Quezada v. Bechtel Og & C Constr. Servs., Inc.

946 F.3d 837

Nicole J. QUEZADA, Respondent - Appellee

v.BECHTEL OG & C CONSTRUCTION SERVICES, INCORPORATED, Movant - Appellant

No. 19-20042

United States Court of Appeals, Fifth Circuit.

FILED January 14, 2020

Sara Beth Richey, Richey Law Firm, Clayton D. Craighead, Craighead Law Firm, P.L.L.C., Houston, TX, for Respondent-Appellee.

Patrick V. Melfi, Esq., Bond, Schoeneck & King, Syracuse, NY, Pamela B. Linberg, William Robinson Stukenberg, Jackson Lewis, L.L.P., Houston, TX, for Movant-Appellant.

Before HIGGINBOTHAM, DENNIS, and HO, Circuit Judges.

JAMES L. DENNIS, Circuit Judge:

After conclusion of an arbitration proceeding between Bechtel OG&C Construction Services and its former employee Nicole Quezada on her claims of disability discrimination, failure to accommodate, and retaliation under the Americans with Disabilities Act, Bechtel sought to vacate the arbitrator’s award under the Federal Arbitration Act. Concluding it had jurisdiction over this request and Quezada’s responsive motion to confirm the award, the district court determined that no basis existed under the Federal Arbitration Act on which to vacate the award and it therefore confirmed it. Because the district court correctly concluded it had jurisdiction to entertain the motions submitted by both parties and was correct to confirm the arbitration award here, we AFFIRM.

I

Nicole Quezada worked for Bechtel OG&C Construction Services (Bechtel) on a construction project from August 2015 to February 2017. As a condition of her employment, Quezada was required to agree to participate in Bechtel’s Employee Dispute Resolution Program (DRP). The DRP requires arbitration before the American Arbitration Association (AAA) for "resolving workplace disputes for both employees and the company." The DRP contained detailed provisions governing the procedures to be used by the arbitrator. The DRP also required application of the substantive law that would govern in the federal district court located where the arbitration occurs.

In June 2017, Quezada and Bechtel jointly submitted an employment dispute to the AAA, in which Quezada claimed Bechtel engaged in discrimination, failure to accommodate, and retaliation in violation of the Americans with Disabilities Act (ADA).¹ The AAA arbitrator appointed to preside over the proceedings conducted a three-day evidentiary hearing in March 2018 in Houston, Texas. The parties submitted post-hearing briefs. The arbitrator issued an interim award finding that Quezada had shown discrimination based on Bechtel’s refusal to allow her to work overtime, but that she could not show discriminatory or retaliatory termination "because she accepted a voluntary layoff and it was not a constructive discharge." The arbitrator found Quezada entitled to $500 in nominal damages for the denial of overtime opportunities.

Quezada moved for reconsideration of the interim award. The arbitrator granted reconsideration, setting aside the interim order and finding that it had overlooked key evidence in its earlier award. The arbitrator then issued a final award that found Quezada had shown discrimination and failure to accommodate based on denial of overtime, but that the termination did not violate the ADA. Despite finding the termination was not actionable, the arbitrator awarded (1) $41,944 in back pay (pre-hearing earnings since termination), (2) $50,440 in front pay (projected future earnings), (3) $6,000 for compensatory damages for "depression, anxiety, trouble sleeping and ... PTSD due to Bechtel’s treatment of her," (4) $500 in "[n]ominal damages arising from the denial of the opportunity to work overtime," (5) $197,797.06 in prevailing party attorneys’ fees and costs, (6) $98,934.25 in pre- and post-judgment interest.²

Bechtel then sought vacatur or, alternatively, modification, of the arbitration award in the Southern District of Texas, arguing that the arbitrator exceeded his authority under the parties’ submissions, because its fact finding that Quezada’s termination was not unlawful precluded its award of back- and front-pay, compensatory damages, and attorneys’ fees under governing law. Quezada later moved to confirm the award. The district court concluded (1) it had subject matter jurisdiction over the action under 28 U.S.C. § 1331 as the action arose under federal law (i.e., a federal question); and (2) Bechtel was not entitled to vacatur under the narrow grounds for such relief provided by the Federal Arbitration Act (FAA). Accordingly, the district court denied Bechtel’s motion to vacate and granted Quezada’s motion to confirm. Bechtel timely appealed.

II

We first examine the basis for the district court’s, and our, jurisdiction, which we must consider despite the parties’ agreement that we have jurisdiction. Howery v. Allstate Ins. Co. , 243 F.3d 912, 919 (5th Cir. 2001) (noting that "federal courts ... must consider jurisdiction sua sponte if not raised by the parties"); United States v. Key , 205 F.3d 773, 774 (5th Cir. 2000) ("If the district court lacked jurisdiction, our jurisdiction extends not to the merits but merely for the purpose of correcting the error of the lower court in entertaining the suit." (cleaned up)).

The FAA expresses Congress’s intent that private arbitration agreements be enforced according to their terms. Stolt-Nielsen S.A. v. AnimalFeeds Int’l Corp. , 559 U.S. 662, 682, 130 S.Ct. 1758, 176 L.Ed.2d 605 (2010). Under the FAA, arbitration agreements "shall be valid, irrevocable, and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract." 9 U.S.C. § 2 ; see Stolt-Nielsen , 559 U.S. at 682, 130 S.Ct. 1758. Additionally, a party to an arbitration agreement can seek an order from a federal district court compelling arbitration, 9 U.S.C. § 4 ; see Stolt-Nielsen , 559 U.S. at 682, 130 S.Ct. 1758, and any party to an arbitration may seek to confirm the final arbitration award, which "the court must grant ... unless the award is vacated, modified, or corrected as prescribed in sections 10 and 11 of [the FAA]." 9 U.S.C. § 9 ; Hall St. Associates, L.L.C. v. Mattel, Inc. , 552 U.S. 576, 582, 128 S.Ct. 1396, 170 L.Ed.2d 254 (2008).

"As for jurisdiction over controversies touching arbitration, the [FAA] does nothing, being ‘something of an anomaly in the field of federal-court jurisdiction’ in bestowing no federal jurisdiction but rather requiring an independent jurisdictional basis." Hall St. Associates, L.L.C. v. Mattel, Inc. , 552 U.S. 576, 581–82, 128 S.Ct. 1396, 170 L.Ed.2d 254 (2008). Such independent bases include diversity of citizenship under 28 U.S.C. § 1332 or federal question jurisdiction under 28 U.S.C. § 1331. See Moses H. Cone Mem’l Hosp. v. Mercury Constr. Corp. , 460 U.S. 1, 26 n.32, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983).

In Vaden v. Discover Bank , 556 U.S. 49, 129 S.Ct. 1262, 173 L.Ed.2d 206 (2009), the Supreme Court addressed the proper standard for determining federal jurisdiction when faced with a petition to compel arbitration under section 4 of the FAA. 556 U.S. at 62, 129 S.Ct. 1262. The Court rejected the standard articulation of the well-pleaded complaint rule ordinarily used to analyze federal jurisdiction, under which courts would look to the face of the federal court petition for a basis for federal jurisdiction. Id. Instead, the Court adopted the so-called "look through" approach. Id. Under this approach, "[a] federal court may ‘look through’ a § 4 petition to determine whether it is predicated on an action that ‘arises under’ federal law." Id. Thus, whereas the well-pleaded complaint rule would require the section 4 motion to compel itself evinces a federal cause of action, under Vaden , courts should examine the underlying dispute potentially subject to arbitration to determine whether that dispute presents a federal question. Id. ; see Volvo Trucks N. Am., Inc. v. Crescent Ford Truck Sales, Inc. , 666 F.3d 932, 936 (5th Cir. 2012) (explaining Vaden ).

In reaching this result, the Supreme Court relied in part on the language of section 4, which states that a proponent of arbitration may seek an order compelling arbitration in "any United States district court which, save for [the arbitration] agreement , would have jurisdiction under title 28, in a civil action or in admiralty of the subject matter of a suit arising out of the controversy between the parties." 9 U.S.C. § 4 (emphasis added); see Vaden , 556 U.S. at 62, 129 S.Ct. 1262. As the Supreme Court held, "[t]he phrase ‘save for [the arbitration] agreement’ indicates that the district court should assume the absence of the arbitration agreement and determine whether it ‘would have jurisdiction under title 28’ without it." Vaden , 556 U.S. at 62, 129 S.Ct. 1262. The Court also held that the look-through approach was consistent with basic jurisdictional tenets and practical considerations, because failure to look through to the arbitration proceeding’s subject matter "would permit a federal court to entertain a § 4 petition only when a federal-question suit is already before the court, when the parties satisfy the requirements for diversity-of-citizenship jurisdiction, or when the dispute over arbitrability involves a maritime contract." Id. at 65, 129 S.Ct. 1262. Such an "approach would not accommodate a § 4 petitioner who could file a federal-question suit in (or remove such a suit to) federal court, but who has not done so." Id.

After Vaden , a circuit split developed regarding whether the same look-through approach also applies to applications to confirm an arbitration award under section 9, to vacate under section 10, or to modify under section 11. See 27 A.L.R. FED. 3D ART. 4 (2018). On one side of the split are circuits that decline to apply the look-through approach set out in Vaden to applications to motions brought under sections 9, 10, or 11, for confirmation, vacatur, or modification, respectively; the Third and Seventh Circuits take this approach. See Goldman v. Citigroup...