Katz v. ANHEUSER-BUSCH, INC.
347 S.W.3d 533
Mo. Ct. App.2011Background
- Katz, a long-time AB employee, filed gender-based discrimination suit under Missouri Human Rights Act in 2009; AB moved to compel arbitration under DRP and MAAC; Katz did not sign DRP; MAAC signed in 2000 with change in control (InBev acquisition) in 2008 terminating MAAC; DRP 1997/2004 version required arbitration and included a delegation clause; trial court denied motion to compel arbitration finding MAAC terminated and DRP not accepted/not supported by consideration; Katz initiated precautionary arbitration but sought stay; AB appealed from denial, and Katz sought stay of arbitration, with later Rent-A-Center considerations referenced by court.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether delegation clauses force arbitrator to decide arbitrability | Katz (AB) argues trial court must decide arbitrability; MAAC/DRP delegation clauses control | AB argues arbitrator should decide arbitrability | Issue not preserved; waived on appeal; trial court could decide arbitrability. |
| Whether MAAC survived change in control | Katz argues MAAC survival implied by Nolde Bros.; some disputes arose before termination | AB argues MAAC terminated by change in control and did not survive | MAAC termination effective; no survival of MAAC arbitration obligation. |
| Whether DRP is valid contract binding Katz | Katz lacked knowledge/acceptance; continued employment alone insufficient | AB asserts acceptance by conduct and consideration | No valid acceptance or consideration; DRP not binding on Katz. |
| Whether trial court properly stayed arbitration proceedings | Stay appropriate to preserve status quo during appeal | Rent-A-Center requires arbitrator to decide stay? (AB's view) | Trial court had jurisdiction to stay under Section 435.355.2; stay affirmed. |
Key Cases Cited
- Nolde Bros., Inc. v. Local No. 358, Bakery & Confectionery Workers Union, AFL-CIO, 430 U.S. 243 (U.S. 1977) (arbitration clauses survive contract termination unless clearly negated)
- Kunzie v. Jack-in-the-Box, Inc., 330 S.W.3d 476 (Mo. App. E.D. 2010) (mutuality/acceptance and MUAA evidentiary considerations; evidentiary hearing approach)
- Dunn Indus. Group, Inc. v. City of Sugar Creek, 112 S.W.3d 421 (Mo. banc 2003) (standard for enforcing arbitration decisions; contract-based analysis)
- Murphy v. Carron, 536 S.W.2d 30 (Mo. banc 1976) (standard of review for trial court findings; Murphy governs)
- Rent-A-Center, West, Inc. v. Jackson, 130 S. Ct. 2772 (2010) (gateway questions of arbitrability; ARB/trial court authority debated)
- Smith v. Shaw, 159 S.W.3d 830 (Mo. Banc 2005) (issues not raised at trial court are not preserved on appeal)