Boyd v. Cook
298 Neb. 819
| Neb. | 2018Background
- Boyd (physician) entered an employment contract with Midwest Pain that included an arbitration clause and a forum/venue clause designating Union County, South Dakota.
- Boyd, Cook, and Cook’s son formed Great Plains Diagnostics, LLC; disputes followed over access, billing, and control. Boyd was majority owner/manager of Great Plains.
- Cook and Jacob sued to dissolve Great Plains in April 2014; Boyd and Great Plains asserted multiple counterclaims against Cook, Jacob, Midwest Pain, and related entities.
- The district court granted partial summary judgment on some claims, later dismissed all non-dissolution claims sua sponte, and stayed the Great Plains dissolution claim pending arbitration.
- Boyd appealed challenging the dismissal/stay and the prior partial summary judgment; the Nebraska Supreme Court limited review to the dismissal/stay order and moved the appeal to its docket.
Issues
| Issue | Plaintiff's Argument (Boyd) | Defendant's Argument (Cook et al.) | Held |
|---|---|---|---|
| Whether the district court lacked subject-matter jurisdiction due to the contract arbitration and venue clauses | Arbitration and venue clauses do not oust subject-matter jurisdiction; court erred to dismiss/stay sua sponte | Clauses made South Dakota the proper forum and arbitration applicable, so Nebraska court lacked jurisdiction | Court held contractual arbitration and forum clauses do not deprive the court of subject-matter jurisdiction; dismissal/stay was erroneous and reversed |
| Whether arbitration provision was waived by parties’ litigation conduct | Boyd: extensive litigation shows waiver, so arbitration should not be enforced | Cook et al.: arbitration/forum clauses justify staying or compelling arbitration (they took no position on sua sponte dismissal) | Court did not decide waiver (no party moved to enforce arbitration); noted arbitration is a contractual right that must be invoked by a party; court erred to enforce it sua sponte |
| Whether the district court’s stay of the dissolution claim rendered the order nonfinal/appealable under §25-1315 | Boyd: order not final if stay leaves a claim pending; appellate jurisdiction limited | Implicitly: stay/dismissal effectively routed claims to arbitration and thus was final | Court found the indefinite stay was tantamount to dismissal and thus a final order; appellate jurisdiction exists to review it |
| Scope of appellate review (whether prior partial summary judgment could be reviewed) | Boyd sought review of partial summary judgment too | Cook et al.: argued no appellate jurisdiction to review partial summary judgment | Court limited review to the dismissal/stay order because the dismissal effectively vacated the earlier partial summary judgment |
Key Cases Cited
- Kremer v. Rural Community Ins. Co., 280 Neb. 591 (trial court order compelling arbitration and staying action has same effect as dismissal)
- Cornhusker Int'l Trucks v. Thomas Built Buses, 263 Neb. 10 (arbitration is a matter of contract)
- Good Samaritan Coffee Co. v. LaRue Distributing, 275 Neb. 674 (arbitration agreement may be waived by conduct; arbitration not self-executing)
- J.S. v. Grand Island Pub. Schools, 297 Neb. 347 (parties cannot confer subject-matter jurisdiction by consent)
- Cattle Nat. Bank & Trust Co. v. Watson, 293 Neb. 943 (finality and when a stay amounts to dismissal)