected to the tenancy after an undisclosed event with

Sara, and after she and Motee had made significant improvements to the

property.

The trial court considered Motee’s fifth issue and determined that it

lacked merit. The court reasoned:

. . . [H]aving determined that Sara lacked the authority to

execute the Lease for the Trust under the POAs, and absent an

exception to the statute of frauds, the lack of valid signatures on

the Lease by the landlord Trust renders the Lease, and the

embedded option to purchase the Lanark Property, unenforceable

and tantamount to a tenancy at will. [See] 33 P.S. § 1.

****

Here, the equitable exception to the statute of frauds . . .

does not apply because . . . Motee presented no evidence that he

made substantial improvements to the Lanark Property during his

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tenancy; moreover, Motee lived at the Lanark Property per the

Lease for years without paying rent to the Trust. As such, the

equities required to remove the Lease from the statute of frauds

do not weigh in Motee’s favor. And[,] even if the Lease could be

saved by the equitable exception to the statute of frauds

applicable to leases, the option to purchase the Lanark Property

at paragraph [fourteen] of the Lease is, itself, also subject to the

statute of frauds. Stevenson v. Titus, supra. There being no

applicable exception to remove the option from the protections of

the statute of frauds, and given the absence of a validly signed

writing by the optionor, the option remains unenforceable.

Trial Court Judgment, 12/9/24, at 5-6 (unnecessary capitalization omitted).

Based on our review, we discern no error of law or abuse of discretion

by the trial court in reaching its determination that Motee failed to establish

that the equitable exception to the statute of frauds should apply in this case.

Here, as previously discussed, the POAs were legally invalid and did not confer

any authority to Sara to either draft or sign the Lease. Thus, the Lease was

a nullity and the terms of the Lease, including the option to purchase the

Lanark Property, were unenforceable. As such, Motee and Sara were merely

tenants at will, without any enforceable option to purchase the Lanark

Property.

Even assuming that Motee could establish an oral option to purchase

the property, which is not borne out by the record, he failed to establish that

he made improvements to the Lanark Property. While Sara vaguely testified

to improvements and renovations, and to some unspecified roofing and

plumbing repairs, she provided no testimony as to any particular

improvement, renovation, or repair. Moreover, Motee presented no evidence

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to the trial court that any such renovations or improvements had, in fact, been

made, such as invoices or receipts establishing the nature, extent, and

payments for such improvements. To be sure, Motee did not establish that

he had had made $697,977.23 worth of improvements. Instead, the record

reflects that he and Sara lived at this luxury residence, rent free, for several

years without paying anything other than real estate taxes. Thus, even if

Motee could have established an oral option to purchase the Lanark property,

he failed to establish an equitable exception to the requirement under the

statute of frauds that the option be included in an enforceable writing signed

by the optionor.

In sum, as Motee and Sara were merely tenants at will at the Lanark

Property, without any enforceable option to purchase the property, Motee’s

fifth issue merits no relief.

In his sixth and final issue, Motee contends that the trial court should

not have applied an adverse inference based on his decision not to testify at

trial. Where evidence which would properly be part of the case is within the

control of the party whose interest it would naturally be to produce it, and

without satisfactory explanation he fails to do so, an adverse inference may

be drawn against that party. See Haas v. Kasnot, 92 A.2d 171, 173 (Pa.

1952). Indeed, a party’s failure to testify at a civil trial raises an inference of

fact that the party’s testimony would have been adverse or unfavorable to

him. See Fitzpatrick v. Phila. Newspapers, Inc., 567 A.2d 684, 687 (Pa.

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Super. 1989). The fact that the party was available to be called by either side

does not bar the application of the inference, as it would if he were a non-

party witness. See id. at 687-88.

Motee points out that, in her post-trial briefing, Bazzazan urged the trial

court to apply an adverse inference based on Motee’s failure to testify at trial.

Motee concedes that “the trial court did not explicitly apply an adverse

inference.” Motee’s Brief at 40. Nevertheless, he claims that, because the

trial court ruled against him, it must have applied the inference. See id. In

support, Motee points to the trial court’s determination that he presented no

evidence of improvements to the Lanark Property, and no evidence of his good

faith reliance on Sara’s authority to draft and sign the Lease. Motee asserts

that, to the extent the trial court applied the adverse inference, it abused its

discretion because Motee was available to Bazzazan as a witness at all times,

and he did not prevent her from calling him as a witness. Motee further argues

that his wife testified regarding all dispositive issues in the case, including the

signing of the Lease and improvements to the property. Motee submits that

Bazzazan was “not entitled to an inference simply because the most direct

evidence or evidence anticipated was not presented at the time of trial.”

Motee’s Brief at 43.

Based on our review, the record discloses no evidence that the trial court

did, in fact, apply an adverse inference based on Motee’s decision not to testify

at trial. In its declaratory judgment denying relief, the trial court made no

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mention of Bazzazan’s request to apply the adverse inference, nor did it

indicate in any manner that it did so. See Trial Court Judgment, 12/9/24, at

1-8. Indeed, Motee concedes that “the trial court did not explicitly apply an

adverse inference.” Motee’s Brief at 40. The mere fact that the trial court did

not grant the requested declaratory relief does not permit Motee, or this Court,

to speculate that such an inference was, in fact, utilized. 7 Thus, without any

indication in the record that such an inference was applied in this matter, we

conclude that Motee’s sixth issue merits no relief.

Having found no merit to any of Motee’s issues, we affirm the judgment

of the trial court denying the requested declaratory relief.

Judgment affirmed.

Date: 10/15/2025

____________________________________________

7 Even if the trial court had applied the adverse inference, we would have

concluded that it was entitled to do so, since Motee was the only person who

could testify as to whether he acted in good faith pursuant to a reasonable

belief that Sara was authorized to draft and sign the Lease, and because any

evidence of the extensive and costly improvements that Motee claimed he

made to the Lanark Property was within his control, it would naturally be in

his interest to produce it. See Haas, 92 A.2d at 173

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