278 So.3d 347
Fla. Dist. Ct. App.2019Background:
- Plaintiff Jaime Odom worked as a marketing manager at Which Wich’s Milton, FL store from Jan. 30–Apr. 29, 2017 and sued for sexual harassment, retaliation, and unpaid wages.
- Defendant CEFCO (Which Wich) moved to compel arbitration under a Mutual Arbitration Agreement presented as part of an electronic onboarding process governed by the FAA; the copy attached lacked Odom’s name, signature, and a date but stated acceptance occurs by checking an electronic box and clicking “Next.”
- Odom filed a sworn affidavit saying she never saw, signed, or consented to the Agreement and that the store manager (Croxton) handled hiring/onboarding and created login credentials she never used.
- CEFCO submitted an affidavit from its HR systems custodian (Raisbeck) describing the company’s ordinary electronic application/onboarding procedures and system logs that supposedly show completion of the Agreement.
- The trial court denied CEFCO’s motion to compel arbitration without prejudice, ordered CEFCO to respond to the complaint and discovery, and permitted CEFCO to refile a motion if competent evidence of execution surfaced.
- The First DCA affirmed: CEFCO failed to meet its burden to prove formation of a written arbitration agreement; certiorari relief from the trial court’s discovery order was denied.
Issues
| Issue | Plaintiff's Argument (Odom) | Defendant's Argument (CEFCO) | Held |
|---|---|---|---|
| Existence of a valid written arbitration agreement | Odom: she never saw, signed, or agreed to the Agreement; any purported signing was without her knowledge/consent | CEFCO: system logs and Raisbeck affidavit show Odom completed onboarding and electronically accepted the Agreement | Held: CEFCO did not meet its burden to prove formation; trial court denial affirmed (motion denied without prejudice) |
| Need for evidentiary hearing/trial on formation under FAA §4 | Odom: her affidavit created a genuine factual dispute so no further hearing required for CEFCO to prevail | CEFCO: trial court should have held an evidentiary hearing or trial to resolve disputed issue of formation | Held: argument waived (no timely request/transcript) and, substantively, CEFCO produced no competent evidence to require a trial; no entitlement to a second bite |
| Stay of discovery / certiorari relief | Odom: trial court correctly denied stay and allowed discovery to proceed | CEFCO: irreparable harm from engaging in broad discovery while arbitrability was pending; sought certiorari | Held: certiorari denied—trial court had made a final denial (without prejudice) of arbitration, so interlocutory certiorari relief was not warranted |
Key Cases Cited
- Gainesville Health Care Ctr., Inc. v. Weston, 857 So. 2d 278 (Fla. 1st DCA 2003) (framework for courts on motions to compel arbitration)
- Kendall Imports, LLC v. Diaz, 215 So. 3d 95 (Fla. 3d DCA 2017) (standards for reviewing arbitration agreements and de novo review of legal issues)
- Bazemore v. Jefferson Capital Sys., LLC, 827 F.3d 1325 (11th Cir. 2016) (proponent of arbitration bears burden; summary-judgment-like standard to decide existence of agreement)
- Steve Owren, Inc. v. Connolly, 877 So. 2d 918 (Fla. 4th DCA 2004) (denial of motion to compel where evidence was only general practice, not personal knowledge)
- Haire v. Fla. Dep’t of Agric. & Consumer Servs., 870 So. 2d 774 (Fla. 2004) (electronic signatures are valid)
- BDO Seidman, LLP v. Bee, 970 So. 2d 869 (Fla. 4th DCA 2007) (FAA’s written-agreement requirement can be satisfied without a traditional signature)
- Glob. Travel Mktg., Inc. v. Shea, 908 So. 2d 392 (Fla. 2005) (state-law contract defenses may invalidate arbitration agreements)