Waffle House, Inc. v. Pavesi.
343 Ga. App. 102
| Ga. Ct. App. | 2017Background
- Brian Mikaels worked at a Waffle House franchise beginning in 2010; Waffle House repurchased the restaurant in Oct 2015 and rehired employees on a probationary basis.
- Employees were required to complete new employment forms including an arbitration agreement; Mikaels submitted an electronic packet on Nov 6, 2015 and later signed a paper packet on Nov 14, 2015 after system problems.
- On Dec 23, 2015 a co-worker placed an illegal substance in Mikaels’ drink, causing severe injury; Pavesi (guardian) sued Waffle House for negligent hiring, supervision, retention, training, and premises safety, seeking a jury trial.
- Waffle House moved to compel arbitration relying on the Nov 6 and Nov 14 arbitration agreements; the trial court denied the motion, finding the Nov 14 agreement superseded Nov 6 and that Georgia law (and the Georgia Arbitration Code) governed, excluding personal bodily injury claims.
- Waffle House obtained interlocutory appellate review; the Court of Appeals reviewed contract interpretation de novo and whether the trial court correctly denied the motion to compel arbitration.
Issues
| Issue | Pavesi's Argument | Waffle House's Argument | Held |
|---|---|---|---|
| Whether the Nov 14 agreement supersedes the Nov 6 agreement | The agreements differ materially so Nov 14 controls (trial court accepted this) | Nov 14 supersedes Nov 6 because it later and has a merger clause | Held: Nov 14 supersedes Nov 6 (trial court correct) |
| Whether the Nov 14 choice-of-law clause excludes the Federal Arbitration Act (FAA) | The clause makes Georgia law govern, so FAA does not apply; Georgia Arbitration Code excludes personal bodily injury | The Nov 14 clause expressly invokes the FAA and indicates arbitration should be consistent with FAA, so FAA governs | Held: FAA governs arbitration under Nov 14; trial court erred to the contrary |
| Whether Mikaels’ tort claims fall within the Nov 14 arbitration agreement scope | Claims arise outside employment and thus are not covered | Agreement covers claims "arising out of any aspect of or pertaining in any way to employment," including torts; slight causal connection suffices | Held: Claims fall within arbitration scope; trial court erred denying arbitration |
| Whether interpretive doubts resolve for arbitration and whether Georgia law preemption needed | Georgia exceptions should prevent arbitration of personal bodily injury | FAA preempts conflicting state law and parties invoked FAA; doubts resolved in favor of arbitration | Held: Courts construe doubts in favor of arbitration; FAA governs so Georgia exclusion is not decisive here |
Key Cases Cited
- D.S. Ameri Constr. Corp. v. Simpson, 271 Ga. App. 825 (standard of review and contract interpretation de novo)
- Atlanta Integrity Mortg., Inc. v. Ben Hill United Methodist Church, Inc., 286 Ga. App. 795 (merger rule: later inconsistent agreement supersedes prior)
- MAPEI Corp. v. Prosser, 328 Ga. App. 81 (merger clause effect)
- Results Oriented, Inc. v. Crawford, 245 Ga. App. 432 (express FAA reference enforces FAA despite state-law choice clause)
- Primerica Fin. Serv., Inc. v. Wise, 217 Ga. App. 36 (parties may elect FAA even where Georgia law is chosen)
- Wedemeyer v. Gulfstream Aerospace Corp., 324 Ga. App. 47 (broad "arising from" language requires only a slight causal connection to employment)
- DiMambro-Northend Assoc. v. Blanck-Alvarez, Inc., 251 Ga. 704 (doubts about arbitrability resolved in favor of arbitration under FAA)
- BellSouth Corp. v. Forsee, 265 Ga. App. 589 (presumption of arbitrability and scope analysis)