Bruce MATTHEWS, Plaintiff-Appellant, v. NATIONAL FOOTBALL LEAGUE MANAGEMENT COUNCIL; Tennessee Titans, Defendants-Appellees.
No. 11-55186.
United States Court of Appeals, Ninth Circuit.
Argued and Submitted May 11, 2012. Filed Aug. 6, 2012.
687 F.3d 1107
Rex S. Heinke (argued), L. Rachel Helyar and Johanna R. Shargel, Akin Gump Strauss Hauer & Feld LLP, Los Angeles, CA; Daniel L. Nash, Akin Gump Strauss Hauer & Feld LLP, Washington, DC, for the defendants-appellees.
Before: JOHN T. NOONAN and RAYMOND C. FISHER, Circuit Judges, and JAMES E. GRITZNER, Chief District Judge.*
OPINION
FISHER, Circuit Judge:
Plaintiff-Appellant Bruce Matthews played professional football for 19 years. When he retired in 2002, he was employed by the Tennessee Titans. In 2008, he filed a workers’ compensation claim in California, alleging that he suffered pain and disability from injuries incurred during his career as a professional football player.
Matthews asks us to vacate an arbitration award that prohibits him from pursuing workers’ compensation benefits under California law. He contends that the award violates California public policy barring contractual waiver of workers’ compensation benefits and federal labor policy providing that an employment agreement may not preempt state minimum labor
We hold that Matthews has not alleged sufficient contacts with California to show that his workers’ compensation claim comes within the scope of California‘s workers’ compensation regime. He has therefore not met his burden of establishing that the arbitration award prohibiting him from pursuing California benefits violates an explicit, well-defined and dominant public policy of the state of California. Because Matthews has not shown that the award deprives him of something to which he is entitled under state law, he likewise has not shown that it violates federal labor policy. Nor has Matthews established that the arbitrator manifestly disregarded the Full Faith and Credit Clause. We accordingly affirm the district court‘s order confirming the arbitration award.
BACKGROUND
Matthews played football in the National Football League (NFL) from 1983 to 2002, first for the Houston Oilers and later for its successor teams, the Tennessee Oilers and the Tennessee Titans (Titans). He retired in 2002. In 2008, Matthews filed for workers’ compensation benefits in California. Matthews claimed pain and disability resulting from injuries incurred while he was employed by the NFL at “various” locations over 19 years of “playing and practicing professional football.” He did not allege that he sustained any particular injury in California.
The Titans and the National Football League Management Council (NFLMC) filed a grievance against Matthews. They argued that by applying for workers’ compensation benefits in California, Matthews breached his employment agreement, which provided that all workers’ compensation claims would be decided under Tennessee law.1 They sought to prevent Matthews from pursuing his workers’ compensation claim in California. Pursuant to a binding arbitration clause in the NFL collective bargaining agreement, the parties arbitrated their dispute.
The arbitrator found that the choice of law clause in Matthews’ contract constituted a “promise[] to resolve workers compensation claims under Tennessee law” and that by pursuing workers’ compensation under California law, Matthews was in violation of the agreement. The arbitrator ordered Matthews to “cease and desist” from seeking California benefits. Matthews filed suit in federal district court to vacate the arbitration award. See
In January 2011, the district court denied Matthews’ motion to vacate the arbitration award and granted the Titans and the NFLMC‘s cross-motion to confirm the award. Matthews appealed.
We have jurisdiction under
I.
“[B]ecause federal labor policy strongly favors the resolution of labor disputes through arbitration, [j]udicial scrutiny of an arbitrator‘s decision is extremely limited.” United Food & Commercial Workers Int‘l Union, Local 588 v. Foster Poultry Farms, 74 F.3d 169, 173 (9th Cir. 1995), as amended (second alteration in original) (internal quotation marks omitted). “Arbitration awards are ordinarily upheld so long as they represent a plausible interpretation of the contract.” Aramark, 530 F.3d at 823 (internal quotation marks omitted).
One narrow exception to this rule is when the arbitration award is contrary to public policy. “[A] court need not, in fact cannot, enforce an award which violates public policy.” Id. (quoting Stead Motors v. Auto. Machinists Lodge No. 1173, 886 F.2d 1200, 1209 (9th Cir. 1989) (en banc)). To vacate an arbitration award on public policy grounds, we must “(1) find that an explicit, well defined and dominant public policy exists ... and (2) that the policy is one that specifically militates against the relief ordered by the arbitrator.” Foster Poultry Farms, 74 F.3d at 174 (internal quotation marks omitted). Any such public policy “must be ascertained by reference to the laws and legal precedents and not from general considerations of supposed public interests.” E. Associated Coal Corp. v. United Mine Workers of Am., Dist. 17, 531 U.S. 57, 62 (2000) (internal quotation marks omitted).
Matthews argues that the arbitration award here contravenes California workers’ compensation policy and federal labor policy. We address each argument in turn.
A. California Public Policy
Matthews contends that California has an explicit, well-defined and dominant public policy militating against agreements that purport to waive an employee‘s right to seek California workers’ compensation benefits before a California tribunal, no matter how tenuous the connection between California and the employee or the employment. Matthews derives this “no waiver” policy primarily from the California workers’ compensation statute, see
We do not read California‘s policy so broadly. Rather than guarantee a universal right to seek California workers’ compensation benefits, the workers’ compensation statute establishes a rule that an employee who is otherwise eligible for California benefits cannot be deemed to have contractually waived those benefits, and an employer who is otherwise liable for California benefits cannot evade liability through contract. See
Our reading of the statute is consistent with Alaska Packers. There, an employee applied for workers’ compensation under California law despite a choice of law clause in his employment agreement, which provided that the parties would resolve workers’ compensation disputes under Alaska law. See Alaska Packers, 1 Cal. 2d at 252-53. The California Supreme Court concluded that the choice of law clause was unenforceable under the statutory predecessor to
To establish that the arbitration award here violates California policy, Matthews must show that his workers’ compensation claim comes within the scope of California‘s workers’ compensation regime. See Foster Poultry Farms, 74 F.3d at 174 (recognizing that the party seeking to vacate an arbitration award bears the burden of showing that it violates an explicit, well-defined and dominant public policy). Because of our highly limited and deferential standard of review of arbitration awards, it must be clear that Matthews is within the category of injured employees to which California workers’ compensation law extends. See United Paperworkers Int‘l Union v. Misco, Inc., 484 U.S. 29, 43 (1987) (explaining that a violation of an alleged public policy “must be clearly shown if an award is not to be enforced“).
In Pacific Employers, 10 Cal. 2d 567, the California Supreme Court applied California workers’ compensation law to an employee who was injured and incurred medical expenses while working in California, even though the employee resided in Massachusetts, was regularly employed in Massachusetts by a Massachusetts employer and was only temporarily in California when the injury occurred. See id. at 569-70, 578. The court acknowledged that, given the employee‘s limited contacts with California, California‘s interests would ordinarily be only “casual” as compared to the interests of Massachusetts, id. at 576, but concluded that, because the employee was injured and received medical treatment in California, California‘s interest was superior, id. at 577-78. The court reasoned that providing California hospitals and doctors convenient mechanisms for obtaining compensation for ser-
Under Pacific Employers, then, California‘s workers’ compensation law covers an employee who suffers a discrete injury in California, at least where the costs associated with the employee‘s injury may impact California‘s medical system and other resources. See id. at 576-78.2 If Matthews had suffered an injury requiring medical treatment while playing a game in California, Pacific Employers would appear to foreclose enforcement of the Tennessee choice of law clause in his employment contract (and thus the arbitration award).3
On the record before us, however, Matthews has not shown that his claim falls within the scope of the Pacific Employers rule. In his application for workers’ compensation benefits, Matthews asserted that he suffered cumulative injuries incurred at “various” locations between 1983 and 2001. He did not allege any specific injury in California or a need for medical services in California. Matthews likewise did not allege in his complaint before the district court that he suffered any discrete injury in California. Nor has he directed us to anything in the record indicating that he tried to prove injury in California, or any burden on the state‘s resources.4 Indeed, Matthews did not even allege that he played football in California, although we take judicial notice of the fact that Matthews’ teams played 13 games in California during Matthews’ 19-year career. See Tennessee Titans Team Page, NFL.COM, http://www.nfl.com/teams/profile?team=TEN (last visited July 19, 2012);
In briefing, Matthews argues — without citation to the record — that he was injured in California, apparently on the theory that all the games he played during his career contributed to the ailments he suffers today. Matthews may be correct, as a matter of fact, that every game (or at least most games) contributed to his cumulative injuries, but it is not clear that, as a matter of California law, this means he falls within the category of employees to whom California extends workers’ compensation coverage. The facts underlying Matthews’ claim are distinct enough from existing California cases that we cannot say whether the California courts would consider Matthews’ limited contacts with the state sufficient to justify the application of California law.
Under our standard of review of arbitration awards, this uncertainty is fatal to Matthews’ claim. He has not shown that he falls within the category of employees to whom the “no waiver” rule applies. He has thus not shown that the arbitration award is contrary to a clear, well-defined and dominant public policy of the state of California. See Misco, Inc., 484 U.S. at 43; Foster Poultry Farms, 74 F.3d at 174.
To be precise, we do not hold that employers may use binding arbitration of choice of law clauses as a means to evade California law where it would otherwise apply. Nor must an employee challenging an arbitration award show that he necessarily would prevail on his workers’ compensation claim before a California tribunal.6 An employee who makes a prima facie showing that his claim falls within the scope of California‘s workers’ compensation regime may indeed be able to establish that an arbitration award prohibiting him from seeking such benefits violates California policy. Matthews did not do so here because he did not allege facts showing an injury in California or any burden on the state‘s medical system, and it is not clear that California would extend its workers’ compensation regime to cover the cumulative injuries Matthews claims, given his limited contacts with the state.
B. Federal Labor Policy
Matthews argues that the arbitration award also violates federal labor policy, which provides that an employee may not, through a collective bargaining agreement, bargain away state minimum labor standards. See Metro. Life Ins. Co. v. Massachusetts, 471 U.S. 724, 755-56 (1985) (holding that the National Labor Relations Act does not permit “unions and employers to bargain for terms of employment that state law forbids employers to establish unilaterally“); Livadas v. Bradshaw, 512 U.S. 107, 123-24 (1994)
As we explained above, it is not clear that Matthews’ workers’ compensation claim falls within the scope of California‘s workers’ compensation regime. He has therefore not shown that an arbitration award preventing him from seeking California benefits deprives him of something to which he is entitled under state law. See Misco, 484 U.S. at 43. Accordingly, Matthews has not met his burden of establishing that this policy “specifically militates against” enforcement of the arbitration award in this case. Foster Poultry Farms, 74 F.3d at 174.
II.
Matthews also argues that we must vacate the arbitration award because it is in manifest disregard of the Full Faith and Credit Clause of the United States Constitution. Like the public policy exception, manifest disregard of the law is a narrow exception to the general principle of deference to arbitration awards. It is “shorthand for a statutory ground under the [Federal Arbitration Act (FAA)], ... which states that the court may vacate ‘where the arbitrators exceeded their powers.‘” Comedy Club, Inc. v. Improv W. Assocs., 553 F.3d 1277, 1290 (9th Cir. 2009) (quoting Kyocera Corp. v. Prudential-Bache Trade Servs., Inc., 341 F.3d 987, 997 (9th Cir. 2003) (en banc)).7 “[F]or an arbitrator‘s award to be in manifest disregard of the law, it must be clear from the record that the arbitrator recognized the applicable law and then ignored it.” Id. (internal quotation marks and alterations omitted). “Neither erroneous legal conclusions nor unsubstantiated factual findings justify federal court review of an arbitral award under the [FAA].” Kyocera Corp., 341 F.3d at 994.
The Full Faith and Credit Clause says that “Full Faith and Credit shall be given in each State to the public Acts, Records, and judicial Proceedings of every other State.”
We disagree. The Supreme Court did not hold that California had an “absolute right” to apply its law, irrespective of the extent of its contacts with the employee or employment relationship in question. To the contrary, in each case, the Court emphasized California‘s substantial interest in the controversy before it. In Alaska Packers, 294 U.S. at 542-43, the Court recognized California‘s strong interest in regulating employment relationships entered into within the state, particularly when injury to the employee may result in a burden on the state‘s resources. See also id. at 549-50. Similarly, in Pacific Employers, 306 U.S. at 503, where the Court considered California‘s right to apply its laws to a Massachusetts resident injured while working in California, the Court concluded that “[f]ew matters could be deemed more appropriately the concern of [a] state” than “legislat[ing] for the bodily safety and economic protection of employees injured within it.” See also Carroll v. Lanza, 349 U.S. 408, 413 (1955) (recognizing Arkansas’ interest in providing a remedy to employees injured in Arkansas). Indeed, the Supreme Court has recognized that “for a State‘s substantive law to be selected in a constitutionally permissible manner, that State must have a significant contact or significant aggregation of contacts, creating state interests, such that choice of its law is neither arbitrary nor fundamentally unfair.” Phillips Petroleum Co. v. Shutts, 472 U.S. 797, 818 (1985) (quoting Allstate Ins. Co. v. Hague, 449 U.S. 302, 312-13 (1981) (plurality opinion)).
That the Full Faith and Credit Clause did not prevent California from applying its law in Alaska Packers and Pacific Employers does not mean that the arbitration award here, which precludes the application of California law, manifestly disregards the clause or Supreme Court precedent interpreting it.8 As we discussed above, California‘s interest is highly attenuated in this case. On the facts alleged it is not even clear that the courts of California would consider California‘s interest sufficient to justify the application of California law to Matthews’ workers’ compensation claim.9 For an award to be in manifest disregard of the law, “[t]he governing law alleged to have been ignored by the arbitrators must be well defined, explicit, and clearly applicable.” Carter, 374 F.3d at 838 (internal quotation marks omitted). Neither Alaska Packers nor Pacific Employers “explicitly” requires the application of California law here. Because Matthews has not shown that the
AFFIRMED.