Cynthia Huffman v. The Hilltop Companies
747 F.3d 391
| 6th Cir. | 2014Background
- Hilltop hired several contractors (including Huffman) under Professional Services Contracts that contained both an arbitration clause and a survival clause; the survival clause listed certain enumerated provisions but did not list the arbitration clause.
- Plaintiffs alleged they were misclassified as independent contractors and brought FLSA and Ohio wage-and-hour claims after their contracts expired.
- Hilltop moved to dismiss and compel arbitration (and to enforce individual, not class, arbitration).
- The district court denied the motion, concluding the omission of the arbitration clause from the survival clause, together with contra proferentem and expressio unius, rebutted the presumption of post-expiration arbitration.
- The Sixth Circuit reviewed de novo whether the arbitration clause survived expiration and whether the agreement authorized classwide arbitration.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the arbitration clause survives contract expiration | Omission from survival clause and contra proferentem/expressio unius show parties did not intend post-expiration arbitration | Broad arbitration clause and federal presumption favoring post-expiration arbitration unless negated expressly or by clear implication | Omission did not clearly imply exclusion; strong presumption of post-expiration arbitration controls — arbitration compelled |
| Whether arbitration permits classwide proceedings | Plaintiffs rely on silence as insufficient to authorize class arbitration | Agreement is silent on class arbitration; courts (not arbitrators) decide classwide arbitrability; absence of an express class waiver means no class arbitration | Court decides gateway issue; clause does not authorize class arbitration — plaintiffs must proceed individually |
Key Cases Cited
- Litton Fin. Printing Div. v. NLRB, 501 U.S. 190 (1991) (presumption that arbitration clauses survive expiration unless expressly or clearly implied otherwise)
- Nestle Waters N. Am., Inc. v. Bollman, 505 F.3d 498 (6th Cir. 2007) (resolve doubts in favor of arbitration; strong presumption applies)
- Masco Corp. v. Zurich Am. Ins. Co., 382 F.3d 624 (6th Cir. 2004) (describes broad arbitration language and its effect)
- AT&T Techs., Inc. v. Commc’ns Workers of Am., 475 U.S. 643 (1986) (only the most forceful evidence will exclude a claim from arbitration)
- Reed Elsevier, Inc. ex rel. LexisNexis Div. v. Crockett, 734 F.3d 594 (6th Cir. 2013) (gateway questions of arbitrability — including class arbitrability — are for courts absent clear and unmistakable delegation)
- Howsam v. Dean Witter Reynolds, Inc., 537 U.S. 79 (2002) (distinguishes gateway procedural questions for arbitrators vs. courts)
- Stout v. J.D. Byrider, 228 F.3d 709 (6th Cir. 2000) (ambiguities about arbitration applicability resolved in favor of arbitration)