Waters v. Express Container Servs. of Pittsburgh, LLC

• Decision Date: 18 October 2022
• Docket Number: 94 WDA 2022
• Citation: 284 A.3d 1217
• Parties: James Eddie WATERS v. EXPRESS CONTAINER SERVICES OF PITTSBURGH, LLC, Express Container Service Limited Liability Company, Miller Transporters, Inc., Miller Transportation Services, Inc., Miller Intermodal Logistic Services, Inc., Heniff Transportation Systems, LLC., Heniff Transportation Holdings, LLC., Heniff Holdco, LLC, and Pre-HTS, Inc. Appeal of: Miller Transporters, Inc., Miller Transportation Services, Inc., Miller Intermodal Logistic Services, Inc., Heniff Transportation Systems, LLC., Heniff Transportation Holdings, LLC., Heniff Holdco, LLC, and Pre-HTS, Inc.
• Court: Pennsylvania Superior Court

284 A.3d 1217

James Eddie WATERS

v. EXPRESS CONTAINER SERVICES OF PITTSBURGH, LLC, Express Container Service Limited Liability Company, Miller Transporters, Inc., Miller Transportation Services, Inc., Miller Intermodal Logistic Services, Inc., Heniff Transportation Systems, LLC., Heniff Transportation Holdings, LLC., Heniff Holdco, LLC, and Pre-HTS, Inc.Appeal of: Miller Transporters, Inc., Miller Transportation Services, Inc., Miller Intermodal Logistic Services, Inc., Heniff Transportation Systems, LLC., Heniff Transportation Holdings, LLC., Heniff Holdco, LLC, and Pre-HTS, Inc.

No. 94 WDA 2022

Superior Court of Pennsylvania.

Argued September 21, 2022

Filed: October 18, 2022

Reargument Denied: December 14, 2022

Brian L. Shepard, Pittsburgh, for appellants.

Michael L. Mays, Pittsburgh, for Waters, appellee.

BEFORE: OLSON, J., DUBOW, J., and COLINS, J.^*

OPINION BY COLINS, J.:

Appellant Miller Transporters, Inc. (Miller) appeals from an order of the Court of Common Pleas of Allegheny County (trial court) overruling its preliminary objection seeking arbitration of claims brought against it by James Eddie Waters (Plaintiff). For the reasons set forth below, we reverse and remand with instructions to order arbitration of Plaintiff's claims against Miller.

This case is an action for personal injuries that Plaintiff, a truck driver who lives in Georgia, suffered on October 15, 2018, when he fell from the catwalk on the top of a tanker-trailer that he was inspecting at a trucking terminal in Pittsburgh. Second Amended Complaint ¶¶1, 31, 35-45. The trucking terminal was owned by Express Container Services of Pittsburgh, LLC (Express). Id. ¶22; Express Answer to Second Amended Complaint ¶22. At the time of the accident, Plaintiff was working on an assignment to transport the tanker-trailer for Miller under an Equipment Lease and Transportation Agreement that Plaintiff and Miller entered into on October 2, 2017. Second Amended Complaint ¶¶31, 35-37; Preliminary Objections to Second Amended Complaint ¶¶28-29; Plaintiff's Response to Preliminary Objections to Second Amended Complaint ¶¶16-17. Plaintiff alleges that he was required by Miller and its customer to perform the inspection of the tanker-trailer before transporting it. Second Amended Complaint ¶¶36-37.

Under the Equipment Lease and Transportation Agreement, Plaintiff leased a truck tractor that he owned to Miller for a three-year period and used it to transport loads for Miller, for which he received 63% or 67% of the base-line haul revenue from each shipment, 63% or 67% of certain other charges paid by Miller's customers, and some other items of compensation. Equipment Lease and Transportation Agreement ¶¶1-3, Schedules A & B. This agreement contains the following dispute resolution provisions:

A. If a controversy or claim arises out of or relates to this Agreement or operations pursuant to this Agreement, the parties agree to negotiate the controversy or claim in good faith for a period of thirty (30) days after the controversy or claim is presented before legal proceedings or arbitration is instituted.

B. If there is no resolution of the claim or controversy through the procedure set forth in Section 20(A), the controversy or claim shall at the request of any party, made before or after institution of legal proceedings, be determined by binding arbitration. This transaction involves interstate commerce, and the arbitration is subject to and shall be conducted in accordance with the United States Arbitration Act notwithstanding any choice of law or other provision in the Agreement, and under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). The arbitrator shall have authority to award damages and grant such other relief he deems appropriate. The arbitrator shall give effect to the laws of the State of Mississippi, including statutes of limitation, in determining any claim. Pursuant to Mississippi Code Annotated § 75-2A-506, any action for default under this lease contract, including breach of warranty or indemnity, must be commenced within one (1) year after the cause of action accrued. For any and all actions to which Section 75-2A-506 does not apply, the three year statute of limitations prescribed by Mississippi Code Annotated § 15-1-49 shall apply. Any controversy concerning whether an issue is arbitrable shall be determined by the arbitrator. Judgment upon the arbitration award may be entered in any Court having jurisdiction. The arbitrator shall be chosen no later than 30 days after filing the claim with AAA. The arbitration procedure shall be concluded and the arbitrator's award issued no later than 180 days after selection of the arbitrator. Any claim arising under this Agreement shall be determined separate from the claims of others allegedly similarly situated, and shall not be the subject of a class, consolidated or collective action involving multiple contractors.

Equipment Lease and Transportation Agreement ¶20(A)-(B) (emphasis added). The Equipment Lease and Transportation Agreement also contains the following notice in bold face letters:

THIS AGREEMENT CONTAINS DISPUTE RESOLUTION PROVISIONS WHICH INCLUDE PROVISIONS FOR BINDING ARBITRATION, BY THEIR EXECUTION OF THIS AGREEMENT, THE PARTIES ACKNOWLEDGE THEIR AWARENESS AND AGREEMENT TO THOSE PROVISIONS.

Id. at 14.

On October 9, 2020, Plaintiff filed this action against Express, Miller and seven other entities. Plaintiff filed a complaint on February 24, 2021, and subsequently filed an amended complaint and second amended complaint in response to preliminary objections. In his second amended complaint, Plaintiff alleged that Express was negligent in its duties as a landowner and was negligent in failing to remove the chemical residue on which he slipped and in failing to provide safety equipment for his inspection. Second Amended Complaint ¶¶34, 39-41, 44, 54. Plaintiff alleged that Miller was negligent in subjecting Plaintiff to unsafe working conditions, in failing to properly train him, and in failing to provide safety equipment for his inspection. Id. ¶56.

Miller and six of the other defendants that were not affiliated with Express filed a joint set of preliminary objections to Plaintiff's second amended complaint seeking dismissal of Plaintiff's claims against them on various grounds. In these preliminary objections, Miller asserted, inter alia , that Plaintiff's claims against it were subject to mandatory arbitration under the Equipment Lease and Transportation Agreement and sought dismissal of Plaintiff's claims against it on that basis. Preliminary Objections to Second Amended Complaint ¶¶28-29, 47-52. On December 21, 2021, the trial court overruled all of the preliminary objections. Trial Court Order, 12/21/21.

On January 14, 2022, Miller and the six other defendants who had filed preliminary objections with it appealed the order overruling the preliminary objection that Plaintiff was required to arbitrate his claims against Miller. On February 16, 2022, the parties stipulated to the dismissal of all defendants other than Express and Miller and the trial court on February 22, 2022 dismissed those seven other defendants from the case. Stipulation to Dismiss Less Than All Defendants; Trial Court Order, 2/22/22. The only parties remaining in this action are therefore Plaintiff, Express, and Miller.

In this appeal,¹ Miller presents the following single issue for our review:

Whether the Lease Agreement entered into between Plaintiff-Appellee, James Waters ("Plaintiff") and Defendant Miller mandates the arbitration of disputes between the parties, and whether the personal injury claim[s] asserted in this matter are within the scope of that arbitration provision, and must, therefore, be arbitrated pursuant to that Lease Agreement?

Appellant's Brief at 5.

Both Pennsylvania and federal law impose a strong public policy in favor of enforcing arbitration agreements. Marmet Health Care Center, Inc. v. Brown , 565 U.S. 530, 532-33, 132 S.Ct. 1201, 182 L.Ed.2d 42 (2012) ; Moses H. Cone Memorial Hospital v. Mercury Construction Corp. , 460 U.S. 1, 24, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983) ; In re Estate of Atkinson , 231 A.3d 891, 898 (Pa. Super. 2020) ; Saltzman v. Thomas Jefferson University Hospitals, Inc. , 166 A.3d 465, 471 (Pa. Super. 2017). Pennsylvania applies the following two-part test to determine whether a claim must be arbitrated: 1) the court must first determine whether a valid agreement to arbitrate exists; and 2) if a valid agreement to arbitrate exists, the court must determine whether the dispute falls within the scope of the arbitration agreement. TTSP Corp. v. Rose Corp. , 217 A.3d 1269, 1280 (Pa. Super. 2019) ; Saltzman , 166 A.3d at 472 ; Provenzano v. Ohio Valley General Hospital , 121 A.3d 1085, 1094 (Pa. Super. 2015).²

There is no dispute here that there is a valid agreement to arbitrate. Plaintiff admits that he and Miller entered into the Equipment Lease and Transportation Agreement and that the Equipment Lease and Transportation Agreement contains provisions that require that any claim that "arises out of or relates to this Agreement or operations pursuant to this Agreement ... shall at the request of any party, made before or after institution of legal proceedings, be determined by binding arbitration." Preliminary Objections to Second Amended Complaint ¶¶29, 47-48; Plaintiff's Response to Preliminary Objections to Second Amended Complaint ¶¶17, 35-36; Equipment Lease and Transportation Agreement ¶20(A)-(B). Plaintiff does not argue that the Equipment Lease and Transportation Agreement or its arbitration clause is unconscionable or invalid for any reason. Neither the fact that Plaintiff's claims are personal injury claims nor the fact that arbitration would bifurcate Plaintiff's claims and require piecemeal litigation of the same claims in separate fora³ is a permissible ground for denying arbitration if Plaintiff's claims are within the scope of the...