Washington Gas Light Co. v. International Brotherhood of Teamsters, Local 96

UNPUBLISHED
UNITED STATES COURT OF APPEALS
FOR THE FOURTH CIRCUIT
No. 13-2102
WASHINGTON GAS LIGHT COMPANY,
Plaintiff - Appellee,
v.
INTERNATIONAL BROTHERHOOD OF TEAMSTERS, Local 96,
Defendant - Appellant.
Appeal from the United States District Court for the Eastern
District of Virginia, at Alexandria. Liam O’Grady, District
Judge. (1:13-cv-00560-LO-TRJ)
Argued: September 19, 2014 Decided: December 2, 2014
Before TRAXLER, Chief Judge, NIEMEYER, Circuit Judge, and DAVIS,
Senior Circuit Judge.
Reversed and remanded by unpublished opinion. Senior Judge Davis
wrote the opinion, in which Chief Judge Traxler and Judge
Niemeyer joined.
ARGUED: Mark James Murphy, MOONEY, GREEN, SAINDON, MURPHY &
WELCH, PC, Washington, D.C., for Appellant. Joseph Edward
Santucci, Jr., MORGAN, LEWIS & BOCKIUS LLP, Washington, D.C.,
for Appellee. ON BRIEF: David R. Broderdorf, MORGAN, LEWIS &
BOCKIUS LLP, Washington, D.C., for Appellee.
Unpublished opinions are not binding precedent in this circuit.
DAVIS, Senior Circuit Judge:
The district court granted summary judgment in favor of
Washington Gas Light Company (“the Company”) against
International Brotherhood of Teamsters, Local 96 (“the Union”)
vacating an arbitration award. The court reasoned that the
arbitrator exceeded his authority under the terms of a
collective bargaining agreement by interpreting the agreement in
a manner inconsistent with its text. In this appeal by the
Union, mindful as we are of the deference courts owe an
arbitrator’s decision-making, we reverse the judgment of the
district court and remand with instructions to reinstate the
arbitration award.
I
The Company and the Union are parties to a collective
bargaining agreement (“CBA”). The CBA declares that arbitration
is the chosen method of resolution for grievances unresolvable
between the parties. Article XVIII of the CBA sets forth the
grievance procedure. It provides for the selection of an
arbitrator from a rotating panel of nine arbitrators, compiled
and agreed to by the parties. Central to the dispute here is
section 16(a), which permits either party, for any reason, to
strike up to two arbitrators from the panel. It further
provides that, “[i]f the Company or the Union elects to strike
an arbitrator, it must do so not later than 24 hours before the
2
time the arbitration hearing is scheduled to begin.” Art.
XVIII, sec. 16(a), para. 5. J.A. 66. * While the arbitrator has
the authority to “interpret and apply the provisions of [the]
Labor Contract” in deciding grievances, the arbitrator cannot
“alter, extend, modify or in any way change the provisions of
[the] Labor Contract.” Art. XVIII, sec. 17(a), para. 1. J.A.
67.
As the gravamen of the dispute in this case is focused on
temporal benchmarks, we set forth in detail the dates of
relevant events, all occurring in 2012.
On February 13, the Union filed a grievance regarding the
discharge of an employee. On May 18, Jerome H. Ross was
selected as the arbitrator to hear the grievance, and on June 1,
a hearing was scheduled for August 14. On July 12, the Company
requested that the hearing be rescheduled due to witness
unavailability; the hearing did not occur on August 14. On
October 3, the rescheduled hearing was set to commence on
November 15, with December 5 or 6 as dates for a potential
second day. On October 31, the Company stated that it could not
attend the hearing on November 15, but could commence the
hearing on December 6. On November 29, the Company informed the
*
Citations to the “J.A.” refer to the Joint Appendix filed
by the parties in this appeal.
3
Union that it had decided to strike Arbitrator Ross pursuant to
its right under section 16(a) of the CBA.
The Union disagreed with the Company’s assertion of its
authority to strike the arbitrator as of November 29 (it was
untimely), and it notified the Company and Arbitrator Ross of
its intention to appear for the December 6 hearing, expecting to
address the issue of the timeliness of the Company’s striking of
Arbitrator Ross as a threshold matter. The Company responded
that, as it had struck Arbitrator Ross, he was without
jurisdiction and lacked authority to make any rulings.
Arbitrator Ross notified the parties that he intended to
convene the hearing on December 6, to decide first the
jurisdictional issue and then to proceed to the merits of the
grievance depending on his decision on jurisdiction. The
Company reiterated that it would not participate in the December
6 hearing, and it requested that if the hearing did go forward,
the arbitrator consider only the jurisdictional issue and
withhold ruling on the merits.
On December 6, Arbitrator Ross conducted the hearing with
only the Union present. Michael Hampton, the Union President,
testified both to the negotiating history of the striking
provision and the merits of the grievance. On March 12, 2013,
Arbitrator Ross issued his opinion. He found that the striking
provision contained a latent ambiguity as to the timing of a
4
party’s authority to strike an arbitrator. He credited
Hampton’s testimony regarding the negotiating history of the
striking provision, see infra pp. 10-11, and concluded that the
Company’s November 29 decision to strike him from the roster was
untimely under the CBA. Arbitrator Ross then went on to
consider the merits of the grievance, and ruled in favor of the
grievant, reducing his discharge to a 14-day suspension and
reinstating him.
On May 3, 2013, the Company filed suit in the U.S. District
Court for the Eastern District of Virginia, seeking to vacate
the arbitration award. The parties filed cross motions for
summary judgment, and the district court held a hearing on the
motions. On August 3, 2013, the district court issued its
decision granting the Company’s motion for summary judgment.
The Union timely appealed.
II
“Whether an arbitrator acts within the scope of his
authority presents a question of law, and so we review the
judgment of the district court de novo.” PPG Indus. Inc. v.
Int'l Chem. Workers Union Council of United Food & Commercial
Workers, 587 F.3d 648, 652 (4th Cir. 2009) (hereafter PPG
Industries) (citing Island Creek Coal Co. v. Dist. 28, United
Mine Workers of Am., 29 F.3d 126, 129 (4th Cir. 1994)).
5
A court reviewing a labor arbitration award is limited to
“determin[ing] only whether the arbitrator did his job -- not
whether he did it well, correctly, or reasonably, but simply
whether he did it.” Mountaineer Gas Co. v. Oil, Chem. & Atomic
Workers Int'l Union, 76 F.3d 606, 608 (4th Cir. 1996).
Therefore, “as long as the arbitrator is even arguably
construing or applying the contract and acting within the scope
of his authority, that a court is convinced he committed serious
error does not suffice to overturn his decision.” PPG
Industries, 587 F.3d at 652 (quoting United Paperworkers Int'l
Union v. Misco, Inc., 484 U.S. 29, 38 (1987)). An arbitrator’s
award must be confirmed where it “draws its essence from the
collective bargaining agreement.” United Steelworkers of Am. v.
Enter. Wheel & Car Corp., 363 U.S. 593, 597 (1960).
III
The Union argues that the language of the striking
provision is susceptible to multiple interpretations, and the
arbitrator simply acted within his authority to use extrinsic
evidence to find the correct interpretation. The Company
counters that the arbitrator ignored the unambiguous language of
the CBA, and that his decision reflected an impermissible
construction of the agreement.
The Union has the better argument. The ambiguity inherent
in the striking provision is unmistakable. The provision
6
requires a party to strike an arbitrator “not later than 24
hours before the time the arbitration hearing is scheduled to
begin.” Art. XVIII, sec. 16(a), para. 5. However, “the time” a
hearing is “scheduled to begin” is susceptible to alternative,
reasonable interpretations. It could be referring to the date
on which the parties reach agreement as to a hearing date. Or
it could be the date of a hearing that is first agreed upon by
the parties. Or it could refer to the date on which the
ultimate hearing is scheduled to begin when the parties have
agreed to a postponement and rescheduled the date, as they did
in this case. Thus, the answer to the question which “time”
triggers the running of the 24-hour clock is not found in the
plain language of the CBA. While the arbitrator did not
articulate the specific date referred to by the language, he did
conclude that the Company’s November 29 decision to strike
arbitrator Ross was well past the date specified in the
arbitration agreement. The district court disagreed with this
analysis and interpreted the striking provision to require a
party to strike the arbitrator not later than 24 hours prior to
the start of any rescheduled hearing, here December 6.
But it was not the task of the district court, nor is it
our task on appeal, to interpret the CBA. That is “a matter
left to the arbitrator.” Westvaco Corp. v. United Paperworkers
Intern. Union, AFL-CIO, 171 F.3d 971, 975 (4th Cir. 1999). By
7
the express terms of the CBA, the arbitrator had the authority
to interpret and apply its provisions. The arbitrator’s
construction of the CBA was therefore bargained for “and so far
as the arbitrator’s decision concerns construction of the
contract, the courts have no business overruling him because
their interpretation of the contract is different from his.”
United Steelworkers, 363 U.S. at 599. “This same maxim applies
even when the arbitrator’s interpretation resolves a question
relating to the scope of the arbitrator’s own authority.”
Westvaco Corp., 171 F.3d at 975.
At the outset of his discussion and findings, Arbitrator
Ross acknowledged that his authority was limited to an
interpretation and application of the clear and unambiguous
provisions of the contract. In the event that plausible,
conflicting interpretations of contractual language arose, he
reasoned, he could turn to extrinsic evidence to determine the
parties’ intent. The arbitrator highlighted the parties’
competing interpretations of the striking provision before
turning to an examination of the bargaining history.
The Company takes issue with the arbitrator’s actions and
urges us to find that the arbitrator ignored the plain language
of the striking provision, but as we have described, the
language of the provision is steeped in ambiguity. Thus, this
case is readily distinguishable from our decisions, to which the
8
Company cites, that vacated an arbitration award on the ground
that an arbitrator’s interpretation was impermissible. See
Mountaineer Gas, 76 F.3d at 610 (concluding that the arbitrator
“blatantly ignored the unambiguous language” of the company’s
policy, and imposed a penalty that “appealed to his own notions
of right and wrong”); Champion Int’l Corp. v. United
Paperworkers Int’l Union, AFL-CIO, 168 F.3d 725, 730-32 (4th
Cir. 1999) (finding that the arbitrator “drew on his own notions
of fairness” to fashion an award that was not justified by the
CBA or a separate agreement); U.S. Postal Serv. v. Am. Postal
Workers Union, AFL-CIO, 204 F.3d 523, 531 (4th Cir. 2000)
(concluding that the arbitrator “negated [the] clear language”
of the contract, and thus, the award “did not draw its essence
from the agreement”).
The arbitrator’s sound finding of an ambiguity in this case
permitted him to turn to extrinsic evidence — a move that we
have expressly allowed. See CSX Transp., Inc. v. United Transp.
Union, 29 F.3d 931, 936 (4th Cir. 1994) (“If the parties’
written agreement is ambiguous or silent regarding the parties’
intent, the arbitrator may use past practices and bargaining
history to ‘fill a gap’ in the written contract.”) (internal
quotation marks and citation omitted). In PPG Industries, we
similarly approved an arbitrator’s reliance on extrinsic
evidence to interpret the terms of a CBA where the CBA was
9
silent on the issue in dispute. 587 F.3d at 653. The
arbitrator had to determine whether striking employees were
considered “actively employed.” Id. at 650. Because the CBA’s
definition of “actively employed” did not address striking
employees, the arbitrator turned to the parties’ bargaining
discussions to determine their intent. Id. at 651. We stated
that, “[g]iven the two-sentence CBA definition of ‘actively
employed’ and the failure of the CBA to address strikers in
either sentence, we cannot conclude that the arbitrator ignored
the plain language of the CBA.” Id. at 653. We then rejected
the company’s argument that the arbitrator erred in using
extrinsic evidence. Because the arbitrator found the contract’s
terms ambiguous, he could properly consider extrinsic evidence
to resolve the ambiguity.
Here, the striking provision does not make clear when a
hearing is “scheduled to begin” for purposes of identifying the
relevant 24-hour striking window. Hampton testified on behalf
of the Union that the provision represented a compromise between
the Company and the Union. According to Hampton, during
contract negotiations, the Company proposed that either party be
permitted to strike up to two arbitrators for any reason, “and
at any time before the first witness is sworn in any
arbitration.” J.A. 18. The Union rejected the Company’s
proposal. Ultimately, the parties settled on the language at
10
issue. Hampton stated that, because it takes several emails for
the parties to agree to a hearing date, the 24-hour period was
understood to refer to the initially established hearing date,
and not future dates resulting from agreed postponements.
The arbitrator’s interpretation derived from the essence of
the agreement, and he did not exceed the scope of his authority
merely because his interpretation of the provision was contrary
to the Company’s, and certainly not because he relied on
extrinsic evidence of the parties’ intent. The Company, having
contractually submitted to the arbitrator’s judgment, cannot
make an “attack on the correctness of the arbitrator’s
decision.” PPG Industries, 587 F.3d at 653 (emphasis in
original). This Court has repeated, time and again, that,
“judicial review of arbitration awards is extremely limited-in
fact, it is ‘among the narrowest known to the law.’” U.S. Postal
Serv., 204 F.3d at 527 (quoting Union Pac. R.R. v. Sheehan, 439
U.S. 89, 91 (1978)). In light of that standard, we decline to
second-guess the arbitrator’s decision.
The Company raises two alternative grounds on which it
contends we should affirm the district court’s vacatur of the
arbitral award, namely, that the arbitrator overlooked a
limitation on his jurisdiction set forth in the CBA, and that he
was, in any event, disqualified from determining whether he had
been properly stricken. The district court did not address
11
these issues; moreover, by declining to appear for the arbitral
proceedings, the Company has not exhausted these claims by
presenting them to the arbitrator in the first instance. Under
the circumstances, we decline to consider them.
IV
For the reasons set forth, we reverse the judgment of the
district court and remand with directions to enforce the
arbitral award.
REVERSED AND REMANDED
12