Debesay v. Security Industry Specialists Inc

W.D. Washington

Debesay v. Security Industry Specialists Inc

DecidedMarch 15, 2021

Docket2:20-cv-00927

StatusUnknown

This text of Debesay v. Security Industry Specialists Inc (Debesay v. Security Industry Specialists Inc) is published on Counsel Stack Legal Research, covering District Court, W.D. Washington primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

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Debesay v. Security Industry Specialists Inc, (W.D. Wash. 2021).

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Opinion

1 HONORABLE RICHARD A. JONES

8 UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON 9 AT SEATTLE

10 HELEN DEBESAY, 11 Plaintiff, Case No. 2:20-cv-00927-RAJ 12 v. ORDER 13 SECURITY INDUSTRY SPECIALISTS, 14 INC., 15 Defendant. 16 I. INTRODUCTION 17 This matter comes before the Court on Defendant’s Motion to Dismiss, or in the 18 Alternative, Motion to Stay Proceedings and Compel Arbitration. Dkt. # 8. Having 19 considered the submissions of the parties, the relevant portions of the record, and the 20 applicable law, the Court finds that oral argument is unnecessary. For the reasons below, 21 the motion is GRANTED in part, and this matter is STAYED pending arbitration. 22 II. BACKGROUND 23 On June 16, 2020 this matter was removed from King County Superior Court. 24 Dkt. # 1. According to the complaint, Plaintiff Helen Debesay is suing her former 25 employer, Defendant Security Industry Specialists Inc. (“SIS”), for failure to 26 accommodate her disability. Dkt. # 1-1 ¶¶ 1.1, 4.1. 27 1 Now, SIS moves to dismiss or, in the alternative, moves to stay proceedings and 2 compel arbitration. Dkt. # 8. The motion is ripe for review. 3 III. DISCUSSION 4 Because the Federal Arbitration Act (“FAA”) requires courts to “direct the parties 5 to proceed to arbitration on issues as to which an arbitration agreement has been signed, 6 the FAA limits court involvement to determining (1) whether a valid agreement to 7 arbitrate exists and, if it does, (2) whether the agreement encompasses the dispute at 8 issue.” Cox v. Ocean View Hotel Corp., 533 F.3d 1114, 1119 (9th Cir. 2008) (internal 9 quotation marks omitted). These “gateway questions of arbitrability” are presumptively 10 “within the province of judicial review.” Momot v. Mastro, 652 F.3d 982, 987 (9th Cir. 11 2011) (quoting Howsam v. Dean Witter Reynolds, Inc., 537 U.S. 79, 83 (2002)). 12 That said, parties may agree to delegate such gateway issues to an arbitrator for 13 the arbitrator to decide. Id. The parties must delegate “clearly and unmistakably.” Id. 14 “Clear and unmistakable ‘evidence’ of agreement to arbitrate arbitrability might 15 include . . . a course of conduct demonstrating assent . . . or . . . an express agreement to 16 do so.” Id. at 988 (alteration omitted) (quoting Rent-A-Ctr., W., Inc. v. Jackson, 561 U.S. 17 63, 79 (2010) (Stevens, J., dissenting)); see also Brennan v. Opus Bank, 796 F.3d 1125, 18 1130 (9th Cir. 2015) (“[G]ateway issues can be expressly delegated to the arbitrator 19 where ‘the parties clearly and unmistakably provide otherwise.’” (emphasis in original) 20 (quoting AT & T Techs., Inc. v. Commc’ns Workers of Am., 475 U.S. 643, 649 (1986)). 21 SIS’s argument is simple. Ms. Debesay was employed by SIS. Dkt. # 1-1 ¶ 4.1. 22 As part of Ms. Debesay’s employee “on-boarding process,” SIS presented her with an 23 arbitration agreement (“Arbitration Agreement”), which she signed. Dkt. # 9 ¶ 3. Under 24 the agreement, she had ten days to opt-out, yet she did not do so. Id. SIS argues that the 25 arbitration agreement governs, and all the claims in her complaint fall under its 26 provisions. Dkt. # 8 at 3-4. For those reasons, it says, “the Court lacks jurisdiction, this 27 is an improper venue to which to litigate Plaintiff’s claims, and Plaintiff fails to state a 1 claim upon which relief may be granted.” Id. at 2. 2 In opposing the motion, Ms. Debesay makes two arguments. First, she says that 3 issues of unconscionability are for the Court, not an arbitrator, to decide. Dkt. # 11 at 4- 4 6. Second, assuming that is true, she argues that the Arbitration Agreement is 5 substantively unconscionable. Id. at 6-10. According to Ms. Debesay, three 6 unconscionable provisions render the arbitration agreement void. Id. at 7. One provision 7 limits the number of depositions that she may take during arbitration, the other mandates 8 that the arbitration remain confidential, and the last relates to costs of making a record of 9 an arbitration hearing. Id. at 7-10. 10 The Court need not reach Ms. Debesay’s unconscionability challenges. Under the 11 Arbitration Agreement, the parties have clearly and unmistakably delegated such gateway 12 issues to an arbitrator. 13 The Arbitration Agreement has a delegation clause. Dkt. # 9-1 at 2. The 14 agreement states that all “disputes” are subject to the Arbitration Agreement. Id. § 1.1. 15 “Disputes,” a defined term, includes “[d]isputes over the arbitrability of any controversy 16 or claim which arguably is or may be subject to [the Arbitration Agreement].” Id. § 1.2 17 (emphasis added). This delegation is broad, covering issues of “arbitrability,” generally, 18 and covering arbitrability disputes that are or even may be related to the Arbitration 19 Agreement. Further, the agreement provides that arbitration “is the sole and exclusive 20 means for the resolution of any and all Disputes.” Id. § 2.2 (emphasis added). 21 The Court holds that this delegation language is clear and unmistakable. Without 22 any explanation, Ms. Debesay apparently concludes that this language is not clear and 23 unmistakable enough. Dkt. # 11 at 5-6. But the Arbitration Agreement, in plain terms, 24 provides that disputes over “arbitrability” are assigned, exclusively, to the arbitrator for it 25 to decide. If that were not clear and unmistakable, the Court would struggle to find what 26 would be. See, e.g., Momot, 652 F.3d at 988 (upholding a delegation clause providing 27 “[i]f a dispute arises out of or relates to . . . the validity or application of any of the 1 provisions of this Section 4, and, if the dispute cannot be settled through negotiation, the 2 dispute shall be resolved exclusively by binding arbitration”); Mohamed, 848 F.3d at 3 1207-08 (upholding a delegation clause providing “[t]his Arbitration Provision requires 4 all such disputes to be resolved only by an arbitrator through final and binding arbitration 5 and not by way of court or jury trial. Such disputes include without limitation disputes 6 arising out of or relating to interpretation or application of this Arbitration Provision, 7 including the enforceability, revocability or validity of the Arbitration Provision or any 8 portion of the Arbitration Provision”). Hence, the parties have taken gateway issues of 9 arbitrability out of the judicial province and placed them into arbitration. 10 “Because a court must enforce an agreement that, as here, clearly and 11 unmistakably delegates arbitrability questions to the arbitrator,” only one question 12 remains: whether the delegation provision itself is unconscionable. Brennan, 796 F.3d at 13 1132 (emphasis omitted). But, as the Supreme Court explained in Rent-A-Center, West v. 14 Jackson, the Court only need reach that question if Ms. Debesay challenges the 15 delegation provision specifically, which she does not. See 561 U.S. at 72 (“Accordingly, 16 unless [the employee] challenged the delegation provision specifically, we must treat it as 17 valid . . ., and must enforce it . . ., leaving any challenge to the validity of the Agreement 18 as a whole for the arbitrator.” (emphasis added)). Here, Ms. Debesay argues that just 19 three arbitration terms are unconscionable. Dkt. # 11 at 6-10. The delegation clause is 20 not among them. Indeed, Ms. Debesay does not challenge the delegation clause at all. 21 For that reason, the Court need not determine whether the delegation clause is 22 unconscionable.

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1 HONORABLE RICHARD A. JONES

8 UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON 9 AT SEATTLE

10 HELEN DEBESAY, 11 Plaintiff, Case No. 2:20-cv-00927-RAJ 12 v. ORDER 13 SECURITY INDUSTRY SPECIALISTS, 14 INC., 15 Defendant. 16 I. INTRODUCTION 17 This matter comes before the Court on Defendant’s Motion to Dismiss, or in the 18 Alternative, Motion to Stay Proceedings and Compel Arbitration. Dkt. # 8. Having 19 considered the submissions of the parties, the relevant portions of the record, and the 20 applicable law, the Court finds that oral argument is unnecessary. For the reasons below, 21 the motion is GRANTED in part, and this matter is STAYED pending arbitration. 22 II. BACKGROUND 23 On June 16, 2020 this matter was removed from King County Superior Court. 24 Dkt. # 1. According to the complaint, Plaintiff Helen Debesay is suing her former 25 employer, Defendant Security Industry Specialists Inc. (“SIS”), for failure to 26 accommodate her disability. Dkt. # 1-1 ¶¶ 1.1, 4.1. 27 1 Now, SIS moves to dismiss or, in the alternative, moves to stay proceedings and 2 compel arbitration. Dkt. # 8. The motion is ripe for review. 3 III. DISCUSSION 4 Because the Federal Arbitration Act (“FAA”) requires courts to “direct the parties 5 to proceed to arbitration on issues as to which an arbitration agreement has been signed, 6 the FAA limits court involvement to determining (1) whether a valid agreement to 7 arbitrate exists and, if it does, (2) whether the agreement encompasses the dispute at 8 issue.” Cox v. Ocean View Hotel Corp., 533 F.3d 1114, 1119 (9th Cir. 2008) (internal 9 quotation marks omitted). These “gateway questions of arbitrability” are presumptively 10 “within the province of judicial review.” Momot v. Mastro, 652 F.3d 982, 987 (9th Cir. 11 2011) (quoting Howsam v. Dean Witter Reynolds, Inc., 537 U.S. 79, 83 (2002)). 12 That said, parties may agree to delegate such gateway issues to an arbitrator for 13 the arbitrator to decide. Id. The parties must delegate “clearly and unmistakably.” Id. 14 “Clear and unmistakable ‘evidence’ of agreement to arbitrate arbitrability might 15 include . . . a course of conduct demonstrating assent . . . or . . . an express agreement to 16 do so.” Id. at 988 (alteration omitted) (quoting Rent-A-Ctr., W., Inc. v. Jackson, 561 U.S. 17 63, 79 (2010) (Stevens, J., dissenting)); see also Brennan v. Opus Bank, 796 F.3d 1125, 18 1130 (9th Cir. 2015) (“[G]ateway issues can be expressly delegated to the arbitrator 19 where ‘the parties clearly and unmistakably provide otherwise.’” (emphasis in original) 20 (quoting AT & T Techs., Inc. v. Commc’ns Workers of Am., 475 U.S. 643, 649 (1986)). 21 SIS’s argument is simple. Ms. Debesay was employed by SIS. Dkt. # 1-1 ¶ 4.1. 22 As part of Ms. Debesay’s employee “on-boarding process,” SIS presented her with an 23 arbitration agreement (“Arbitration Agreement”), which she signed. Dkt. # 9 ¶ 3. Under 24 the agreement, she had ten days to opt-out, yet she did not do so. Id. SIS argues that the 25 arbitration agreement governs, and all the claims in her complaint fall under its 26 provisions. Dkt. # 8 at 3-4. For those reasons, it says, “the Court lacks jurisdiction, this 27 is an improper venue to which to litigate Plaintiff’s claims, and Plaintiff fails to state a 1 claim upon which relief may be granted.” Id. at 2. 2 In opposing the motion, Ms. Debesay makes two arguments. First, she says that 3 issues of unconscionability are for the Court, not an arbitrator, to decide. Dkt. # 11 at 4- 4 6. Second, assuming that is true, she argues that the Arbitration Agreement is 5 substantively unconscionable. Id. at 6-10. According to Ms. Debesay, three 6 unconscionable provisions render the arbitration agreement void. Id. at 7. One provision 7 limits the number of depositions that she may take during arbitration, the other mandates 8 that the arbitration remain confidential, and the last relates to costs of making a record of 9 an arbitration hearing. Id. at 7-10. 10 The Court need not reach Ms. Debesay’s unconscionability challenges. Under the 11 Arbitration Agreement, the parties have clearly and unmistakably delegated such gateway 12 issues to an arbitrator. 13 The Arbitration Agreement has a delegation clause. Dkt. # 9-1 at 2. The 14 agreement states that all “disputes” are subject to the Arbitration Agreement. Id. § 1.1. 15 “Disputes,” a defined term, includes “[d]isputes over the arbitrability of any controversy 16 or claim which arguably is or may be subject to [the Arbitration Agreement].” Id. § 1.2 17 (emphasis added). This delegation is broad, covering issues of “arbitrability,” generally, 18 and covering arbitrability disputes that are or even may be related to the Arbitration 19 Agreement. Further, the agreement provides that arbitration “is the sole and exclusive 20 means for the resolution of any and all Disputes.” Id. § 2.2 (emphasis added). 21 The Court holds that this delegation language is clear and unmistakable. Without 22 any explanation, Ms. Debesay apparently concludes that this language is not clear and 23 unmistakable enough. Dkt. # 11 at 5-6. But the Arbitration Agreement, in plain terms, 24 provides that disputes over “arbitrability” are assigned, exclusively, to the arbitrator for it 25 to decide. If that were not clear and unmistakable, the Court would struggle to find what 26 would be. See, e.g., Momot, 652 F.3d at 988 (upholding a delegation clause providing 27 “[i]f a dispute arises out of or relates to . . . the validity or application of any of the 1 provisions of this Section 4, and, if the dispute cannot be settled through negotiation, the 2 dispute shall be resolved exclusively by binding arbitration”); Mohamed, 848 F.3d at 3 1207-08 (upholding a delegation clause providing “[t]his Arbitration Provision requires 4 all such disputes to be resolved only by an arbitrator through final and binding arbitration 5 and not by way of court or jury trial. Such disputes include without limitation disputes 6 arising out of or relating to interpretation or application of this Arbitration Provision, 7 including the enforceability, revocability or validity of the Arbitration Provision or any 8 portion of the Arbitration Provision”). Hence, the parties have taken gateway issues of 9 arbitrability out of the judicial province and placed them into arbitration. 10 “Because a court must enforce an agreement that, as here, clearly and 11 unmistakably delegates arbitrability questions to the arbitrator,” only one question 12 remains: whether the delegation provision itself is unconscionable. Brennan, 796 F.3d at 13 1132 (emphasis omitted). But, as the Supreme Court explained in Rent-A-Center, West v. 14 Jackson, the Court only need reach that question if Ms. Debesay challenges the 15 delegation provision specifically, which she does not. See 561 U.S. at 72 (“Accordingly, 16 unless [the employee] challenged the delegation provision specifically, we must treat it as 17 valid . . ., and must enforce it . . ., leaving any challenge to the validity of the Agreement 18 as a whole for the arbitrator.” (emphasis added)). Here, Ms. Debesay argues that just 19 three arbitration terms are unconscionable. Dkt. # 11 at 6-10. The delegation clause is 20 not among them. Indeed, Ms. Debesay does not challenge the delegation clause at all. 21 For that reason, the Court need not determine whether the delegation clause is 22 unconscionable. 23 In sum, gateway issues of arbitrability—such as whether a valid arbitration 24 agreement exists, whether the agreement covers the instant employment dispute, and 25 whether any terms of the arbitration agreement are unconscionable—are for the 26 arbitrator, not the Court, to decide. 27 1 IV. CONCLUSION 2 For the reasons stated above, the Court GRANTS in part SIS’s Motion to 3 Dismiss, or in the Alternative, Motion to Stay Proceedings and Compel Arbitration. Dkt. 4 # 8. Rather than dismissing this action, the Court STAYS this action pending arbitration. 5 SIS, as the proponent of arbitration, must submit a brief report on the status of the 6 arbitration on April 15 and on the fifteenth day of every second month thereafter. The 7 parties shall immediately notify the Court of the conclusion of arbitration or any other 8 matters impacting this stay. 9 DATED this 15th day of March, 2021. 10 A 11

12 The Honorable Richard A. Jones 13 United States District Judge 14

15 16 17 18 19 20 21 22 23 24 25 26 27

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