1199 SEIU United Healthcare Workers v. Alaris Health at Hamilton Park ( 2019 )


Menu:
  • 18‐2898‐cv
    1199 SEIU United Healthcare Workers v. Alaris Health at Hamilton Park
    UNITED STATES COURT OF APPEALS
    FOR THE SECOND CIRCUIT
    SUMMARY ORDER
    RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY
    ORDER FILED ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE
    OF APPELLATE PROCEDURE 32.1 AND THIS COURTʹS LOCAL RULE 32.1.1. WHEN CITING A
    SUMMARY ORDER IN A DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE
    FEDERAL APPENDIX OR AN ELECTRONIC DATABASE (WITH THE NOTATION ʺSUMMARY ORDERʺ). A
    PARTY CITING A SUMMARY ORDER MUST SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED
    BY COUNSEL.
    At a stated term of the United States Court of Appeals for the Second
    Circuit, held at the Thurgood Marshall United States Courthouse, 40 Foley Square, in
    the City of New York, on the 17th day of September two thousand nineteen.
    PRESENT:            RICHARD C. WESLEY,
    DENNY CHIN,
    JOSEPH F. BIANCO,
    Circuit Judges.
    ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐x
    1199 SEIU UNITED HEALTHCARE WORKERS
    EAST,
    Petitioner‐Appellee,
    v.                                         18‐2898‐cv
    ALARIS HEALTH AT HAMILTON PARK,
    CONFIDENCE MANAGEMENT SYSTEMS, LLC,
    Respondents‐Appellants,
    ATRIUM AT HAMILTON PARK,
    Intervenor‐Defendant‐
    Appellant.
    ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐x
    FOR PETITIONER‐APPELLEE:                KATHERINE H. HANSEN (Kent Y. Hirozawa,
    on the brief), Gladstein, Reif & Meginniss, LLP,
    New York, New York.
    FOR RESPONDENTS‐APPELLANTS              David F. Jasinski, Jennifer C. Van Syckle,
    AND INTERVENOR‐DEFENDANT‐               Jasinski, P.C., Newark, New Jersey.
    APPELLANT:
    Appeal from the United States District Court for the Southern District of
    New York (Rakoff, J.).
    UPON DUE CONSIDERATION, IT IS HEREBY ORDERED,
    ADJUDGED, AND DECREED that the judgment of the district court is AFFIRMED.
    Respondents‐appellants Alaris Health at Hamilton Park (ʺHamilton Parkʺ)
    and Confidence Management Systems, LLC (ʺCMSʺ) and intervenor‐defendant‐
    appellant Atrium at Hamilton Park (ʺAtriumʺ) (collectively, ʺDefendantsʺ) appeal from
    a judgment of the district court entered December 21, 2018 confirming an arbitration
    award (the ʺAwardʺ), issued March 16, 2018, in favor of petitioner‐appellee 1199 SEIU
    United Healthcare Workers East (the ʺUnionʺ). By memorandum order entered
    September 4, 2018, the district court granted the Unionʹs motion to confirm the Award,
    granted Atriumʹs motion to intervene, and denied Defendantsʹ motion to vacate the
    Award and transfer venue. On appeal, Defendants principally argue that the district
    court erred in confirming the Award because the arbitrator exceeded his authority
    under the operative collective bargaining agreement (ʺ2008 CBAʺ), and, in doing so, the
    ‐2‐
    arbitrator violated public policy. Defs. Appellantsʹ Br. at 2. We assume the partiesʹ
    familiarity with the underlying facts, procedural history, and issues on appeal.
    Hamilton Park provides long‐term care services in Jersey City, New
    Jersey. Atrium provides assisted living services in the same building. The Union has
    represented housekeeping, maintenance, and dietary employees at the location for
    many years. Hamilton Park was a signatory to the relevant collective bargaining
    agreements, and for years it applied the terms of the agreements to Atrium employees,
    including remitting Union dues and health fund payments on their behalf. CMS began
    managing the housekeeping department at the property in 2013 and signed an
    assumption agreement with respect to the 2008 CBA.
    A dispute arose after an ownership change in 2013. The new owner
    stopped applying the 2008 CBA to the Atrium employees. The Union filed a grievance
    and arbitration ensued, resulting in issuance of the Award.
    We review a district courtʹs confirmation of an arbitration award de novo
    on questions of law and for clear error as to its factual findings. Landau v. Eisenberg, 
    922 F.3d 495
    , 498 (2d Cir. 2019). There is a ʺstrong presumption in favor of enforcing
    arbitration awards,ʺ and an award ʺshould be enforced, despite a courtʹs disagreement
    with it on the merits, if there is a barely colorable justification for the outcome reached.ʺ
    
    Id. (internal quotation
    marks omitted); see United Bhd. of Carpenters & Joiners of Am. v.
    Tappan Zee Constructors, LLC, 
    804 F.3d 270
    , 275 (2d Cir. 2015) (ʺ[A]s long as the
    ‐3‐
    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.ʺ (internal quotation marks omitted)).
    On review, we affirm the decision of the district court for substantially the
    reasons set forth in its September 4, 2018 order. We add only the following. The 2008
    CBA broadly authorizes the arbitrator to resolve grievances, defined as ʺa dispute with
    regard to the application, interpretation or performance of an express term or condition
    of the [2008 CBA],ʺ Appʹx at 385, except that he ʺmay not add to, subtract from, or
    otherwise amend or modify the terms of th[e 2008 CBA],ʺ 
    id. at 386.
    The arbitrator
    determined that prior to the change in ownership in 2013, Hamilton Park and Atrium
    were treated as a single employer; Atrium employees received the benefits of a previous
    collective bargaining agreement that expressly referenced Atrium in the signatory
    employers list; Hamilton Park continued to provide those benefits under the 2008 CBA
    even though Atrium was omitted from the signatory employers list; and Hamilton Park
    and CMS ʺviolated the 2008 [CBA], as extended by [his] 2012 Interest Arbitration
    Award,ʺ by unilaterally removing Atriumʹs dietary, maintenance, and housekeeping
    employees from the bargaining unit after the sale of the facilities. Appʹx at 268; see
    Appʹx at 268‐70.
    The arbitrator also concluded that Hamilton Park and Atriumʹs single
    employer status continued after the sale because Hamilton Park and Atrium had
    ‐4‐
    interrelated operations, common management, centralized control of labor relations,
    and common ownership. The arbitratorʹs determination of who was bound by the 2008
    CBA by virtue of the partiesʹ conduct was within the scope of his authority and an
    arguable construction of the agreement. See IBJ Schroder Bank & Tr. Co. v. Resolution Tr.
    Corp., 
    26 F.3d 370
    , 374 (2d Cir. 1994) (ʺGenerally speaking, the practical interpretation of
    a contract by the parties to it for any considerable period of time before it comes to be
    the subject of controversy is deemed of great, if not controlling, influence.ʺ (internal
    quotation marks omitted)).
    In confirming the Award, the district court rejected each of Defendantsʹ
    arguments claiming that the arbitrator exceeded his powers under the 2008 CBA. It
    recognized that the Award was issued against the ʺEmployers,ʺ i.e., Hamilton Park and
    CMS, and only imposes obligations on the two employers to apply the 2008 CBA to
    employees of Atrium. The district court also observed that ʺsignatories to a collective
    bargaining agreement cannot challenge the validity of arbitration proceedings simply
    because a non‐signatoryʹs interests are implicated.ʺ Appʹx 630‐31 (citing Bedroc
    Contracting LLC v. Mason Tenders Dist. Council of Greater N.Y. & Long Island, No. 06 Civ.
    6399 (RMB), 
    2006 WL 3057311
    (S.D.N.Y. Oct. 25, 2006); Vittoria Corp. v. New York Hotel &
    Motel Trades Council, 
    30 F. Supp. 2d 431
    (S.D.N.Y. 1998)).
    Defendants make two additional arguments on appeal that warrant a brief
    response: (1) the Award violates public policy by making the Union the bargaining
    ‐5‐
    representative for Atrium employees; and (2) the Award does not draw its essence from
    the 2008 CBA. See Intʹl Org. of Masters, Mates & Pilots v. Trinidad Corp., 
    803 F.2d 69
    , 72
    (2d Cir. 1986) (ʺIt would contravene public policy to confirm an arbitratorʹs award
    enforcing a provision of a collective bargaining agreement violative of federal labor
    law.ʺ); 
    id. (ʺAs long
    as the award draws its essence from the collective bargaining
    agreement, the award generally should be confirmed regardless of any faulty factual or
    legal conclusions reached therein.ʺ (citations and internal quotation marks omitted)).
    The Award, however, only places obligations on Hamilton Park and CMS as to
    employees who are part of the existing bargaining unit, in accord with federal labor
    law, and the partiesʹ dispute arises under the 2008 CBA because the arbitrator was
    tasked with interpreting the meaning of the partiesʹ omission of reference to Atrium in
    the signatory employers list. Thus, these additional arguments fail.
    *    *    *
    We have considered Defendantsʹ remaining arguments and conclude they
    are without merit. Accordingly, we AFFIRM the judgment of the district court.
    FOR THE COURT:
    Catherine OʹHagan Wolfe, Clerk
    ‐6‐