Gooch v. Cebridge Acquisition, LLC

• Decision Date: 25 January 2023
• Docket Number: Civil Action 2:22-cv-00184
• Citation: Gooch v. Cebridge Acquisition, LLC, Civil Action 2:22-cv-00184 (S.D. W.Va. Jan 25, 2023)
• Parties: ROXIE GOOCH, Plaintiff, v. CEBRIDGE ACQUISITION LLC, et al., Defendants.
• Court: U.S. District Court — Southern District of West Virginia

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ROXIE GOOCH, Plaintiff, v. CEBRIDGE ACQUISITION LLC, et al., Defendants.

Civil Action No. 2:22-cv-00184

United States District Court, S.D. West Virginia, Charleston Division

January 25, 2023

MEMORANDUM OPINION AND ORDER

Pending before the Court are two Motions to Compel Arbitration and to Stay Litigation filed by Defendants Altice USA, Cebridge Acquisition, LLC, Cequel III Communications I, LLC, and Cequel III Communications II, LLC's (collectively “Defendants” or “Suddenlink”).(ECF Nos. 8, 21.)For the reasons explained in greater detail below, the CourtDENIESDefendants' Motions.

I.BACKGROUND

Suddenlink is a provider of broadband internet, television, and telephone services, and provides those services in the state of West Virginia.(ECF No. 9at 8.)This civil action brought by PlaintiffRoxie Gooch(“Plaintiff” or “Gooch”), involves Suddenlink's Residential Services Agreement (“RSA”)-which Plaintiff repeatedly characterizes as “ever-changing,”“unconscionable,”“self-contradicting,” and “adhesi[ve]”, as well as Suddenlink's alleged failure to provide safe, adequate, and reliable service to its West Virginia customers.(ECF No. 1-1at 7.)

Undoubtedly, Suddenlink's questionable business practices and tumultuous business relationship with the State of West Virginia and its residents are well-documented.Earlier this year, the West Virginia Public Service Commission found that Suddenlink “failed to provide safe, adequate and reliable service to its West Virginia subscribers,”(ECFNo. 11-7), and the cities of Beckley, Charleston, and Elkins, West Virginia have characterized Suddenlink as “a loosely regulated service provider” that has “abus[ed] its monopoly power,”(ECF No. 11-8 at 4).Notably, this Court is currently presiding over two lawsuits, which are identical to the present matter, brought by two other Suddenlink customers Richard Chaty(“Chaty”) and Benjamin Meadows(“Meadows”).SeeChaty v. Cebridge Acquisition, LLC et al., 2:22-cv-00188;Meadows v Cebridge Acquisition, LLC et al., 2:22-cv-00193.

A.Factual Background

Plaintiff became a Suddenlink customer in July 2017.(ECF No. 9at 8.)To complete installation and active service, Plaintiff was required to agree to the terms and conditions of the RSA, (seeECF No. 8-1at 4), as discussed more fully below.At the time Plaintiff signed up for services, the RSA stated that Suddenlink could, “in its sole discretion, change, modify, add or remove portions of [the RSA] at any time by posting the amended Agreement on the Company website at www.suddenlink.com, or by giving Customer notice in accordance with Section 22 of [the RSA].”(ECF No. 8-2at 37.)In the coming years, Suddenlink certainly would not be shy about using that discretion.Although it is unclear how many times Suddenlink updated its RSA from the time Plaintiff allegedly initially assented to it, Suddenlink changed the terms of the RSA at least five times: September 19, 2019, (Id. at 28), June 19, 2020, (Id. at 32), August 24, 2020, (Id. at 29), July 25, 2021, (Id. at 17), October 1, 2021, (Id. at 13).Suddenlink has also updated the RSA twice during the pendency of this litigation on May 27, 2022, and again on June 6, 2022.(ECF No. 11at 7.)

B.Procedural Background

Plaintiff initiated this action in the Circuit Court of Fayette County on March 14, 2022.(ECF No. 1at 1.)Plaintiff asserted four causes of action: (1) Declaratory Judgment/Unenforceable Contract, (2) Unjust Enrichment/Quasi Contract, (3) Negligence, and (4) Breach of Contract.(Id. at 2.)On April 14, 2022, Defendants removed this matter to federal court.(ECF No. 1.)

Defendants filed the first Motion to Compel Arbitration and to Stay Litigation on May 23, 2022.(ECF No. 8.)Plaintiff responded, (ECF No. 11), and Defendants replied, (ECF No. 14).Defendants then filed a second Motion to Compel Arbitration and to Stay Litigation on August 1, 2022.(ECF No. 21.)Plaintiff responded, (ECF No. 23), and Defendants replied, (ECF No. 25).As such, both motions are fully briefed and ripe for adjudication.^[1]

II.LEGAL STANDARD

The Federal Arbitration Act(“FAA”) provides that a written agreement to arbitrate in any contract involving interstate commerce “shall be valid, irrevocable, and enforceable” unless there are grounds for revocation in law or equity.9 U.S.C. § 2;Moses H. Cone Mem'l Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24(1983).To compel arbitration under the FAA,^[2]the movant must prove the following four elements: “‘(1) the existence of a dispute between the parties, (2) a written agreement that includes an arbitration provision which purports to cover the dispute, (3) the relationship of the transaction . . . to interstate or foreign commerce, and (4) the failure, neglect or refusal of the [party] to arbitrate the dispute.'”Am. Gen. Life & Accident Ins. Co. v. Wood, 429 F.3d 83, 87(4th Cir.2005)(quotingAdkins v. Labor Ready, Inc., 303 F.3d 496, 500-01(4th Cir.2002));Galloway v. Santander Consumer USA, Inc., 819 F.3d 79, 84(4th Cir.2016)(quotingRota-McLarty v. Santander Consumer USA, Inc., 700 F.3d 690, 696 n.6(4th Cir.2012)).Conversely, “[u]nder the FAA, ‘the party seeking a jury trial must make an unequivocal denial that an arbitration agreement exists,'” and “‘show genuine issues of material fact regarding the existence of an agreement to arbitrate.'”Galloway, 819 F.3d at 85(quotingChorley Enterprises, Inc. v. Dickey's Barbecue Restaurants, Inc., 807 F.3d 553, 564(4th Cir.2015)).

Thus, the applicable standard of review is “‘akin to the burden on summary judgment.'”Id. n.3(same).“Specifically, the pleadings and all relevant, admissible evidence submitted by the parties are considered and all reasonable inferences are drawn in favor of the non-moving party.”Barach v. Sinclair Media III, Inc., 392 F.Supp.3d 645, 650(S.D. W.Va.2019)(internal quotations and citations omitted).

III.DISCUSSION

In the pending motion, Suddenlink does not address the four elements set forth above.(See generallyECF Nos. 9, 14, 22, 25.)Nevertheless, the first element-the existence of a dispute between the parties-is certainly satisfied because Plaintiff claims that Suddenlink has failed to provide safe, adequate, and reliable services.(ECF No. 1-1at 2).Similarly, the Court is satisfied that the third element-that the transaction at issue relates to interstate commerce-is met because the provision of internet or television service inherently involves interstate commerce.SeeUnited States v. Gray-Sommerville, 618 Fed.Appx. 165, 168(4th Cir.2015).Likewise, the fourth element is satisfied because Plaintiff filed this lawsuit and opposed the pending motions to compel, thereby clearly refusing to arbitrate her claims against Suddenlink.

However, Plaintiff disputes the second element.Specifically, Plaintiff claims that she did not enter into an arbitration agreement with Suddenlink.(ECF No. 11at 9.)Alternatively, Plaintiff argues that, if she did enter into an arbitration agreement, it is not enforceable.(Id. at 12.)Each is discussed in turn.

A.Agreement to Arbitrate

The court must order a party to arbitrate if it finds that the party made at least one valid agreement to arbitrate that applies to the present dispute.See, e.g., Snowden v. CheckPoint Check Cashing, 290 F.3d 631, 639(4th Cir.2002)(ordering arbitration when the plaintiff had signed twelve separate agreements with a company, one of which contained an arbitration clause).Importantly, though, federal courts have developed and applied a “severability doctrine” under which challenges to an arbitration clause itself are heard by the court considering the FAA claim, whereas challenges to the contract as a whole are referred to the arbitrator.Seeid. at 637.Consequently, a court can only consider challenges that “specifically relate” to the arbitration clause, instead of to the agreement generally.Seeid.Thus, although Plaintiff challenges the validity and enforceability of the entire RSA, the Court will only consider Plaintiff's arguments that relate to the arbitration agreement contained therein.

To that extent, though, the parties dispute which version of the arbitration agreement is operative.On the one hand, Suddenlink submitted its briefing on the assumption that the arbitration agreement contained within RSA in effect at the time the instant lawsuit was filed governs the instant case.(SeeECF No. 14at 1(noting that Plaintiff's complaints about Suddenlink's most recent updates to its terms “are a red herring because Suddenlink's motion is based on the earlier version of the RSA that was in force at the time these lawsuits were filed”).)That version was attached as Exhibit A to the Affidavit of William Heberer in Support of Defendants' Motion to Compel Arbitration and to Stay Litigation.(ECF No. 8-2at 5-19.)On the other hand, Plaintiff boldly submitted her Response presuming that Suddenlink's most recent updates to the arbitration agreement govern the instant case.(ECF No. 11 at 1(“On June 6, 2022, . . . [Suddenlink] posted yet another even more oppressive arbitration provision, ‘Effective July 20, 2022,' which is retroactive to pending disputes.”).)Plaintiff attached that version to her Response as Exhibit N. (ECFNo. 11-18.)

Ultimately the Court disagrees with both parties.Instead, the arbitration agreement in effect in July 2017 at the time Plaintiff signed up for services (the “2017 Arbitration Agreement”), which was attached as Exhibit C to the Affidavit of William Heberer in Support of Defendants' Motion to Compel Arbitration and to Stay Litigation, (ECF No. 8-2at 37-59), is operative because (1) there are no genuine issues of material fact that Plaintiff entered into the 2017 Arbitration...