OSCAR B. CALLEJAS, APPELLANT,
v.
THE KEYES COMPANY, APPELLEE
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Callejas, a former real estate salesman, sued his former employer Keyes Company to recover commissions owed. The trial court granted Keyes's motion to compel arbitration based on an employment agreement clause, but the appellate court reversed, holding that the arbitration provision only applies to intra-company disputes between employees or subsidiaries, not to disputes between an employee and the company itself.
The arbitration clause does not apply to the dispute between Callejas and Keyes because the clause explicitly concerns only intra-company controversies between employees or subsidiaries of Keyes, while the instant action is one between a former employee and Keyes itself. A dispute between an employee and the company cannot be appropriately arbitrated under a provision designed for intra-company disputes.
[1] An arbitration clause requiring resolution of "intra-company disputes" does not apply to a dispute between a former employee and the company itself.
[2] A dispute between a former employee and their former employer regarding commissions is not an "intra-company" dispute subject to internal company arbitration.
Previewing 2 of 4 headnotes on this case. FLexlaw’s editorially structured points of law — every proposition, pinpointed — are reserved for members.
Join FLexlaw to unlock all legal intelligence“It is clear on the face of it that the arbitration clause invoked by the defendant does not apply to this case. It concerns only 'intra-company' controversies between employees or subsidiaries of Keyes; the instant action is one between a former employee and Keyes itself — a dispute which quite obviously could not appropriately be 'arbitrated,' as provided by the agreement, by one of the litigants in question.”
Establishes the core holding that the arbitration clause's plain language limits it to intra-company disputes and does not encompass disputes between an employee and the company itself.
Previewing 1 of 2 key quotes on this case — the court’s exact language, pinpointed for members.
Join FLexlaw to unlock all legal intelligenceCallejas was a real estate salesman employed by Keyes Company, a registered broker. Upon commencing employment, Callejas signed an agreement containin…
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SCHWARTZ, Chief Judge.
The appellant, Callejas, is a real estate salesman formerly employed by the Keyes Co., a registered broker. He sued Keyes to recover the salesman’s share of a commission it had collected. Keyes responded with a motion to compel arbitration of the claim on the basis of the following provision of an agreement Callejas signed at the commencement of his employment:
All intra-company disputes, including those with subsidiaries and affiliates of the company, regarding listings, commissions, or company policies and procedures are resolved by company arbitration, if the sale associates and managers involved in the transaction are unable to resolve the matter directly between themselves. The final decision on all in-tra-company disputes rests with the company, and all associates must abide by the company’s decision.1
In the order now under review pursuant to Fla.R.App.P. 9.130(a)(3)(C)(v), the trial court granted the motion to compel arbitration.
It is clear on the face of it that the arbitration clause invoked by the defendant does not apply to this case. It concerns only “intra-company” controversies between employees or subsidiaries of Keyes; the instant action is one between a former employee and Keyes itself — a dispute which quite obviously could not appropriately be “arbitrated,” as provided by the agreement, by one of the litigants in question. Thus, the order requiring arbitration (by the defendant of an action against it) must be reversed. See Pacemaker Corp. v. Euster, 357 So. 2d 208 (Fla. 3d DCA 1978); Paine, Webber, Jackson & Curtis, Inc. v. Lucas, 411 So. 2d 1369 (Fla. 5th DCA 1982).
Dehors the pertinent pleadings below, Keyes has indicated to us that, in fact, it is a mere stakeholder of the claimed portion of the commission which it admits it owes either to Callejas or to another salesperson. Accordingly, we expressly provide that our present disposition is without prejudice to any appropriate consistent proceedings in which the merits and consequences of this position may be determined.
Reversed and remanded with directions.
. The provision goes on to state:
If there is a dispute that cannot be resolved directly between the sales associates and managers, your District Sales Manager will notify the General Sales Manager. If the General Sales Manager is unable to resolve the dispute, he will schedule an arbitration hearing. The arbitration panel consists of disinterested, impartial company officers. At the hearing, each party to the dispute will have an opportunity to tell his or her side of the story, present documentary evidence and ask questions of opposing parties. Based upon the testimony of the parties and the evidence submitted, the arbitration panel will render a decision which is binding on the parties.
When an arbitration hearing is scheduled, the parties involved in this dispute will be notified and are expected to attend. Failure to attend an arbitration hearing after notification has been given may result in an award to the parties present. If you are unable to attend the arbitration hearing, you must give at least five days’ notice thereof to all parties involved in the arbitration, including the arbitration panel. Upon receipt of timely notice, the General Sales Manager will schedule a new hearing date.
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Federated Title Insurers, Inc. v. Ward, 538 So. 2d 890 (Fla. 4th DCA 1989)…the employment contract. See J.P. Stevens and Co. v. Harrell International, Inc., 299 So. 2d 69 (Fla. 1st DCA 1974). Without these findings, the arbitration provisions of one contract cannot be extended to a separate contract. Callejas v. Keyes Co., 485 So. 2d 6 (Fla. 3d DCA 1986); Eugene W. Kelsey and Son, Inc. v. Architectural [*892] Openings, 484 So. 2d 610 (Fla. 5th DCA 1986). There is simply no evidentiary basis to conclude that appellants are bound to the employment agreement under the theory of mere…
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Kimbrell & Hamann, P.A. v. Popham, 578 So. 2d 368 (Fla. 3d DCA 1991)…H’s complaint, however, allege that Shepherd, Reid, and Thompson breached duties owed to K & H as officers and director of the corporation, not as attorneys. The trial court erred by compelling arbitration of these claims. See Callejas v. Keyes Co., 485 So. 2d 6 (Fla. 3d DCA 1986) (arbitration clause invoked by real estate broker concerning intracompany disputes between employees of broker did not apply to action between former employee and broker). The trial court properly compelled arbitration with respe…
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Weiss v. Prudential-Bache Sec., Inc., 582 So. 2d 771 (Fla. 3d DCA 1991)…ment to that effect; moreover, Weiss is further entitled to an injunction restraining the arbitration of such claim. See Kimbrell & Hamann, P.A. v. Popham, Haik, Schinobrich & Kaufman, Ltd., 578 So. 2d 368, 370 (Fla. 3d DCA 1991); Callejas v. Keyes, 485 So. 2d 6, 7 (Fla. 3d DCA 1986); Pacemaker Corp. v. Euster, 357 So. 2d 208, 210 (Fla. 3d DCA 1978). Reversed and remanded.…
Authorities Cited
- Paine v. Lucas, 411 So. 2d 1369 (Fla. 5th DCA 1982)
- Pacemaker Corp. v. Euster, 357 So. 2d 208 (Fla. 3d DCA 1978)