Garcia v. Harmony Healthcare, LLC
| Decision Date | 26 April 2021 |
| Docket Number | Case No. 8: 20-cv-1065-WFJ-AAS |
| Court | U.S. District Court — Middle District of Florida |
| Parties | DAMIAN GARCIA, CHRISTOPHER ANGELO, and NATHAN BEAUCHAMP, individually and on behalf of all others similarly situated, Plaintiffs, v. HARMONY HEALTHCARE, LLC, and CHRISTIAN HG BROWN, Defendants. |
Plaintiffs filed this lawsuit against their former employer Harmony Healthcare, LLC and CEO Christian HG Brown (collectively "Defendants") for alleged violations of the Fair Labor Standards Act ("FLSA"), 29 U.S.C. § 201 et seq. Plaintiffs are suing individually and on behalf of those similarly situated. Defendants now move to compel arbitration based on arbitration agreements Plaintiffs signed at the beginning of their employment. Dkt. 21. The Court has reviewed the parties' briefs and held a hearing on the relevant issues. For the reasons stated below, the Motion is granted.
Plaintiffs Damian Garcia, Christopher Angelo, Nathan Beauchamp, and opt-in Plaintiff Aren Nilsson worked for Harmony Healthcare as account executives in the company's offices in Tampa, Florida. Dkt. 1 at 2. Before beginning their employment, Plaintiffs completed the onboarding process required for new employees. Dkt. 34-1 at 4-5.
Oasis Outsourcing, Inc., Harmony's professional employer organization (PEO), manages the onboarding process.1 Dkt. 21-1 at 2. The process is completed virtually through Oasis's secure online portal. Id.; Dkt. 34-1 at 2. New employees receive a secure electronic link and access the portal by inputting their name, social security number, and Harmony's client identification number. Dkt. 34-1 at 2. Once logged in, employees are required to read, acknowledge, and electronically sign several forms. Id. at 3. One of these forms is the "Employee Acknowledgements" form ("Oasis Agreement"). Id. The form includes the following provision in which the employee agrees to resolve any legal dispute with Oasis or the "Worksite Employer" (Harmony) through binding arbitration:
I and Oasis agree that any legal dispute with my Worksite Employer [Harmony], Oasis, or any other party that may have an employment relationship with me arising out of or in connection with my employment, application for employment, or separation fromemployment for which I am, was, or would be paid through Oasis will be resolved exclusively through binding arbitration by a neutral arbitrator as provided in this agreement and, to the extent not inconsistent with this agreement, under the rules of a neutral arbitration service. The arbitrator will have the authority to grant the same remedies as a federal court (but no more), will apply the Federal Rules of Evidence and any applicable statutes of limitation, will render a reasoned, written decision based only on the evidence adduced and the law, and can grant attorney fees and costs to the prevailing party subject to applicable law. If for any reason a matter is not arbitrated, I AGREE THAT THE MATTER WILL BE HEARD BY A JUDGE AND WAIVE TRIAL BY JURY, and Oasis also agrees to waive trial by jury. No matter how a case is heard, I agree that I will participate only in my individual capacity and not as a member or representative of a class . . . . My agreement to these terms controls any conflicting dispute resolution agreement, including one entered into after I sign this document, if the conflicting agreement would prevent a matter in which Oasis or an insurance policy issued to Oasis is involved from being arbitrated, does not provide a jury waiver (if the matter is not arbitrated), or does not include a class action waiver (if the matter is a class action or potential class action).
Dkt. 21-1 at 4; Dkt. 34-1 at 8. Plaintiffs completed the onboarding process. Dkt. 34-1 at 4-5. And they all purportedly signed the Employee Acknowledgments form containing the above arbitration provision. Dkt. 21-1 at 4-6; Dkt. 34-1 at 8-10.
After completing the onboarding process, days later for Angelo and several months later for Beauchamp and Garcia, Plaintiffs each entered a written "Employment Agreement" with Harmony.2 Dkt. 27 at 26-29, 37-40, 48-51. The Agreement laid out the terms of Plaintiffs' employment: their job duties, theircompensation, and Harmony's policies. Id. The Agreement also included a noncompete and no-poach provision through which Plaintiffs agreed not to start a competing business or solicit Harmony's clients or employees for 12 months after the end of their employment. Id. at 27-28, 38-39, 49-50. Paragraph 15 of the Agreement also included the following merger clause:
Entire Agreement: This instrument contains the entire agreement of the parties and supersedes any prior agreement, discussions, commitments, or understandings of any kind, whether oral or written; it may not be changed except by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification, extension, or discharge is sought. The Employee acknowledges that he or she has received a copy of this agreement.
After their employment ended, Plaintiffs filed this action alleging that Defendants violated the FLSA by denying them overtime pay they were entitled to receive under the Act. See 29 U.S.C. § 216(b). Defendants answered the Complaint, Dkt. 17, and now move to compel arbitration as third-party beneficiaries of the Oasis Agreements Plaintiffs signed during the onboarding process, Dkt. 21. Plaintiffs respond that the Oasis Agreements are invalid and unenforceable for a lack of consideration and because there is insufficient evidence that Plaintiffs received or signed them. Alternatively, Plaintiffs argue that even if valid, the Oasis Agreements are still unenforceable because they were superseded by the subsequent Employment Agreements Plaintiffs entered directly withHarmony. These later Employment Agreements, Plaintiffs assert, represented the "entire agreement" between the parties and include no requirement to arbitrate.3
The Federal Arbitration Act ("FAA"), 9 U.S.C. § 1 et seq., establishes "a liberal federal policy favoring arbitration." Epic Sys. Corp. v. Lewis, 138 S. Ct. 1612, 1621 (2018) (citation omitted). Section 2 of the FAA provides that arbitration agreements in contracts "involving commerce" are "valid, irrevocable, and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract." 9 U.S.C. § 2. The FAA requires that a district court—upon motion by a party to an action pending before the court—stay the action if it involves an "issue referable to arbitration under an agreement in writing." 9 U.S.C. § 3. And if the court finds that the parties are subject to a valid arbitration agreement, the court "shall make an order directing the parties to proceed to arbitration." 9 U.S.C. § 4. Accordingly, a district court must stay a lawsuit and compel arbitration upon finding that: (1) a plaintiff entered into a valid "written arbitration agreement that is enforceable 'under ordinary state-law' contractprinciples," and (2) "the claims before the court fall within the scope of that agreement." Lambert v. Austin Ind., 544 F.3d 1192, 1195 (11th Cir. 2008) (citing 9 U.S.C. §§ 2-4).
The dispute here involves only the first step of the analysis. The issue is two-fold: whether the Oasis Agreement itself was a valid agreement between the parties to submit their potential claims to arbitration, and if so, whether it remained enforceable after the parties signed the Employment Agreements. The Court finds that the Oasis Agreement was a valid agreement to arbitrate and remained enforceable even after the Employment Agreements were signed.
Whether parties have entered an agreement to arbitrate is decided according to state contract law. First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 944 (1995). Under Florida law, a valid contract requires an "offer, acceptance, consideration," St. Joe Corp. v. McIver, 875 So. 2d 375, 381 (Fla. 2004), and mutual assent to the essential terms of the agreement, Gibson v. Courtois, 539 So. 2d 459, 460 (Fla. 1989). The party seeking to enforce the contract bears the burden of proving these elements. See Knowles v. C.I.T. Corp., 346 So. 2d 1042, 1043 (Fla. 1st DCA 1977).
The existence of a contract is a question of fact. See Consolo v. A.M.K. Corp., 344 So. 2d 1285, 1286 (Fla. 3d DCA 1977) (per curiam). In the arbitration context, if the formation of an agreement is "in issue" a court must hold a trial to resolve any questions over whether an agreement was formed. 9 U.S.C. § 4. However, a court may conclude as a matter of law that the parties executed an agreement to arbitrate upon finding that there is no genuine dispute as to a material fact about the agreement's formation. Bazemore v. Jefferson Cap. Sys., LLC, 827 F.3d 1325, 1333 (11th Cir. 2016). A dispute is not "genuine" if it is not supported by evidence or if it is supported by evidence that is "merely colorable" or "not significantly probative." Id. (quoting Baloco v. Drummond Co., 767 F.3d 1229, 1246 (11th Cir. 2014)).
Defendants have submitted copies of the Oasis Agreement that each Plaintiff signed electronically. Dkt. 21-1 at 4-6. Arbitration agreements that are electronically signed are valid and enforceable. See, e.g., Day v. Persels & Assocs., No. 10-cv-2463-T-33TGW, 2011 WL 1770300, at *3 (M.D. Fla. May 9, 2011); Ross v. Vacation Rental Pros Prop. Mgmt., LLC, No. 17-cv-16-26JSS, 2017 WL 10276731, at *2 (M.D. Fla. Mar. 17, 2017) (). Plaintiffs do not deny this general principle. They contend, rather, that the Oasis Agreement is invalid because it lacks consideration and Defendants have failed to prove that Plaintiffs' electronicsignatures on the Agreements comply with applicable federal and state law. Plaintiffs are wrong on...
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