GARCIA VS MARRIOTT’S DESERT SPRINGS DEVELOPMENT CORPORATION

In Reply, Defendants ask the court to take judicial notice of Marriott Vacations Worldwide Corporations List of Subsidiaries attached as Exhibit 21.1 to its 2017 10-K Report. This is not relevant or necessary to the court’s analysis. DENIED

Motion to Compel Arbitration

Upon the motion of a party to an agreement to arbitrate, the court must grant a petition to compel arbitration unless it finds: no written agreement to arbitrate exists; the right to compel arbitration has been waived; grounds exist for revocation of the agreement; or litigation is pending that may render the arbitration unnecessary or create conflicting rulings on common issues. (CCP § 1281.2.) A proceeding to compel arbitration is in essence a suit in equity to compel specific performance of a contract. (Freeman v. State Farm Mutual Auto Insurance Co. (1975) 14 Cal.3d 473, 479.) The petition/motion to compel must set forth the provisions of the written agreement and the arbitration clause verbatim, or such provisions must be attached and incorporated by reference. (CRC 3.1330; see also Condee v. Longwood Mgmt. Corp. (2001) 88 Cal.App.4th 215, 218-19.)

“In ruling on a petition to compel arbitration, the trial court may consider evidence on factual issues relating to the threshold issue of arbitrability . . . Parties may submit declarations when factual issues are tendered with a motion to compel arbitration.” (Engineers & Architects Assn. v. Community Development Dept. (1994) 30 Cal.App.4th 644, 653.) In the summary proceedings on a motion to compel arbitration, “the trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court’s discretion, to reach a final determination.” (Engalla v. Permanente Medical Group, Inc. (1997) 15 Cal.4th 951, 972.)

The Federal Arbitration Act (FAA) (9 U.S.C. §§1 et seq.) also authorizes enforcement of arbitration clauses unless grounds exist in law or equity for the revocation of any contract. (9 U.S.C. §2). The enforcement language of the FAA is almost identical to Code of Civil Procedure, section 1281. In situations governed by the FAA, conflicting state law is preempted in either state or federal courts. (Volt Info. Sciences, Inc. v. Board of Trustees of Leland Stanford Junior University (1989) 489 U.S. 468, 477). To compel arbitration under the FAA, a finding must be made that an agreement exists for arbitration between the parties and the agreement covers the dispute. (AT&T Technologies, Inc. v. Communications Workers of America (1986) 475 U.S. 643, 648-49).

The leading U.S. Supreme Court case discussing the scope of arbitration clauses held that the enforcement of an arbitration clause is a matter of ordinary state-law contract principles. (AT&T Mobility LLC v. Concepcion (2011) 131 S.Ct. 1740, 1745 (Concepcion); First Options v. Kaplan (1995) 514 U.S. 938, 944.) Arbitration agreements are on equal footing with other contracts and should be enforced according to their terms. (Concepcion, 131 S.Ct. 1740, 1745.) The phrase in the FAA, 9 U.S.C. §2, that arbitration agreements can be declared unenforceable on grounds of law or equity for revocation permits invalidating such agreements on contract defenses of fraud, duress or unconscionability. (Concepcion, 131 S.Ct. 1740, 1746.)

“Under both federal and California law, arbitration agreements are valid, irrevocable, and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract.” (Armendariz v. Foundation Health Psychcare Services (2000) 24 Cal.4th 83, 98 (Armendariz).)

Similar to California law, any doubt about the arbitration of a dispute under the FAA is resolved in favor of arbitration. (AT&T Techs. v. Communs. Workers of America, supra, at p. 650.)

In the summary proceedings on a motion to compel arbitration, “the trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court’s discretion, to reach a final determination.” (Engalla v. Permanente Medical Group, Inc. (1997) 15 Cal.4th 951, 972.)

Existence of Agreement

The party seeking to compel arbitration has the burden of proving the existence of a valid arbitration agreement by a preponderance of the evidence. (CCP § 1281.2; Ruiz v. Moss Bros. Auto Group (2014) 232 Cal.App.4th 836, 842.) California Rules of Court, Rule 3.1330 provides that a party seeking to compel arbitration must attach a copy of the agreement to the petition or the petition must set forth the provisions of the agreement. The moving party needs only to allege the existence of an agreement, and once they have done so the burden shifts to the responding party to prove the falsity of the purported agreement. (Condee v. Longwood Management Corp. (2001) 88 Cal.App.4th 215, 219.)

Here, Defendants provide the declaration of Candace Shipp, Assistant Vice-President for Human Resources for Marriott Resorts Hospitality Corporation (MRHC). MRHC is a wholly owned subsidiary of Marriott Ownership Resorts, Inc. (“MORI)”, which is a wholly owned subsidiary of Marriott Vacations Worldwide Corporation (“MVWC”). Shipp explains Plaintiff “was employed by MRHC and not Marriott’s Desert Springs Development Corporation.” (Shipp Decl. fn. 1.) MRHC manages several MVWC properties, including the property where Plaintiff worked. MRHC is “primarily responsible for the day-to-day operations of [the resort where Plaintiff worked], including its janitorial staff where Plaintiff was employed.” (Shipp Decl. ¶2.)

Shipp explains the process by which Plaintiff was presented with the Arbitration Agreement. (Shipp Decl. ¶¶4-6.) Shipp notes Plaintiff checked the “I agree” box indicating his acceptance of the Arbitration Agreement, handwrote his name, and hand-signed his signature on the Agreement. (¶6.) Plaintiff could have selected the “I do not agree” box in the document, but he did not do so. Shipp provides a copy of the Arbitration Agreement Plaintiff signed. (Shipp Decl. Ex. 1.)

Defendants have met their initial burden to show an Arbitration Agreement exists between the parties. In Opposition, Plaintiff contends no agreement exists because MRHC is a separate and distinct entity from Defendant Marriott’s Desert Springs Development Corporation. The Agreement identifies the parties as Plaintiff and “Marriott Resorts Hospitality Corporation or one of its affiliates, successors, subsidiaries, assigns, or parent companies.” (Shipp Decl. Ex.

1. P.1.) Shipp further explains Plaintiff was employed by MRHC and not Marriott’s Desert Springs Development Corporation. Shipp’s declaration makes clear that “Marriott’s Desert Springs [] Development Corporation is an affiliate business entity of MRHC.” (Shipp Decl. ¶2.) This evidence brings Defendant squarely within the Agreement as an “affiliate” of MRHC.

Defendants who are not signatories may seek to enforce the arbitration agreement against a signatory under such theories as: incorporation by reference, assumption, agency, veil-piercing or alter ego, and third-party beneficiary. (Jenks v. DLA Piper Rudnick Gray Cary U.S. LLP (2015) 243 Cal.App.4th 1, 9-10.) When the claims against the nonsignatory are “founded in and inextricably bound up with” the obligations imposed by the agreement containing the arbitration clause, the nonsignatory may enforce the arbitration agreement. But “allegations of substantially interdependent and concerted misconduct by signatories and nonsignatories, standing alone, are not enough.” (Pacific Fertility Cases (2022) 85 Cal.App.5th 887, 893.)

Here, the claims against Marriott’s Desert Springs Development Corporation are “inextricably bound up” with the obligations imposed by the Arbitration Agreement. Furthermore, Shipps’

testimony that Plaintiff worked for MRHC and that MRHC and Marriott’s Desert Springs Development Corporation are affiliates, permits Defendant to move to compel arbitration based on the Agreement Plaintiff signed. Furthermore, the Agreement explicitly applies to claims arising out of Plaintiff’s employment including disputes against the Company’s “officers, directors, supervisors, managers, employees, or agents in their capacity as such or otherwise.” (Shipp Decl. Ex. A. 2.)

Plaintiff does not dispute signing the agreement or argue that the agreement is not enforceable or otherwise unconscionable. GRANTED

4. CASE # CASE NAME HEARING NAME DEFENDANT VOLKSWAGEN GROUP OF AMERICA, INC.’S MOTION TO WELSH VS VOLKSWAGEN COMPEL JOINDER OF CVPS2507164 GROUP OF AMERICA, INC. INDISPENSABLE PARTY H.E. ROSSIN- WELSH PURSUANT TO CODE OF CIVIL PROCEDURE SECTION 389 Tentative Ruling: Granted.

No opposition filed.

After full consideration of the moving papers and arguments of counsel and all other matters presented to the Court, the Court orders as follows:

VWGoA’s Motion to Compel Joinder of Hallie Emily Rossin-Welsh Pursuant to Code of Civil Procedure section 389 is granted.

Moving party to provide notice pursuant to CCP 1019.5.