Holman v. Bath & Body Works, LLC, 1:20-cv-01603-NE-SAB

• Decision Date: 08 December 2021
• Docket Number: 1:20-cv-01603-NE-SAB
• Court: U.S. District Court — Eastern District of California
• Parties: KIANDRA HOLMAN, Plaintiff, v. BATH & BODY WORKS, LLC, et al., Defendants.

KIANDRA HOLMAN, Plaintiff,
v.
BATH & BODY WORKS, LLC, et al., Defendants.

No. 1:20-cv-01603-NE-SAB

United States District Court, E.D. California

December 8, 2021

FINDINGS AND RECOMMENDATIONS RECOMMENDING GRANTING DEFENDANTS' MOTION TO COMPEL INDIVIDUAL ARBITRATION, GRANTING DEFENDANTS' MOTION TO STRIKE CLASS ALLEGATIONS, AND GRANTING DEFENDANTS' MOTION TO DISMISS ACTION

(ECF NOS. 9, 10, 11, 14, 16, 27, 30, 31)

Currently before the Court is Defendants Bath & Body Works, LLC's (“BBW”), Bath & Body Works Direct, Inc.'s (“BBWD”), and L Brands, Inc.'s (“L Brands”) (collectively the “Defendants”) motion to compel arbitration of Plaintiff Kiandra Holman's (“Plaintiff”) individual claims, to strike Plaintiff's class allegations, and to dismiss this action. (ECF No. 9.) The motion has been referred to a United States magistrate judge pursuant to 28 U.S.C. § 636(b)(1)(B) and Local Rule 302. (ECF No. 27.) In consideration of the moving, opposition, and reply papers, the declarations and exhibits attached thereto, the supplemental briefing, and the Court's file, the Court issues the following findings and recommendations recommending that Defendants' motion be granted.

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I. BACKGROUND

Mai-Linh Strauch initially filed this suit against Defendants on April 20, 2020, in Tulare County Superior Court, alleging Defendants deprived her and class members of wages owed under California law, including overtime wages and minimum wages. (ECF No. 1-2 at 3.) After Ms. Strauch could no longer serve as class representative, Plaintiff Kiandra Holman joined the case as a substitute class representative. (Opp'n 7.) As the new class representative, Plaintiff Holman filed a first amended complaint in Tulare County Superior Court on October 8, 2020, alleging similar wage and hour violations as Ms. Strauch. (Opp'n 7; ECF No. 1-2 at 21.) Defendants BBWD and BBW were served on October 14 and 15, 2020, respectively. (ECF No. 5 at ¶ 1.) On November 12, 2020, Defendants filed an answer in the state action. (Id.)^[1] On November 13, 2020, Defendants removed this action to the Eastern District of California. (ECF No. 1.) An amended notice of removal was filed on the same date, which was again re-filed on November 24, 2020, at the request of the Clerk's office. (ECF Nos. 5, 6, 7.)

On December 10, 2020, Defendants filed the instant motion to compel arbitration of Plaintiff's individual claims, to strike Plaintiff's class allegations, and to dismiss this action in its entirety. (ECF No. 9.) On December 23, 2020, Plaintiff filed an opposition brief. (ECF No. 14.) On December 31, 2020, Defendants filed a reply brief. (ECF No. 16.) On October 15, 2021, the matter was referred to the undersigned for the preparation of findings and recommendations or other appropriate action. (ECF No. 27.) On October 19, 2021, the Court set the motion for hearing on November 17, 2021, and ordered the parties to file supplemental briefing. (ECF No. 28.) On October 29, 2021, Defendants filed a supplemental brief. (ECF No. 30.) On November 5, 2021, Plaintiff filed a supplemental brief. (ECF No. 31.) On November 16, 2021, the Court vacated the hearing on this motion, finding the matter suitable for decision without oral argument pursuant to Local Rule 230(g). (ECF No. 32.)

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II. LEGAL STANDARD

In 1925 the Federal Arbitration Act (“FAA”) was enacted in response to judicial hostility to arbitration agreements. AT&T Mobility LLC v. Concepcion (Concepcion), 563 U.S. 333, 339 (2011). The primary provision of the FAA provides that a contract which evidences an intent to settle a controversy by arbitration “shall be valid, irrevocable, and enforceable, save upon such grounds as exist at law or in law for the revocation of any contract.” Concepcion, 563 U.S. at 339 (quoting 9 U.S.C. § 2). The Supreme Court has found that “Section 2 is a congressional declaration of a liberal federal policy favoring arbitration agreements, notwithstanding any state substantive or procedural policies to the contrary[, ]” and the effect is to create a body of federal substantive law of arbitrability. Moses H. Cone Mem'l Hosp. v. Mercury Const. Corp., 460 U.S. 1, 24 (1983). The FAA places arbitration agreements on an equal footing with other contracts and requires the court to enforce such an agreement according to its terms. Rent-A-Center, West, Inc. v. Jackson, 561 U.S. 63, 67 (2010). “A party aggrieved by the alleged failure, neglect, or refusal of another to arbitrate under a written agreement for arbitration may petition any United States district court . . . for an order directing that such arbitration proceed in the manner provided for in such agreement.” 9 U.S.C. § 4.

The court's role under the FAA in deciding whether a dispute is arbitrable, is “limited to determining (1) whether a valid agreement to arbitrate exists; and if it does (2) whether the agreement encompasses the dispute at issue.” Chiron Corp. v. Ortho Diagnostic Sys., 207 F.3d 1126, 1130 (9th Cir. 2000). If the party seeking to compel arbitration establishes these two factors then the court must compel arbitration. Dean Witter Reynolds, Inc. v. Byrd, 470 U.S. 213, 218 (1985) (“By its terms, the Act leaves no place for the exercise of discretion by a district court, but instead mandates that district courts shall direct the parties to proceed to arbitration on issues as to which an arbitration agreement has been signed.”). “To determine whether the parties formed an agreement to arbitrate, courts “apply ordinary state-law principles that govern the formation of contracts.” Int'l Bhd. of Teamsters v. NASA Servs., Inc., 957 F.3d 1038, 1042 (9th Cir. 2020) (quoting First Options of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)).

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III. DISCUSSION

Defendants move to compel arbitration in this matter under an arbitration agreement proffered to have been signed electronically by Plaintiff on October 6, 2019. (Decl. Elizabeth Paczak Supp. Defs.' Mot. Arbitrate (“Paczak Decl.”) ¶ 12, ECF No. 10, Ex. C, Arbitration Agreement (the “Agreement”), ECF No. 10-3 at 1-3.)

A. The Court finds Sufficient Meet and Confer

Plaintiff suggests Defendants did not engage in adequate meet and confer prior to the filing of this motion. (See Decl. William H. Hogg Supp. Opp'n (“Hogg Decl.”) ¶ 15, ECF No. 14-2 at 1.) The Court finds Defendants have sufficiently demonstrated meaningful meet and confer concerning the subject matter of this motion. (See ECF No. 9 at 2-3; Defs.' Reply Supp. Mot. Compel Arbitrate (“Reply”) 5, ECF No. 16.)

B. Plaintiff's Framing of the Day of Signing the Arbitration Agreement

As part of the orientation process, Plaintiff states she was required to attend an all-day orientation session at the Bath & Body Works store on Sunday, October 6, 2019. (Pl.'s Opp'n Mot. Arbitrate (“Opp'n”) 6; Decl. Kiandra Holman Supp. Opp'n Mot. Arbitrate (“Holman Decl.”) ¶ 3, ECF No. 14-1 at 1.) Plaintiff proffers that during the eight-hour Sunday shift, Defendants never explained what arbitration was, nor told Plaintiff she would be required to sign an arbitration agreement during the orientation presentations. (Opp'n 6; Holman Decl. ¶ 4.)

Plaintiff alleges that after working a full eight hour orientation session “on a Sunday, Plaintiff was forced to sit at a computer in the back room of the store and ‘click and sign' through all of her on-boarding forms before she was allowed to leave for the day.” (Opp'n 6; Holman Decl. ¶ 5.) “Because it was the end of the day, Plaintiff was generally rushed through this signature process; Plaintiff was told to ‘just click and sign' everything and that all the documents were standard acknowledgement forms.” (Id.) Plaintiff proffers that: Defendants “explained to Plaintiff that the forms were simply meant to acknowledge she attended orientation, ” that Plaintiff does not remember seeing or signing an arbitration agreement, and that she was not informed what arbitration was or what signing would mean about her legal

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rights to bring a lawsuit against Defendants. (Opp'n 6-7.) Plaintiff further alleges she was not provided a full opportunity to read the document because the software automatically took her to the signature line, and she was rushed through the process as it was near closing time on a Sunday night. (Opp'n 7.) Plaintiff submits that because she was not aware the arbitration agreement was inserted into her on-boarding documents, she had no reason to further inquire into what arbitration was or whether Defendants were including such document. (Opp'n 7.)

Defendants respond that while the circumstances are not germane to the issues, as to Plaintiff's claim that she worked a full eight hours before signing the Agreement at the end of her shift, BBW's records establish that she only worked three hours and one minute on that day, and executed the onboarding documents at the beginning of her shift. (Reply 7 n.2; Elizabeth Paczak Reply Decl. (“Reply Decl.”) ¶ 5, ECF No. 17 (“According to BBW's records, including Ms. Holman's time punch data, which are maintained in the regular and ordinary course of business, Ms. Holman only worked three hours and one minute on October 6, 2019, which is the day she completed her electronic onboarding paperwork. BBW's timestamp data also show that she completed her electronic onboarding paperwork approximately 30 minutes after the start of her training shift that day.”)

C. Whether a Valid Agreement to Arbitrate Exists and Whether the Agreement Encompasses the Dispute at Issue

Defendants submit that Plaintiff entered into a valid agreement to arbitrate; that the issues in this lawsuit fall within the scope of the Agreement; and that all named Defendants may enforce the Agreement against the Plaintiff. (Mot. 4.) Plaintiff submits that dismissal of the class claims is improper arguing such claims are expressly outside the terms of the Agreement. (Opp'n 5.) Plaintiff also argues the Agreement is unconscionable and unenforceable...