Lucchese Boot Co., Bartolo Mata, and Rigoberto Gutierrez v. Jose Solano, 08-14-00229-CV

Background

Jose Solano, a former Lucchese employee, sued for workplace injuries in 2007; Lucchese sought to compel arbitration.
Lucchese first tried to enforce arbitration under its Area Brands Texas Injury Benefit Plan; that agreement was previously held illusory in an original mandamus proceeding.
Lucchese then moved to compel arbitration under a different document, the Problem Resolution Program (Program); the trial court denied that motion and struck a related filing on waiver/estoppel grounds in earlier proceedings.
This court previously reinstated Lucchese’s motion and rejected waiver/estoppel arguments; on remand the trial court again denied arbitration under the Program, prompting this interlocutory appeal.
The Program contains a defined class of "Covered Disputes," expressly lists torts (including work-related injuries) as covered, excludes certain claims, and incorporates TAMS rules (which permit arbitrators to decide jurisdiction).
The court must decide (1) who decides arbitrability and scope, (2) whether non-signatory supervisors may enforce arbitration, and (3) whether the Program agreement is valid or subject to defenses (illusory, lack of meeting of minds, unconscionability, waiver/estoppel).

Issues

Issue	Plaintiff's Argument (Solano)	Defendant's Argument (Lucchese)	Held
Who decides arbitrability (gateway issues)?	Trial court should decide because Program does not clearly delegate gateway issues to arbitrator.	Incorporation of TAMS rules (which let arbitrator decide jurisdiction) and broad clause show intent to delegate arbitrability.	Court: Trial court retains power; Program’s scope-limiting language means no clear, explicit delegation to arbitrator.
Are Mata and Gutierrez (non-signatories) bound/entitled to enforce arbitration?	They are not signatories; cannot force arbitration.	They are covered as "officers/agents" and thus third-party beneficiaries who can enforce the Program.	Court: Mata and Gutierrez are third-party beneficiaries and may seek arbitration.
Did a valid arbitration agreement form under the Program (illusory / meeting of minds)?	Agreement illusory or ambiguous because of prior Benefit Plan language; no mutual assent to essential terms.	Program is a distinct, unambiguous agreement covering tort claims; Benefit Plan not incorporated.	Court: Solano waived illusoriness argument as applied to Program; Program unambiguous and a valid arbitration agreement covering Solano’s tort claims.
Are defenses sufficient to bar enforcement (unconscionability, waiver/estoppel)?	Procedural unconscionability based on circumstances of assent and Lucchese’s prior behavior; waiver/estoppel from earlier Benefit Plan attempt.	No specific evidence of procedural or substantive unconscionability; law of the case bars waiver/estoppel.	Court: Insufficient evidence of unconscionability; law of the case forecloses waiver/estoppel. Arbitration must be compelled.

Key Cases Cited

In re 24R, Inc., 324 S.W.3d 564 (Tex. 2010) (arbitration enforcement reviewed de novo as a question of law)
In re Rubiola, 334 S.W.3d 220 (Tex. 2011) (nonsignatories bound by arbitration only in limited circumstances)
In re Palm Harbor Homes, Inc., 195 S.W.3d 672 (Tex. 2006) (third-party beneficiary may enforce contract if parties intended to benefit third party)
Delfingen US–Tex., L.P. v. Valenzuela, 407 S.W.3d 791 (Tex.App.—El Paso 2013) (standards for compelling arbitration; mixed fact-law review)
In re Poly–America, L.P., 262 S.W.3d 337 (Tex. 2008) (employment arbitration agreements generally enforceable; party seeking avoidance bears burden)
Venture Cotton Co‑op. v. Freeman, 435 S.W.3d 222 (Tex. 2014) (party must present specific proof of arbitral forum inadequacy for substantive-unconscionability claim)
ReadyOne Indus., Inc. v. Flores, 460 S.W.3d 656 (Tex.App.—El Paso 2014) (framework for procedural and substantive unconscionability)