Clinton v. Goldman ( 2016 )

IN THE SUPREME COURT OF THE STATE OF NEVADA
CHARLES J. CLINTON, No. 67052
INDIVIDUALLY; AND INDEPENDENT
PLANNING ASSOCIATES, LLC, A
FOREIGN ENTITY,
Appellants, SLED
vs.
EILEEN GOLDMAN; AND LESTER APR 1 5 2016
FRALEY, HUSBAND AND WIFE, TRACE K. UNDPMAN
Respondents.
CLERK CE SUPREME COURT
BY .S:Yert-i-
DEPUTY CLERK if
s _
ORDER OF AFFIRMANCE
This is an appeal from a district court order denying a motion
to compel arbitration in a breach of contract action. Eighth Judicial
District Court, Clark County; Joanna Kishner, Judge.
Respondents entered into contracts for financial services with
National Planning Corporation (NPC) and those contracts included an
arbitration provision. Prior to and after the entry of those contracts,
appellants also provided services to respondents. Respondents filed the
underlying action against appellants and NPC who then filed a motion to
compel arbitration. The district court granted the motion as to NPC but
denied it as to appellants. This appeal followed.
Having considered the parties' arguments and the record on
appeal, we conclude the district court properly denied the motion to
compel arbitration as to appellants because the court's conclusion that
there was no agreement to arbitrate between appellants and respondents
is supported by substantial evidence. See Truck Ins. Exch. v. Palmer J.
Swanson, Inc., 124 Nev. 629, 633, 189 P.3d 656, 659 (2008) (providing that
"Mlle question of whether an agreement to arbitrate exists is one of fact,
requiring this court to defer to the district court's findings unless they are
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clearly erroneous or not based on substantial evidence" (internal quotation
omitted)). Appellants were not parties to the agreements to arbitrate
between respondents and NPC, nor are they expressly mentioned in those
agreements to arbitrate. Id. at 633-34, 189 P.3d at 659-60 (explaining
that the absence of a written agreement to arbitrate between the parties
supports the denial of a motion to compel arbitration). Further,
appellants do not argue that they are bound to the arbitration agreements
through any of the recognized "theories for binding nonsignatories to
arbitration agreements: 1) incorporation by reference; 2) assumption; 3)
agency; 4) veil-piercing/alter ego; and 5) estoppel." Id. at 634-35, 189 P.3d
at 660 (internal quotation omitted).' Accordingly, we
ORDER the judgment of the district court AFFIRMED.
L)0 t/tei J.
Douglas
hm. ,
Cherry 71 Gibboris
cc: Hon. Joanna Kishner, District Judge
Lansford W. Levitt, Settlement Judge
Lipson Neilson Cole Seltzer & Garin, P.C.
Kirk T. Kennedy
Eighth District Court Clerk
'To the extent appellant Charles Clinton acted as an agent of NPC,
respondents have already conceded that any claims regarding Clinton's
actions as NPC's agent should be arbitrated.
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