Inman v. Grimmer
| Decision Date | 23 April 2021 |
| Docket Number | S-20-0178 |
| Citation | 485 P.3d 396 |
| Parties | Georgia Noel INMAN, Appellant (Plaintiff), v. Matthew G. GRIMMER, individually; Jacob R. Davis, individually; Grimmer & Associates, P.C., a Utah professional corporation; and Grimmer, Davis, Revelli & Ballif, a Utah professional corporation, Appellees (Defendants). |
| Court | Wyoming Supreme Court |
Representing Appellant: John H. Robinson and Lauretta Y. Welch of Robinson Stelting Welch Bramlet LLC, Jackson, Wyoming. Argument by Mr. Robinson and Ms. Welch.
Representing Appellees Matthew G. Grimmer, Jacob R. Davis and Grimmer, Davis, Revelli & Ballif, P.C.: Daniel P. Murphy and Eric M. Lee of Murphy & Decker, P.C., Denver, Colorado. Argument by Mr. Murphy.
Representing Appellees Grimmer & Associates, P.C.: Jacob R. Davis of Grimmer Davis Revelli & Ballif, P.C., Lehi, Utah.
Before DAVIS, C.J., and FOX, KAUTZ, BOOMGAARDEN, and GRAY, JJ.
[¶1] Georgia Noel Inman filed a legal malpractice complaint against Matthew G. Grimmer, Jacob R. Davis, Grimmer & Associates, P.C., and Grimmer, Davis, Revelli & Ballif, P.C.1 (collectively Grimmer). Grimmer filed a motion to dismiss and compel arbitration based on the arbitration provision in the parties’ engagement agreement. The court granted Grimmer's motion to compel arbitration and dismissed the complaint. Ms. Inman appeals, arguing the district court erred when it granted the motion to compel arbitration because the arbitration provision and the engagement agreement are unenforceable, and when it dismissed her complaint without ruling on the enforceability of the engagement agreement.
[¶2] We conclude the district court: erred when it failed to stay the malpractice action as required by the Wyoming and Utah Uniform Arbitration Acts; properly limited its review to whether the arbitration provision was enforceable; and correctly ruled on the enforceability of the arbitration provision. We therefore affirm the district court's order compelling arbitration, but reverse its dismissal of the action and remand with instructions to stay the proceedings pending arbitration.
[¶3] We restate the issues as:
[¶4] Ms. Inman's father, Walker P. Inman Jr., created the Walker P. Inman Jr. Revocable Trust (the WPI Trust) naming Ms. Inman, her twin brother Walker Patterson Inman (Patterson), and their stepmother, Daralee Inman, as beneficiaries.2 Walker died in February 2010 when Ms. Inman and Patterson were 12 years old. After Walker's death, the children's biological mother, Daisha Williams, took custody of Ms. Inman and Patterson. Daisha and the children moved to Utah, where Daisha hired Grimmer to represent the three of them.
[¶5] Grimmer represented Ms. Inman, Patterson, and Daisha over the next three years, including in a probate action and a civil action in Wyoming against Daralee, challenging her depletion of trust assets. Grimmer also grew involved in Ms. Inman's life, helping her find employment, arranging educational tutors, and assisting her with travel arrangements, health care, and buying a car. After she turned 18 in 2015, Ms. Inman signed a new engagement agreement at Grimmer's request. The new agreement contained an arbitration provision. Grimmer also continued to represent Patterson and Daisha.
[¶6] Ms. Inman's and Patterson's interests soon diverged. By 2017, Ms. Inman wished to end the litigation against Daralee but Patterson did not. In 2016 and 2017, Grimmer helped Patterson attempt to buy real property from the WPI Trust. During this time, Grimmer also drew up and had Ms. Inman sign documents regarding the real property and the trust litigation that benefitted Patterson. Ms. Inman claims Grimmer told her these documents would help end the litigation against Daralee, and did not explain how they might adversely effect her interests. Ms. Inman fired Grimmer in September 2017. Grimmer continued to represent Patterson in matters involving Ms. Inman.
[¶7] Ms. Inman filed her legal malpractice action in Wyoming in June 2019, alleging Grimmer violated the Wyoming Rules of Professional Conduct and breached its fiduciary duties in numerous ways. In response, Grimmer filed a motion to dismiss and compel arbitration, referring the district court to the following arbitration provision in their engagement agreement:
Any dispute arising out of, in connection with, or in relation to the interpretation, performance or breach of this agreement—including any claim of legal malpractice (or similar claim) and any claim involving fees or expenses—shall be resolved by final and binding arbitration conducted in Utah County, Utah, administered by and in accordance with the Utah Uniform Arbitration Act, and any judgment upon any award rendered by the arbitrator may be entered by any state or federal court having jurisdiction to do so. Client further acknowledges that, by so agreeing, Client waives the right to a jury trial. Client also acknowledges that arbitration provides only limited discovery and that courts will enforce an award in arbitration without reviewing it for errors of fact or law.
Grimmer asserted Ms. Inman's claims fell within the scope of the provision, and therefore she should be required to submit them to arbitration in Utah.
[¶8] Ms. Inman responded, arguing both the engagement agreement and arbitration provision were unenforceable as unconscionable and in violation of public policy. Because both parties submitted materials outside the pleadings, the court converted Grimmer's motion to dismiss to a summary judgment motion. The court awarded summary judgment to Grimmer. It held that the arbitration provision was enforceable and the engagement agreement was arbitrable. The court concluded the arbitrator must determine whether the engagement agreement was enforceable. The court then dismissed Ms. Inman's complaint and ordered the parties to arbitrate. Ms. Inman appealed.
[¶9] We review the district court's ruling on Grimmer's motion to compel arbitration de novo. See Miller v. Life Care Centers of America, Inc. , 2020 WY 155, ¶ 13, 478 P.3d 164, 168 (Wyo. 2020) (citing Hancock v. American Tel. and Tel. Co., Inc. , 701 F.3d 1248, 1261 (10th Cir. 2012).
[¶10] Wyoming and Utah each have an interest in this matter—the engagement agreement and the arbitration provision provide that Utah law should govern, but Ms. Inman filed her malpractice suit in Wyoming. Both states have adopted versions of the Uniform Arbitration Act, which: inform each state's case law on matters regarding appealability of arbitration rulings; prescribe the procedural posture for any underlying action when the court orders arbitration; and set forth the exclusive procedure and scope of action district courts must follow when a party seeks to compel arbitration. See Wyo. Stat. Ann. §§ 1-36-101 et seq. (LexisNexis 2019); Utah Code Ann. §§ 78B-11-101 et seq. The answer to the first two issues, though procedural and thus governed by Wyoming law, Denbury Onshore, LLC v. APMTG Helium LLC , 2020 WY 146, ¶ 24, 476 P.3d 1098, 1105 (Wyo. 2020), is the same under either state's laws. Because the third issue is substantive, we will honor the parties’ choice of law and apply Utah law. See id.
[¶11] We first consider our jurisdiction to review the district court's order compelling arbitration. See McCallister v. State ex rel. Department of Workforce Services, 2019 WY 47, ¶ 10, 440 P.3d 1078, 1081 (Wyo. 2019) (). The Wyoming and Utah Uniform Arbitration Acts similarly identify which arbitration rulings may be appealed, and an order compelling arbitration does not appear on either list. See Wyo. Stat. Ann. § 1-36-119(a) ; Utah Code Ann. § 78B-11-129(1). The Wyoming act states:
We exercise appellate jurisdiction in this case because the district court's order dismissing Ms. Inman's complaint constitutes a final judgment. Scherer v. Schuler Custom Homes Const. , 2004 WY 109, ¶¶ 12–13, 98 P.3d 159, 162 (Wyo. 2004) (); see also McGibbon v. Farmers Ins. Exchange , 2015 UT 3, ¶¶ 9–10, 345 P.3d 550 ().
[¶12] In Scherer , a breach of contract case, the district court applied summary judgment review to Schuler's motion to dismiss and compel arbitration. Scherer , ¶¶ 1, 7–9, 98 P.3d at 160, 161. Upon granting the motion and ordering arbitration, the court dismissed the underlying action. Id. ¶ 12, 98 P.3d at 162. We determined on appeal that though the order "did not decide the parties’ underlying dispute," "[t]he matter was not stayed" and "any future appeal from an arbitration decision would have to be commenced in a new [ ] action." Id. Under such circumstances, like those before us now, we found the "summary judgment ruling finally ended this particular action[,]" and we concluded our jurisdiction was proper under W.R.A.P. 1.05(a). Id. ¶¶ 12–13, 98 P.3d at 162.
[¶13] Conversely, in Dennis v. Jack Dennis Sports, Inc. , 2011 WY 96, 253 P.3d 495 (Wyo. 2011), we dismissed for lack of jurisdiction the appeal of an order compelling...
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