Bruno LLOYD, Appellant v. HOVENSA, LLC; Wyatt, V.I., Inc., Appellees
No. 03-1502, 03-1592
United States Court of Appeals, Third Circuit
Argued Dec. 10, 2003. Filed May 13, 2004.
369 F.3d 263
The court specifically rejected the view that “the Supreme Court‘s ‘appearance of justice’ language from Murchison and Aetna as holding that the due process clause requires judges to recuse themselves based solely on appearances.” Id. The court concluded, as do we, that those Supreme Court decisions “present no such holding....” Id. The court observed further:
The Supreme Court has never rested the vaunted principle of due process on something as subjective and transitory as appearance. Instead, the Supreme Court simply uses the “appearance of justice” language to make the point that judges sometimes must recuse themselves when they face possible temptations to be biased, even when they exhibit no actual bias against a party or a cause.
In short, bad appearances alone do not require disqualification. . . . When the Supreme Court talks about the “appearance of justice,” it is not saying that bad appearances alone require disqualification; rather, it is saying that when a judge is faced with circumstances that present “some [actual] incentive to find one way or the other” or “a real possibility of bias,” a court need not examine whether the judge actually was biased. . . . Absent the incentive for bias, however, disqualification is not required despite bad appearance.
Id. at 1371-72 (citations omitted).4 We agree with the conclusions of our sister Courts of Appeals.
III.
Because the Supreme Court‘s case law has not held, not even in dicta, let alone “clearly established,” that the mere appearance of bias on the part of a state trial judge, without more, violates the Due Process Clause, the District Court‘s judgment based on that erroneous view must be reversed under AEDPA. The case will be remanded to the District Court with directions to dismiss Johnson‘s petition for a writ of habeas corpus.
Charles E. Engeman, David J. Comeaux (Argued), Ogletree, Deakins, Nash, Smoak & Stewart, St. Thomas, USVI, for Wyatt, V.I., Inc. Appellee/Cross-Appellant.
Linda J. Blair, Rachel L. Witty (Argued), Bryant, Barnes & Moss, Christiansted, St. Croix, USVI, for Hovensa, LLC Appellee.
Before NYGAARD, BECKER and STAPLETON, Circuit Judges.
STAPLETON, Circuit Judge.
Bruno Lloyd appeals from an order of the District Court of the Virgin Islands compelling arbitration of his claims against Wyatt, V.I., Inc. (“Wyatt” or “Cross-Appellant“) and HOVENSA, LLC (“HOVENSA“; collectively, “Appellees“) pursuant to the Federal Arbitration Act (“FAA“),
Lloyd, who applied for employment at Wyatt, brought suit against Appellees alleging, inter alia, discriminatory conduct in violation of Title VII of the Civil Rights Act of 1964,
I.
Lloyd worked for more than twelve years as a boilermaker and pipefitter for various contractors at the HOVENSA refinery in St. Croix, Virgin Islands. Although the contractors for maintenance and repairs changed over these years, Lloyd remained employed at the HOVENSA refinery. In November 2001, Lloyd was working for Jacobs/IMC, one of the contractors at the refinery. At that time, HOVENSA awarded a contract to Wyatt, a newly created subsidiary of Wyatt Field Services Company (“Wyatt Field Services“), for services that Jacobs/IMC had been performing. Lloyd was then informed by Jacobs/IMC that he would be laid-off when Jacobs/IMC‘s contract expired on December 31, 2001.1 After Wyatt was awarded the new contract, it filled positions in its upper management with persons on the continental United States who were already employed by its parent corporation, Wyatt Field Services. These persons, according to Lloyd, were predominantly white.
In January 2002, Wyatt began to hire between 300 and 400 people in the Virgin Islands. Also in January 2002, Wyatt began requiring all applicants to sign a Dispute Resolution Agreement (“DRA“) as a condition of having their applications considered. App. at 196. The DRA states, in relevant part:
I recognize that differences may arise between Wyatt and me in relation to my application for employment. Both Wyatt and I agree to resolve any and all claims, disputes or controversies arising out of or relating to my application or candidacy for employment, the terms and conditions of my employment, and any claims arising from or relating to the employment relationship exclusively by final and binding arbitration before a neutral arbitrator pursuant to the American Arbitration Association‘s National Rules for the Resolution of Employment Disputes [(“AAA Rules“)] . . . . This agreement extends to disputes with or claims against Wyatt V.I., Inc., HOVENSA, L.L.C., and any of their related or affiliated companies, entities, or individuals (as intended third party beneficiaries).
App. at 37.
On January 9, 2002, Lloyd applied for employment with Wyatt and signed the DRA. He was not hired. Lloyd thereafter filed this action against both Wyatt and HOVENSA. The complaint alleged: (1)
On September 27, 2002, Wyatt filed a motion to compel arbitration, pursuant to the DRA, and to stay the proceedings pending arbitration. Lloyd opposed this motion, arguing that the agreement to arbitrate was unenforceable because AAA Rules 17, 18, and 34 with respect to confidentiality, AAA Rule 7 with respect to discovery procedure, and the DRA‘s fee-splitting provision were all unconscionable and against public policy. Lloyd also requested that the District Court allow him further discovery based on his belief that Wyatt‘s use of the DRA only in the Virgin Islands was motivated by bad faith or an otherwise improper motive. He claimed that, if Wyatt had indeed discriminated against Black or Hispanic Virgin Islanders through the use of the DRA, then the DRA would be violative of federal and Virgin Islands law and unenforceable as a matter of public policy.
On November 18, 2002, Wyatt filed a reply to Lloyd‘s memorandum opposing arbitration and HOVENSA filed a notice of joinder, thereby joining Wyatt‘s motion to compel arbitration. The District Court held a hearing on the motion on January 14, 2003, at which the testimony of several witnesses was taken.
After the evidentiary hearing, the District Court granted Wyatt‘s motion to compel arbitration and dismissed the complaint with prejudice. The District Court held that AAA Rules 17, 18, and 34, as incorporated into the DRA, were unconscionable. In addition, the District Court denied Lloyd‘s request for discovery on his theory that Wyatt used the DRA in a racially discriminatory manner. The District Court noted that Lloyd had never filed a motion for an order to conduct discovery, in accordance with
II.
The District Court had jurisdiction over this case under
We have jurisdiction over this appeal and cross-appeal pursuant to
plainly dispose[s] of the entire case on the merits and le[aves] no part of it pending before the court. The FAA does permit parties to arbitration agreements to bring a separate proceeding in a district court to enter judgment on an arbitration award once it is made (or to vacate or modify it), but the existence of that remedy does not vitiate the finality of the District Court‘s resolution of the claims in the instant proceeding.
9 U.S.C. §§ 9 ,10 ,11 . The District Court‘s order was therefore “a final decision with respect to an arbitration” within the meaning of§ 16(a)(3) , and an appeal may be taken.
531 U.S. at 86. Accordingly, we have before us a final appealable order that we may address on the merits.5
III.
We first address the issue of whether the District Court erred in dismissing Lloyd‘s complaint with prejudice rather than staying the proceedings pending arbitration. On cross-appeal, Wyatt argues that pursuant to § 3 of the FAA,
Courts of Appeals have reached different resolutions of the issue of whether a District Court has discretion to deny a motion for a stay pending arbitration and
Section 3 of the FAA provides:
If any suit or proceeding be brought in any of the courts of the United States upon any issue referable to arbitration under an agreement in writing for such arbitration, the court in which such suit is pending, upon being satisfied that the issue involved in such suit or proceeding is referable to arbitration under such agreement, shall on application of one of the parties stay the trial of the action until such arbitration has been had in accordance with the terms of the agreement, providing the applicant for the stay is not in default in proceeding with such arbitration.
In accordance with the Supreme Court‘s instruction in Green Tree, we apply the “the plain language of the statutory text” in interpreting the FAA. See 531 U.S. at 88 (holding that the plain meaning of the term “final decision” in
We are free to disregard an unambiguous directive of Congress only in the
Contrary to Lloyd‘s suggestion, the District Court has a significant role to play under the FAA even in those instances in which the District Court orders the arbitration of all claims. Even in those instances, the parties are entitled to seek the Court‘s assistance during the course of arbitration. For example, the FAA allows arbitrating parties to return to court for resolution of disputes regarding the appointment of an arbitrator or the filling of an arbitrator vacancy,
There is an even more important reason, however, to hold that Congress meant exactly what it said. Whenever a party is subjected to litigation on any issue and is found to be entitled to arbitrate that issue, § 3 of the FAA, as we have noted, mandates that a stay be entered by the District Court. The effect of that stay is twofold: it relieves the party entitled to arbitrate of the burden of continuing to litigate the issue while the arbitration process is on-going, and it entitles that party to proceed immediately to arbitration without the delay that would be occasioned by an appeal of the District Court‘s order to arbitrate. Under § 16 of the FAA,
If an exception to the mandate of § 3 were to be fashioned, thus giving the District Court discretion to dismiss the action rather than enter a stay, a party who has been held entitled to arbitration would be
While it is true that the suggested exception would extend only to cases where the claim subject to arbitration is not asserted along with other non-arbitrable claims—that is, where all asserted claims are arbitrable—none of the courts that have been willing to endorse it has suggested a reason why Congress might have wanted a party entitled to arbitration to be subjected to an immediate appeal or not depending on how his adversary has chosen to draft his complaint.
In short, a literal reading of § 3 of the FAA not only leads to sensible results, it also is the only reading consistent with the statutory scheme and the strong national policy favoring arbitration. Accordingly, the District Court erred in refusing to enter a stay order.
Although we agree with Wyatt that the District Court‘s order dismissing Lloyd‘s case must be reversed, we reject the argument that reversal would, in turn, deprive us of jurisdiction to hear the merits of Lloyd‘s appeal. Relying in part on Green Tree, 531 U.S. at 87 n. 2, Wyatt suggests that if we vacate the District Court‘s dismissal, we would be left with an unappealable interlocutory order. This argument misconstrues Green Tree. In that case, the Supreme Court noted that “[h]ad the District Court entered a stay instead of a dismissal . . . that order would not be appealable.” Id. (emphasis added). In this case, however, the District Court did not enter a stay. Wyatt‘s argument assumes that a conclusion that the District Court should have entered a stay is tantamount to the conclusion that the District Court did enter a stay. This is simply not the case. As we have noted supra, the order before us is a final decision that is appealable under
While it is clear that a court in this procedural context has jurisdiction to address the merits of the appeal, it may choose to defer to the FAA‘s policy favoring expeditious arbitration proceedings and decline to do so when it believes addressing the merits will prolong the ultimate resolution of the dispute. See, e.g., Adair Bus Sales, 25 F.3d at 955. Here, however, we are called upon to exercise our discretion after this appeal has been fully briefed and argued, and in a context where resolution of the merits is likely to advance, rather than prolong, the ultimate resolution of the dispute by arbitration. We will therefore proceed to consider the merits of Lloyd‘s appeal.
IV.
Lloyd argues before us for the first time that HOVENSA failed to demonstrate that it was an intended third party beneficiary of the DRA. It follows, according to Lloyd, that HOVENSA failed to affirmatively show that it had “standing” to compel arbitration. In his reply brief, Lloyd adds that HOVENSA clearly lacks standing to compel arbitration of certain of his claims against it because those claims predate the DRA and, accordingly, fall outside the scope of that agreement. Failure to raise these matters in the District Court should be excused, Lloyd insists, because “standing” to arbitrate is a jurisdictional matter that can be raised at any stage of the proceedings and because, in any event, finding a waiver would result in
It is true that our case law, as well as the decisions of other courts, has often referred to a party‘s “standing” to compel arbitration. See, e.g., In re Prudential Ins. Co. of Am. Sales Practice Litig. All Agent Actions, 133 F.3d 225, 229 (3d Cir. 1998); Britton v. Co-op Banking Group, 916 F.2d 1405, 1413 (9th Cir.1990). Lloyd is mistaken, however, in equating the doctrine of Article III constitutional standing with the “standing” required to compel arbitration in this case. In order for there to be Article III standing, there must be a “case or controversy.” That is, the following three elements must be present:
First, the plaintiff must have suffered an injury in fact—an invasion of a legally protected interest which is (a) concrete and particularized, and (b) actual or imminent, not conjectural or hypothetical. Second, there must be a causal connection between the injury and the conduct complained of—the injury has to be fairly . . . trace[able] to the challenged action of the defendant, and not . . . th[e] result [of] the independent action of some third party not before the court. Third, it must be likely, as opposed to merely speculative, that the injury will be redressed by a favorable decision.
Lujan v. Defenders of Wildlife, 504 U.S. 555, 560-61, 112 S.Ct. 2130, 119 L.Ed.2d 351 (1992) (citations and internal quotations and footnote omitted). Here, the party invoking federal jurisdiction was Lloyd, and his complaint presented the District Court with a “case or controversy” that has not yet been resolved. Thus, the District Court properly exercised its juris
Nor are we impressed with Lloyd‘s manifest injustice argument. It well may be that some of his claims against HOVENSA are not within the scope of the arbitration clause, but the FAA‘s scheme for the expeditious and efficient disposition of disputes by arbitration would be frustrated if parties were not required to put their arbitrability claims on the table when the District Court is called upon to address such issues. We believe it is not manifestly unjust to require parties to do so when the only consequence of a waiver is an alternative form of dispute resolution and no loss of substantive rights. See Mitsubishi Motors Corp. v. Soler Chrysler-Plymouth, Inc., 473 U.S. 614, 628, 105 S.Ct. 3346, 87 L.Ed.2d 444 (1985) (“By agreeing to arbitrate a statutory claim, a party does not forgo the substantive rights afforded by the statute; it only submits to their resolution in an arbitral, rather than a judicial, forum. It trades the procedures and opportunity for review of the courtroom for the simplicity, informality, and expedition of arbitration.“).
Our Circuit adheres to a “well established principle that it is inappropriate
V.
Finally, we address two arguments relating to the enforceability of the DRA. First, Lloyd challenges the District Court‘s holding that the DRA was not used in a discriminatory manner against public policy.11 Second, Wyatt‘s cross-appeal challenges the District Court‘s holding that AAA Rules 17, 18, and 34, which govern the confidentiality of certain aspects of the arbitration, are unconscionable and unenforceable. We exercise plenary review over questions regarding the validity and enforceability of an agreement to arbitrate. Alexander, 341 F.3d at 263. However, “to the extent that the district court predicated its decision on findings of fact, our standard of review is whether those findings were clearly erroneous.” Medtronic Ave. Inc. v. Advanced Cardiovascular Sys., Inc., 247 F.3d 44, 53-54 (3d Cir.2001) (citing Kaplan v. First Options of Chicago, Inc., 19 F.3d 1503, 1509 (3d Cir.1994)).
A.
Lloyd‘s primary argument on appeal is that Wyatt used the DRA in a discriminatory manner as part of a “purposeful scheme to contravene unambiguous Virgin Islands public policy, as reflected by the V.I. Civil Rights Act,
Lloyd‘s generally applicable contract defense relies on § 178(1) of the Restatement (Second) of Contracts, which provides:
A promise or other term of an agreement is unenforceable on grounds of
public policy if legislation provides that it is unenforceable or the interest in its enforcement is clearly outweighed in the circumstances by a public policy against the enforcement of such terms.12
Lloyd also cites Title VII and the Virgin Islands Civil Rights Act,
Significantly, Lloyd does not allege that any particular promise or term in the DRA was discriminatory. Rather, he claims that Wyatt used the DRA in a discriminatory manner. Even assuming, however, that § 178 of the Restatement may be applied to a facially neutral contract, Lloyd‘s argument must still fail as he has proffered no evidence that Wyatt‘s use of the DRA was in any way discriminatory.
Lloyd‘s argument is based solely on two facts: (1) that Wyatt began using the DRA after its upper management was hired; and (2) that Wyatt‘s parent company, Wyatt Field Services, does not use the DRA. Wyatt does not contest these facts. Instead, it admits that it began using the DRA in the Virgin Islands in January 2002. Wyatt responds, however, that this timing explains why its upper management employees, who were hired before January 2002, were not required to sign the DRA. The record indicates that all persons who applied for employment at Wyatt after January 2002 were obligated to sign the DRA. Wyatt proffered that the reason it began using the DRA was concern for the high cost of employee litigation claims in the Virgin Islands. It adds that its parent does not, and has not, engaged in any business in the Virgin Islands. Lloyd has not addressed Wyatt‘s explanations or claimed that they are pretextual.
The burden of proving a generally applicable contract defense lies with the party challenging the contract provision. Cf. Harris v. Green Tree Fin. Corp., 183 F.3d 173, 181 (3d Cir.1999) (“The party challenging a contract provision as unconscionable generally bears the burden of proving unconscionability.“); E. Allen Farnsworth, Farnsworth on Contracts § 4.28 & n. 14 (3d ed. 1999) (“The party asserting the defense of unconscionability must prove it.“). Here, Lloyd has failed to present any evidence in attempting to meet this burden. We will therefore affirm the District Court‘s holding that the DRA was not unenforceable as violative of public policy.
With respect to Lloyd‘s assignment of error regarding his request for discovery, we review a district court‘s denial of a discovery motion for an abuse of discretion. See Seus, 146 F.3d at 178 (citing Marroquin-Manriquez v. I.N.S., 699 F.2d 129, 134 (3d Cir.1983) (“It is well established that the scope and conduct of discovery are within the sound discretion of the trial court and that after final judg-
B.
On cross-appeal, Wyatt argues that the District Court erred in holding that the confidentiality provisions of AAA Rules 17, 18, and 34, as incorporated in the DRA, were unconscionable and severable from the remainder of the DRA. We recently addressed an identical issue in Parilla v. IAP Worldwide Services VI, Inc., 368 F.3d 269 (3d Cir. 2004) and concluded that the district court in that case had erred in holding these AAA Rules unconscionable. The factual circumstances in this case are substantially the same as those in Parilla and the parties have also presented substantially the same arguments that were presented in that case. For the reasons given in Parilla, we hold that the District Court‘s ruling on this issue was in error. Accordingly, AAA Rules 17, 18, and 34 should not have been held unconscionable or severed from the DRA.
VI.
For the reasons set forth above, we will reverse the District Court‘s order and will remand with instructions to enter an order compelling arbitration pursuant to the Dispute Resolution Agreement, as written, and staying the proceedings in this case pending arbitration.
BECKER, Circuit Judge, concurring.
I join Parts I, II, and III of the majority‘s opinion in full. I concur in Parts IV and V with the understanding that this case, because it raises substantial and unresolved questions of considerable importance to those involved in employment litigation in the Virgin Islands, is the rare one in which we will exercise our discretion to address the merits of a decision that should have resulted in a stay pending arbitration, rather than dismissal.
Demetrio REYNOSO-LOPEZ, Petitioner v. John ASHCROFT, Attorney General of the United States of America, Respondent.
No. 02-3278.
United States Court of Appeals, Third Circuit.
Submitted Under Third Circuit LAR 34.1(a) June 2, 2003.
Filed May 25, 2004.
Notes
The question is not whether some possible temptation to be biased exists; instead, the question is, when does a biasing influence require disqualification? Consistent with the common law, we begin in answering this question by presuming the honesty and integrity of those serving as adjudicators. Disqualification is required only when the biasing influence is strong enough to overcome that presumption, that is, when the influence is so strong that we may presume actual bias. This occurs in situations . . . in which experience teaches that the possibility of actual bias is too high to be constitutionally tolerable. A court must be convinced that a particular influence, under a realistic appraisal of psychological tendencies and human weakness, poses such a risk of actual bias or prejudgment that the practice must be forbidden if the guarantee of due process is to be adequately implemented.
Del Vecchio, 31 F.3d at 1375 (citations omitted) (internal quotation marks omitted).Moreover, we note that, while Wyatt does not rely on it, appellate jurisdiction over the cross-appeal may be exercised pursuant to