Opinion
3:23-cv-00078-YY
06-28-2023
SARA BROWN, Plaintiff, v. BROOKDALE SENIOR LIVING COMMUNITIES, INC. and STACEY ELLIOTT, Defendants.
FINDINGS AND RECOMMENDATIONS
Youlee Yim You, United States Magistrate Judge.
FINDINGS
Plaintiff brought this suit against her former employer, Brookdale Senior Living Communities, Inc., asserting a single claim of retaliation under O.R.S. § 659A.885. Compl. ¶ 5, ECF 1-1. This court has subject matter jurisdiction under 28 U.S.C. § 1332(a)(1). Currently pending is defendant Brookdale's Motion to Compel Arbitration. ECF 7. That motion should be granted for the reasons that follow.
Defendant Stacey Elliot, who worked at Brookdale as the director of district operations, has joined Brookdale's motion. Elliot Decl. ¶ 2, ECF 9; see also Compl. ¶ 1, ECF 1-1.
The Federal Arbitration Act (“FAA”) is designed to “advance the federal policy favoring arbitration agreements.” Lowden v. T-Mobile USA, Inc., 512 F.3d 1213, 1217 (9th Cir. 2008). By enacting the FAA, “Congress directed courts to abandon their hostility and instead treat arbitration agreements as ‘valid, irrevocable, and enforceable.' ” Epic Sys. Corp. v. Lewis, 138 S.Ct. 1612, 1621 (2018) (quoting 9 U.S.C. § 2). A party to a valid arbitration agreement may “petition any United States district court . . . for an order directing that such arbitration proceed in the manner provided for in such agreement.” 9 U.S.C. § 4. In evaluating such a request, courts must “rigorously enforce” arbitration agreements according to their terms, including terms specifying with whom and under what rules the parties will arbitrate. Am. Express Co. v. Italian Colors Rest., 570 U.S. 228, 233 (2013) (citations omitted).
“Before a party to a lawsuit can be ordered to arbitrate and thus be deprived of a day in court, there should be an express, unequivocal agreement to that effect.” Three Valleys Mun.Water Dist. v. E.F. Hutton & Co., 925 F.2d 1136, 1141 (9th Cir. 1991) (citation omitted). “The party seeking to compel arbitration has the burden under the FAA to show (1) the existence of a valid, written agreement to arbitrate; and, if it exists, (2) that the agreement to arbitrate encompasses the dispute at issue.” Ashbey, 785 F.3d at 1323. “In deciding whether an agreement to arbitrate existed, a court should apply a summary-judgment-style standard,” meaning that the court should “decide as a matter of law that an agreement to arbitrate existed” only where there is “no genuine issue of fact concerning the formation of the agreement.” Card v. Wells FargoBank, N.A., 611 F.Supp.3d 1080, 1083 (D. Or. 2020) (citing Three Valleys., 925 F.2d at 1141). “The district court should give the party opposing a motion to compel arbitration ‘the benefit of all reasonable doubts and inferences that may arise.' ” Id. (quoting Three Valleys, 925 F.2d at 1141).
“In determining the validity of an agreement to arbitrate, federal courts should apply ordinary state-law principles that govern the formation of contracts.” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2001) (simplified). “In Oregon, whether a contract existed is a question of law.” Campos v. Bluestem Brands, Inc., No. 3:15-CV-00629-SI, 2016 WL 297429, at *7 (D. Or. Jan. 22, 2016) (simplified). “Oregon subscribes to the objective theory of contracts.” Ken Hood Const. Co. v. Pac. Coast Const., Inc., 201 Or.App. 568, 578, 120 P.3d 6, 11 (2005), opinion adhered to as modified on reconsideration, 203 Or.App. 768, 126 P.3d 1254 (2006). “Contract formation requires a bargain in which there is a manifestation of mutual assent to the exchange and a consideration.” Id. (internal quotation marks omitted). “To determine if a contract existed, courts will look only to the parties' objective manifestations of intent, as evidenced by their communications and acts.” Campos, 2016 WL 297429 at *7 (simplified).
Defendant Brookdale asserts that the parties entered into a valid and enforceable arbitration agreement, titled the Brookdale Dispute Resolution Agreement, that encompasses plaintiff's claims against all defendants. Mot. Compel Arb. 5-9, ECF 7, see also Withers Decl. Ex. 2, ECF 8-2. The only arguments plaintiff offers in opposition is that the “signature on the agreement proffered by defendants ‘looks wrong' and potentially faked, that she never agreed to arbitration with defendants ‘either verbally, in writing, on the Internet, or otherwise,' and that she had no knowledge of the arbitration agreement until after she filed this lawsuit and defendants announced for the first time that they intended to compel arbitration.” Resp. 10, ECF 11; see also Brown Decl. ¶ 1, ECF 12. None of those arguments have merit.
Plaintiff does not dispute that her printed name also appears on the signature page of the arbitration agreement, which is sufficient to establish plaintiff's “objective manifestation of intent” to agree to the arbitration agreement. See Withers Decl. Ex. 2 at 3, ECF 8-2. Moreover, plaintiff does not deny that the signature is hers; she merely states it “looks wrong, like it was trying to be faked by someone.” Brown Decl. ¶ 7, ECF 12. But the signature on the arbitration agreement is strikingly similar to plaintiff's signature on several other documents in the record. See Lively Decl. Ex. 2 at 1-12, ECF 14-2; see also Hermosillo v. Davey Tree Surgery Co., No. 18-CV-00393-LHK, 2018 WL 3417505, at *7 (N.D. Cal. July 13, 2018) (comparing signatures on documents in the record to support finding that plaintiffs had signed arbitration agreement).
Furthermore, plaintiff's conduct conclusively establishes her objective manifestation of intent to agree to the arbitration agreement. Plaintiff does not dispute that on January 25, 2022,she signed defendant's offer letter and returned it-the offer letter states that plaintiff “will be expected to execute a copy of the Brookdale Dispute Resolution Agreement in the online onboarding process” and that “[e]xecution of that Agreement is a condition of employment at Brookdale.” Withers Decl. Ex. 1 at 2, ECF 8-1. Plaintiff worked for Brookdale between January and August of 2022, and thus through her conduct assented to the arbitration provisions in the Brookdale Dispute Resolution Agreement. See Campos, 2016 WL 297429 at *10 (finding that plaintiff manifested assent to an arbitration provision in a credit account agreement when she received the agreement and subsequently used the credit account governed by the agreement).
Plaintiff's signature is dated January 25, 2021, but it is clear from the context that the proper year is 2022; the offer letter is dated December 27, 2021. Withers Decl. Ex. 1 at 1-2, ECF 8-1.
Plaintiff also does not dispute that on January 25, 2022, she signed a document titled “OREGON STATE BINDING ARBITRATION AGREEMENT NOTIFICATION,” which states:
I acknowledge that I have received and read, or have had the opportunity to read this arbitration agreement. I understand that this agreement requires that disputes that involved the matters subject to the agreement be submitted to mediation or arbitration pursuant to the arbitration agreement rather than to a judge and jury in court.
Lively Decl. Ex. 1 at 1, ECF 14-1. Plaintiff's assent to this acknowledgement is sufficient to establish that she had notice of the arbitration agreement and its effect on her rights to bring a lawsuit, and that she agreed to its terms. Twilleager v. RDO Vermeer, LLC, No. CIV. 10-1167-AC, 2011 WL 1637469, at *6 (D. Or. Apr. 1, 2011), report and recommendation adopted, No. CIV. 10-1167-AC, 2011 WL 1630353 (D. Or. Apr. 28, 2011) (“[T]he case law governing the question of whether an arbitration agreement has been knowingly entered into requires little more than an acknowledgment which includes language that refers to binding arbitration and notifies the employee that he or she is precluded from bringing a lawsuit for employment claims.”). There is no genuine dispute that plaintiff entered into the arbitration agreement and plaintiff offers no other reason as to why the arbitration is otherwise unenforceable to the claim she asserts. The arbitration agreement therefore must be enforced.
Defendant's motion asserted that the arbitration agreement also covers any claim plaintiff brings against defendant Elliot, even though Elliot was not a signatory to the agreement. Mot. Compel Arb. 7-9, ECF 7 (citing Ortega v. Barrett Bus. Servs., Inc., No. 2:16-CV-00368-SU, 2016 WL 5030396, at *6 (D. Or. Aug. 19, 2016), report and recommendation adopted, No. 2:16-CV-0368-SU, 2016 WL 5030357 (D. Or. Sept. 19, 2016) (“Both state and federal courts recognize that nonsignatories to an arbitration agreement may benefit from the agreement where the legal basis and factual context for claims against nonsignatories are the same as claims against the signatories, where nonsignatories are employees, disclosed agents, or principal of signatory.”)) (simplified). Plaintiff did not respond to this argument and offers no basis for concluding that her claim against defendant Elliot, which appears to be co-extensive with her claim against defendant Brookdale, Elliot's employer, should not be subject to arbitration. See Resp. 9-10, ECF 11; Compl. ¶¶ 1-5, ECF 1-1.
“Whether to dismiss or stay proceedings pending arbitration is left to the discretion of the court,” and “[c]ourts in this jurisdiction typically dismiss the case when all disputes are subject to arbitration.” Olson v. MBO Partners, Inc., No. 3:15-CV-2216-HZ, 2017 WL 2726696, at *3 (D. Or. June 15, 2017) (collecting cases); Johnmohammadi v. Bloomingdale's, Inc., 755 F.3d 1072, 1074 (9th Cir. 2014) (“[A] district court may either stay the action or dismiss it outright when, as here, the court determines that all of the claims raised in the action are subject to arbitration.”). Defendants requested dismissal and plaintiff offers no reason to depart from the typical practice where the arbitration agreement covers all claims raised in the action. Mot. Compel Arb. 1, ECF 7; Resp. 9-10, ECF 11.
RECOMMENDATIONS
Defendant's Motion to Compel Arbitration (ECF 7) should be granted and this case should be dismissed.
SCHEDULING ORDER
These Findings and Recommendations will be referred to a district judge. Objections, if any, are due Monday, May 08, 2023. If no objections are filed, then the Findings and Recommendations will go under advisement on that date.
If objections are filed, then a response is due within 14 days after being served with a copy of the objections. When the response is due or filed, whichever date is earlier, the Findings and Recommendations will go under advisement.
NOTICE
These Findings and Recommendations are not an order that is immediately appealable to the Ninth Circuit Court of Appeals. Any Notice of Appeal pursuant to Rule 4(a)(1), Federal Rules of Appellate Procedure, should not be filed until entry of a judgment.