Wright v. Hernandez

• Decision Date: 17 July 2015
• Docket Number: No. 08–14–00303–CV,08–14–00303–CV
• Citation: 469 S.W.3d 744
• Parties: Wayne Wright, Individually, and Wayne Wright, LLP, d/b/a Wayne Wright Injury Lawyers, Appellants, v. Erika V. Hernandez, Appellee.
• Court: Texas Court of Appeals

469 S.W.3d 744

Wayne Wright, Individually, and Wayne Wright, LLP, d/b/a Wayne Wright Injury Lawyers, Appellants

v.Erika V. Hernandez, Appellee.

No. 08–14–00303–CV

Court of Appeals of Texas, El Paso.

July 17, 2015

Enrique Chavez Jr., El Paso, TX, for Appellee.

Tory F. Taylor, Litchfield Cavo, L.L.P., Houston, TX, for Appellants.

Before McClure, C.J., Rodriguez, and Hughes, JJ.

OPINION

STEVEN L. HUGHES, Justice

Erika Hernandez sued attorney Wayne Wright and his law firm, Wayne Wright, LLP,¹ for wrongful termination. Wayne Wright moved to compel arbitration and to abate the proceedings pending arbitration. Hernandez did not file a response. Following a hearing, the trial court denied the motion. In this interlocutory appeal, Wayne Wright contends the trial court erred in denying its motion, because it met its burden to establish the existence of a valid, enforceable arbitration agreement, despite its failure to sign the agreement. We agree and conclude there is no evidence that the parties intended Wayne Wright's signature to be a condition precedent to the enforcement of the agreement. We therefore reverse and remand for entry of an order compelling arbitration.

BACKGROUND

Wayne Wright hired Hernandez as a paralegal in September 2009.² Hernandez worked for Wayne Wright until her termination in February 2012. Hernandez complained to the Texas Commission on Human Rights that, among other things, she was wrongfully terminated for medical complications arising from her pregnancy. After receiving her notice of right to sue from the Commission, Hernandez filed suit against Wayne Wright asserting claims for wrongful termination and sexual discrimination.

Wayne Wright filed a motion to compel arbitration. Wayne Wright attached to its motion a document entitled “Confidentiality and Arbitration Agreement,” which Wayne Wright claimed governed the parties' dispute. The arbitration agreement stated it was between “Wayne Wright, LLP (the ‘Employer’)” and “Erika Hernandez (the ‘Employee’),” and contained a hand-written date of “9/21/09.” The initials, “EH,” appeared at the bottom of each page, and the signature of “Erika Hernandez” appeared on the last page of the agreement, under the signature block for “Employee.” The last page of the agreement also included a signature block for “Employer: Wayne Wright, LLP,” but no signature was affixed thereto. Above the signature block, the agreement contained the following statement: “EXECUTED in Bexar County, Texas by all parties on this the date hereinabove first recited.” The initials for Wayne Wright or Wayne Wright's representative did not appear anywhere on the document. Wayne Wright failed to attach to its motion any supporting affidavits or other evidence to authenticate the document.

In its motion to compel arbitration, Wayne Wright asserted that Hernandez's claims for wrongful termination and sexual discrimination came within the scope of the arbitration agreement and requested the trial court to order Hernandez to arbitrate her claims. The trial court set Wayne Wright's motion for hearing on Thursday, October 30, 2014. Hernandez did not file a written response to the motion before the hearing. Instead, on the day of the hearing, Hernandez's counsel advised the trial court he had prepared a “memorandum of law” to present to the court, which presumably argued that Wayne Wright had failed to properly authenticate the arbitration agreement.³

After Wayne Wright's counsel objected that he had not previously been given a copy of the memorandum of law, the following dialogue occurred between Wayne Wright's counsel and the trial court:

MR. MENA: Judge, first of all, I would say that there's been no response filed for this motion. This is the first time I've seen this plaintiff's memorandum of law regarding the requirements for this—to compel arbitration per the local rules. I would ask that the Court either not consider plaintiff's argument and plaintiff's motion or allow me to continue the argument and supplement that with an affidavit to prove this document up.

THE COURT: Whatever you wish.

MR. MENA: Either way is fine, Judge. It's up to you. I would prefer to continue the argument.

THE COURT: That's fine.

MR. MENA: Thank you, Judge. We'll bring an affidavit proving this document at a later date.

Counsel for Hernandez did not object to Wayne Wright's offer to supplement its motion. Hernandez's counsel also did not dispute that Hernandez's claims came within the scope of the arbitration agreement. Instead, he asserted that Wayne Wright had failed to present any evidence, such as a sponsoring witness, to authenticate the arbitration agreement.

Hernandez's attorney also argued that Wayne Wright had failed to present any evidence that Hernandez's signature on the document was genuine. In response, Wayne Wright's attorney acknowledged that he had no “personal knowledge” that Hernandez had signed the agreement, but offered to “remedy” this deficiency by providing an affidavit addressing that issue post-hearing. In addition, Wayne Wright's counsel pointed out that Hernandez had not filed a written response disputing the signature on the agreement was not genuine.

During the hearing, the trial court questioned whether the parties' agreement was a binding contract in light of Wayne Wright's failure to sign the agreement. Hernandez's attorney also addressed this issue, referring to Wayne Wright's failure to sign the agreement as a “glaring defect.” Counsel argued that this deficiency rendered the agreement unenforceable, as there was no “meeting of the minds” or any indication that Wayne Wright intended to be bound by the agreement. He further argued that by failing to sign the agreement, Wayne Wright was in a position to unilaterally and arbitrarily determine, in any given situation, whether it would seek to enforce the agreement, which improperly allowed Wayne Wright to “have it both ways.”

In response, Wayne Wright's attorney argued that Texas law does not require an employer to sign an arbitration agreement if there is sufficient evidence to establish that there was a meeting of the minds and that both parties intended to be bound by the agreement. Wayne Wright's counsel further argued that the parties' intent could be inferred from the facts that Wayne Wright drafted the agreement, presented it to Hernandez to sign, and kept the agreement as a business record.

Hernandez's counsel asked the trial court to deny Wayne Wright's motion to compel arbitration in light of the “complete lack of evidence before the Court” to establish the existence of a valid arbitration agreement. In response, Wayne Wright's counsel asked the trial court to take the matter “under advisement” and to allow him to “file an affidavit proving up the agreement.” The trial court did not directly respond to counsel's request, and instead asked the parties if they had “[a]nything further?” Hernandez's counsel thereafter once again pointed to Wayne Wright's failure to authenticate the arbitration agreement, and in response, Wayne Wright's attorney yet again acknowledged this deficiency, but advised the trial court that he “would still like to file the affidavit.” Hernandez's counsel neither objected nor responded to Wayne Wright's request to supplement the record.

Before the hearing adjourned, both parties tendered proposed orders to the trial court, and the court advised the parties that it would make its decision within 48 hours, but no later than the following Monday morning, at which time the court would “sign one of these [orders].” The hearing adjourned after this final exchange between Wayne Wright's counsel and the trial court:

MR. MENA: How would you like me to get the affidavit to you as quickly as possible?

THE COURT: See my coordinator.

MR. MENA: Yes, sir.

On Friday afternoon, October 31, 2014, Wayne Wright filed affidavits from Jana Hajduk, Wayne Wright's Human Resource Manager, and from Harold T. McCaull, Jr., Wayne Wright's Chief of Operations. In her affidavit, Hajduk stated that she was attaching the parties' nine-page arbitration agreement, that she had personal knowledge that the agreement had been prepared by Wayne Wright, and that Hernandez had executed the agreement on September 21, 2009. Hajduk further expressed that the signature appearing on the document was in fact Hernandez's signature, averring that she was familiar with Hernandez's signature through Hernandez's employment with the Wayne Wright law firm. In his affidavit, McCaull stated that the agreement had been “created and kept” by Wayne Wright in the regular course of its business, and that the copy attached was an exact duplicate of the original.

In addition, Wayne Wright provided the trial court with a brief to its position that the agreement was valid and binding on both parties despite the lack of Wayne Wright's signature on the agreement. Wayne Wright asserted that: “It is clear from the facts and circumstances surrounding the Agreement that Wayne Wright LLP and Erika V. Hernandez intended for this Agreement to be a valid, binding, and enforceable contract which both parties could rely upon during Plaintiff's employment with Wayne Wright LLP.”⁴

On Monday, November 3, 2014, the trial court signed the order presumably tendered by Hernandez's attorney denying Wayne Wright's motion to compel arbitration. The order did not specify the basis of the trial court's decision.

DISCUSSION

This appeal involves two primary issues: (1) whether Wayne Wright properly authenticated the arbitration agreement; and (2) if so, whether Wayne Wright established the arbitration agreement was valid and enforceable absent its signature. We conclude that Wayne Wright properly authenticated the arbitration agreement and established the arbitration agreement was valid and enforceable absent its signature. Accordingly, we reverse the trial court's denial of arbitration.

Standard of Review

We review a trial court's decision to grant or deny a motion to compel arbitration under an abuse of...