121 F.3d 708 (6th Cir. 1997), 96-3063, International Union v. Loral Corp.

Docket Nº:96-3063.
Citation:121 F.3d 708
Party Name:INTERNATIONAL UNION, UNITED AUTOMOBILE AEROSPACE & AGRICULTURAL IMPLEMENT WORKERS OF AMERICA, et al., Plaintiffs-Appellees, v. LORAL CORPORATION, Defendant-Appellant.
Case Date:August 01, 1997
Court:United States Courts of Appeals, Court of Appeals for the Sixth Circuit

Page 708

121 F.3d 708 (6th Cir. 1997)

INTERNATIONAL UNION, UNITED AUTOMOBILE AEROSPACE & AGRICULTURAL IMPLEMENT WORKERS OF AMERICA, et al., Plaintiffs-Appellees,

v.

LORAL CORPORATION, Defendant-Appellant.

No. 96-3063.

United States Court of Appeals, Sixth Circuit

August 1, 1997

Editorial Note:

This opinion appears in the Federal reporter in a table titled "Table of Decisions Without Reported Opinions". (See FI CTA6 Rule 28 and FI CTA6 IOP 206 regarding use of unpublished opinions)

On Appeal from the United States District Court for the Northern District of Ohio.

Before MERRITT, KENNEDY, and BOGGS, Circuit Judges.

MERRITT, Circuit Judge.

The plaintiff, International Union, United Automobile Aerospace & Agricultural Implement Workers of America, filed this action against defendant Loral Corporation to compel arbitration of a grievance. Loral Corporation argues that the parties did not have an agreement to arbitrate because the parties had not signed a new agreement after their collective bargaining agreement had expired. The district court correctly found that the parties had an interim agreement to arbitrate, and its summary judgment in favor of plaintiff Union to compel arbitration is clearly justified.

I.

On October 31, 1988, after a 90-day strike, the Union and Loral Corporation signed a collective bargaining agreement. The agreement was effective from November 1, 1988 through August, 10, 1991. Before the expiration of the agreement, the parties began to negotiate a new agreement, in which the Union was represented by David Terry, the Chair of its Executive Committee, and Loral by Gregory Myer. The parties were unable to agree on all of the terms of the new collective bargaining agreement, and so they agreed to extend the old agreement until October 14, 1991.

On October 8, 1991, Loral gave the Union a document identifying the terms from the 1988 agreement that the parties had tentatively agreed would become part of the 1991 agreement. Among these terms was the arbitration clause. On October 9, 1991, Loral gave the Union a Final Proposal. The Final Proposal was two pages in length and incorporated "[a]ll provisions of the Basic Labor Agreement that have been tentatively agreed upon (TA'd)," new terms agreed upon by the parties, and proposals by Loral that were disputed. The arbitration provision was still included. The Final Proposal provided that it would be implemented on October 14, 1991. In addition, the Final Proposal contained the following provision:

No Ratification: If this Final Proposal is not ratified by October 21st, 1991, the No Strike/No Lockout provision shall be rescinded and non-operative for either party.

In its brief Loral Corporation says that its representative, Myer, explained to the Union that the no-strike provision would not be operational if the Final Proposal was not ratified and that the Union would retain its right to strike while working under the implemented proposal. In addition, Loral Corporation asserts that Myer "further advised the Union that if the final proposal was not ratified, the arbitration provisions would be rescinded with the no-strike clause." Appellant's Brief at 5, citing R. 9, Myer Dep. pp. 20-21. This claim, which goes to the heart of the case, is simply wrong. The pages of the Myer deposition cited by Loral do not support Loral's claim; and counsel, as an officer of the court, should not have made this misleading statement in its brief Rather, on page 34 of the deposition (J.A. 159), Myer testified that he did not recall making such statements:

Q: Okay. And where does it say in Exhibit 4 [Final Proposal] that there was no right to arbitration?

A: I think when we--when we had rescinded the no-strike/no-lockout provision on the advice of counsel, it was our understanding that if there was not an agreement between the two parties, that the arbitration provision would also necessarily be rescinded.

Q: But it doesn't say that in the final proposal anywhere in writing, does it?

A: It doesn't specifically--it does not specifically say that in the final proposal, no.

Q: Did you ever tell that to the Union across the table when you handed them the final proposal?

A: I don't recall.

R. 19, Myer Dep. 34, J.A. 159.

The Union never ratified Loral's Final Proposal. On October 21, 1991, Loral published and distributed an "Agreement between Loral Defense Systems-Akron and International Union UAW and its Local 856" which integrated all the terms incorporated into the Final Proposal from other documents into a full length document. The "Agreement" included the arbitration clause provision,...

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