Judge Randolph M. Hammock, Case 22STCV09495 2023-03-29 Tentative Ruling

Judge: Randolph M. Hammock, Case: 22STCV09495, Date: 2023-03-29 Tentative Ruling

Plaintiff Michael Moreli worked as a restaurant manager for Defendant Mendocino Farms, LLC. Plaintiff alleges Defendant terminated him after sustaining a back injury. Plaintiff brings causes of action for (1) disability discrimination, (2) discrimination/retaliation for requesting accommodation, (3) failure to prevent discrimination, and (4) wrongful termination.

Defendant now moves to compel Plaintiff to arbitrate the dispute pursuant to CCP § 1281 et seq. Plaintiff opposed. This matter first came for hearing on March 8, 2023. At that hearing, this court granted Plaintiff leave to file a supplemental brief addressing the new arguments raised in the moving party’s Reply Brief and accompanying declaration. This court has read and considered Plaintiff’s supplemental filings of March 22, 2023, and now rules as follows.

“[T]he petitioner bears the burden of proving the existence of a valid arbitration agreement by the preponderance of the evidence . . . .” (Giuliano v. Inland Empire Personnel, Inc. (2007) 149 Cal.App.4th 1276, 1284). “In determining whether an arbitration agreement applies to a specific dispute, the court may examine only the agreement itself and the complaint filed by the party refusing arbitration [citation]. The court should attempt to give effect to the parties' intentions, in light of the usual and ordinary meaning of the contractual language and the circumstances under which the agreement was made.” (Weeks v. Crow (1980) 113 Cal.App.3d 350, 353). “Doubts as to whether an arbitration clause applies to a particular dispute are to be resolved in favor of sending the parties to arbitration. The court should order them to arbitrate unless it is clear that the arbitration clause cannot be interpreted to cover the dispute.” (California Correctional Peace Officers Ass'n v. State (2006) 142 Cal.App.4th 198, 205).

“[A] party opposing the petition bears the burden of proving by a preponderance of the evidence any fact necessary to its defense. [Citation.] In these summary proceedings, the trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court's discretion, to reach a final determination.” (Giuliano v. Inland Empire Personnel, Inc. (2007) 149 Cal.App.4th 1276, 1284).

“If a court of competent jurisdiction, whether in this State or not, has ordered arbitration of a controversy which is an issue involved in an action or proceeding pending before a court of this State, the court in which such action or proceeding is pending shall, upon motion of a party to such action or proceeding, stay the action or proceeding until an arbitration is had in accordance with the order to arbitrate or until such earlier time as the court specifies. . . .” (CCP § 1281.4.)

This Court is unaware of any legal authority which requires a court to rule on evidentiary objections on a motion, except as to a motion for summary motion/adjudication (CCP § 437c (q)] or a special motion to strike (CCP § 425.16 (b)(2)); see also, Sweetwater Union High School Dist. v. Gilbane Building Co. (2019) 6 Cal.5th 931, 947-949.)

California has a strong public policy in favor of arbitration as an expeditious and cost-effective way of resolving disputes. “Even so, parties can only be compelled to arbitrate when they have agreed to do so.” (Avila v. S. California Specialty Care, Inc. (2018) 20 Cal. App. 5th 835, 843.) “The party seeking to compel arbitration bears the burden of proving the existence of a valid arbitration agreement.” (Id.)

An arbitration agreement is a contractual agreement. “General contract law principles include that ‘[t]he basic goal of contract interpretation is to give effect to the parties’ mutual intent at the time of contracting. [Citations.] ... The words of a contract are to be understood in their ordinary and popular sense.” [Citations.] (Garcia v. Expert Staffing W., 73 Cal. App. 5th 408, 412–13.)

Defendant has the initial burden of producing “prima facie evidence of a written agreement to arbitrate the controversy.” (Gamboa v. Ne. Cmty. Clinic (2021) 72 Cal. App. 5th 158, 165.) “[I]t is not necessary to follow the normal procedures of document authentication.” (Condee v. Longwood Mgmt. Corp. (2001) 88 Cal. App. 4th 215, 218.)

Defendant Mendocino Farms submits evidence, via the declaration of its Vice President of People Loren Reynoso, that Plaintiff signed an arbitration agreement at the outset of his employ. Around the time of Plaintiff’s hiring, Defendant utilized the “Workpop” online onboarding platform. (Reynoso Decl. ¶ 9.) The Workpop system was to send Plaintiff an invitation to complete his onboarding tasks, one of which was an arbitration agreement. (Id. ¶ 10.) Following receipt of the Agreement in Workpop, “Plaintiff electronically completed and signed the Arbitration Agreement on May 28, 2019, using DocuSign.” (Id. ¶ 12.) Plaintiff’s electronic signature is affixed to the Agreement and dated May 28, 2019. (Id., Exh. 3.)

Reynoso further attests that Mendocino Farms could not access Plaintiff's onboarding documents until “after he signed and completed them.” (Id. ¶ 10.) Thereafter, personnel documents “are stored electronically and in a confidential and secure manner such that they are accessible only to the HR Department using [its] own unique login information.” (Id. ¶ 13.) Plaintiff also received an “Offer Letter” from Reynoso on or about May 14, 2019, which expressly provides that employment is subject to the Company’s arbitration agreement. (Id., Exh. A.)

“[B]oth you and the Company agree that any claim that you may have against the Company or its owners, directors, officers, managers, employees, agents, and parties affiliated with the Company’s employee benefit and health plans (together, “Affiliated Persons”) or the Company or such Affiliated Persons may have against you shall be submitted to and determined exclusively in the County in which you worked for the Company by a single neutral arbitrator through to final and binding arbitration pursuant to the Federal Arbitration Act, and not to any court…”

The Agreement is broad and covers “any claims that arise between you and the Company or any Affiliated Person…,” including “any dispute relating to your employment or the termination of your employment with the Company, including but not limited to causes of action in any way related to your employment with the Company or the termination of your employment.” (Id.) The Agreement expressly states that arbitration is to be governed by the FAA. (See Davis v. Shiekh Shoes, LLC (2022) 84 Cal. App. 5th 956, 963 [finding the FAA applies “if it is so stated in the agreement.”].) Defendant has therefore met its initial burden.

This switches the burden to Plaintiff, who “bears the burden of producing evidence to challenge the authenticity of the agreement.” (Gamboa, supra, 72 Cal. App. 5th at 165.) Plaintiff can do this in “several ways,” including by “declar[ing] under penalty of perjury that the party never saw or does not remember seeing the agreement, or that the party never signed or does not remember signing the agreement.” (Id.)

In opposition, Plaintiff does not challenge the interpretation of the Agreement, and does not argue that the Agreement does not cover the dispute here. Plaintiff instead argues there is no evidence that Plaintiff actually received the email from Workpop, or “that the signature actually came from Plaintiff.” (Opp. 8: 6.) Plaintiff attests he does “not recall ever being presented with,” and does “not recall ever signing an arbitration agreement with Mendocino Farms, electronically or otherwise.” (Moreli Decl. ¶¶ 3, 4.) He continues that he “searched the inbox of the personal email address [he] used in May 2019,” and “did not find any email from Mendocino Farms about an arbitration agreement.” (Id. ¶ 5.) He says he has “never deleted any emails from, or relating to, Mendocino Farms from [his] email inbox.” (Id. ¶ 6.)

Plaintiff also notes that his “new hire packet” bearing his electronic signature contains a box to be checked next to the words “Workpop completed.” (Reynoso Supp. Decl., Exh 6.) That box remains unchecked. (Id.) Plaintiff has therefore met his burden. [FN 1]

This places the final burden on Defendant to “establish with admissible evidence a valid arbitration agreement between the parties.” (Gamboa, supra, 72 Cal. App. 5th at 165.) In Reply, Defendant submits a supplemental declaration from Reynoso. Reynoso states Plaintiff received the Workpop email at his person email, mykster4207@gmail.com. (Reynoso Supp. Decl. ¶ 7.) Plaintiff recognizes this address is his only personal email. (Moreli Supp. Decl. ¶ 2.)

Defendant contends that “all new employees were required to go through Workpop to complete their onboarding tasks before being added to Mendocino Farms’ payroll and other systems.” (Reynoso Supp. Decl. ¶ 10.) This included documents in addition to the Arbitration Agreement, including the California Wage Theft Act notice and the Employee’s Withholding Allowance Certificate. (Id.) Put simply, Defendant asserts Plaintiff Moreli “could not start to work or get paid until [he] completed these onboarding documents through Workpop.” (Id. ¶ 10.)

Defendant’s counsel Jennifer Goldberg also submitted a supplemental declaration stating that she reviewed the metadata in Plaintiff’s new hire packet (which contains the arbitration agreement). (Goldberg Supp. Decl. ¶ 4.) Her review of metadata reflects that the PDF was created on May 28, 2019, at 9:10 PM, and was not modified after that date. (Id.)

Plaintiff does not dispute that he did “appear in person at the Pasadena Mendocino Farms store with a manager” on that day to complete his onboarding process, but asserts that “[t]his all took place during daytime hours and [he] completed the onboarding by 6:00 p.m.” (Moreli Supp. Decl. ¶ 9.)

In determining whether Plaintiff signed the agreement by a preponderance of the evidence, this court must necessarily sit as the trier of fact and resolve evidentiary conflicts. (Giuliano v. Inland Empire Personnel, Inc. (2007) 149 Cal.App.4th 1276, 1284). This much is clear: the existence of an agreement to arbitrate largely hinges on whether Plaintiff received the email form Workpop directing him to complete the onboarding forms. The parties agree this was the sole process for receiving and completing the relevant onboarding documents. Plaintiff flatly denies that he received an email from Workpop. Defendant, on the other hand, cannot present clear confirmation that Plaintiff received the email, but contends that Plaintiff could not have started work without receiving it and completing the corresponding documents. Defendant otherwise describes its onboarding process with competent evidence and presents a signed arbitration agreement.

The instant case distinguishable from Ruiz, a case relied on by Plaintiff. In Ruiz v. Moss Bros. Auto Grp. (2014) 232 Cal. App. 4th 836, 844, the issue was whether an electronic signature was the “act of” the employee. The employee did not recall signing the agreement. And the employer provided only a Declaration from the employer’s business manager “offer[ing] her unsupported assertion that [the employee] was the person who electronically signed the 2011 agreement.” (Id.) The court held that “[i]n the face of [the employee’s] failure to recall electronically signing the 2011 agreement”, and the employer’s failure to adequately authenticate the agreement, the electronic signature “was insufficient to support a finding that the electronic signature was, in fact, ‘the act of’ [the employee].” (Civ. Code, § 1633.9, subd. (a).) The court noted that authenticating an electronic document or signature is “not a difficult evidentiary burden to meet,” but that it was not met in that case. (Id. at 844.)

The facts here, however, are more in line with Espejo v. S. California Permanente Med. Grp., (2016) 246 Cal. App. 4th 1047, 1053. There, the court came to the opposite conclusion of Ruiz, finding the employer had met its burden “by attaching to their petition a copy of the purported arbitration agreement bearing Espejo's electronic signature.” (Id. at 1060 [emphasis added].) Unlike in Ruiz, the Espejo defendant “had sufficiently security precautions regarding transmission and use of an applicant's unique username and password, as well as the steps an applicant would have to take to place his or her name on the signature line of the employment agreement.” (Id. at 1062.) Likewise, here Defendant has sufficiently described the electronic process that Defendant utilized for employee onboarding. Defendant has also explained the onboarding measures in place that suggests with reasonable certainty that only Plaintiff could have signed the agreement.

Plaintiff’s strongest evidence is undoubtedly the fact that a search of his email inbox did not return any emails from Workpop. This is certainly given some weight. Also favorable for Plaintiff is the lack of any attempted authentication from a representative of Workpop, which is now out of business. Plaintiff, however, presents no authority suggesting that the Agreement must be authenticated from a representative of Workpop itself. These factors must be weighed against Defendant’s competent evidence of its onboarding process, and that employees could not begin work until they completed onboarding documents received through Workpop.

Authenticating an electronic signature, after all, is “not a difficult evidentiary burden to meet.” (Ruiz, supra, 232 Cal. App. 4th at 844.) Based on a preponderance of the evidence and the totality of the circumstances, this court finds that Defendant has met its burden to “establish with admissible evidence a valid arbitration agreement between the parties.” (Gamboa, supra, 72 Cal. App. 5th at 165.)

Moreover, it is well settled that as a general rule any doubts or close calls involving a motion to compel arbitration are to be resolved in favor of granting that motion. See, e.g., California Corr. Peace Officers Assn. v. State of California (2006) 142 Cal. App. 4th 198, 205. [In determining whether a matter is subject to arbitration, courts apply the presumption in favor of arbitration.] [FN 2]

Bottom line: After weighing all of the evidence before this court, this Court finds that the evidence does, in fact, preponderate in favor of the moving party as to the existence of the arbitration agreement at issue between the parties.

Judge of the Superior Court

FN 1 - Compare this case to the recent case of Iyere v. Wise Auto Group (2023) 87 Cal.App.5th 747, in which it was held that an employee does not meet his burden of proof, when and shifted to the employee, by merely stating that he/she does not recall signing the arbitration agreement. In this case, Plaintiff has, in fact, successfully created a factual dispute on the issue of the existence of an arbitration agreement between the parties. Be that as it may, as discussed herein, this Court is now finding that such an arbitration agreement between the parties does, in fact, exist, in this case. Defendant's evidence is more persuasive on this point, than the Plaintiff's evidence.

FN 1 - Be that as it may, this Court recognizes that this policy in favor of arbitration does NOT apply as to the issue of whether there is an actual agreement between the parties to arbitrate. See, Espejo, 246 CA4th at 1054.