Spirit Airlines Inc v. Association of Flight Attendants-CWA, AFL-CIO

Filing 54

OPINION AND ORDER denying 47 Motion for Summary Judgment; granting 48 Motion for Summary Judgment. Signed by District Judge Patrick J. Duggan. (MOre)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MICHIGAN
SOUTHERN DIVISION

SPIRIT AIRLINES, INC.,
Plaintiff,

Case No. 14-CV-10715

v.

Honorable Patrick J. Duggan

ASSOCIATION OF FLIGHT
ATTENDANTS – CWA, AFL-CIO,
Defendant.
______________________________/
OPINION AND ORDER GRANTING DEFENDANT’S MOTION FOR
SUMMARY JUDGMENT, DENYING PLAINTIFF’S MOTION FOR
SUMMARY JUDGMENT, and ENFORCING THE JANUARY 10, 2014
ARBITRATION AWARD
I. INTRODUCTION
This case is brought under the Railway Labor Act (“RLA”), 45 U.S.C. § 151
et seq.

Plaintiff Spirit Airlines, Inc. (“Spirit”) asks the Court to vacate an

arbitration award issued pursuant to the mandatory arbitration provisions of the
RLA and the collective bargaining agreement (“CBA”) between Spirit and
Defendant Association of Flight Attendants – CWA, AFL-CIO (“AFA”). AFA
filed a counterclaim, urging the Court to enforce the award.
On September 18, 2014, the Court issued an Opinion denying AFA’s motion
for judgment on the pleadings, which sought enforcement of the arbitration award

at issue in this litigation. See Spirit Airlines, Inc. v. Ass’n of Flight AttendantsCWA, AFL-CIO, No. 14-CV-10715, 2014 WL 4678235 (E.D. Mich. Sept. 18,
2014).

The award, which resolved in favor of AFA a grievance concerning

domestic partner health care benefits available to Spirit flight attendants, was
issued by a three-member System Board of Adjustment consisting of two partisan
members – Carmen Linn, AFA’s designated representative and a Spirit flight
attendant at the time of her appointment, and Costin Corneanu, Spirit’s designated
representative and a member of its management team – and Susan Brown, a neutral
arbitrator chosen in accordance with the procedures set forth in the parties’ CBA.
The Court held that the award, which was issued on January 10, 2014, could not be
enforced because it resulted from a violation of the majority-vote provisions of the
RLA and CBA.1
Specifically, an issue arose during the arbitration proceedings whether Linn
could continue her service on the Board in light of her retirement as a Spirit flight
attendant, which occurred during the arbitration proceedings, before the Board
issued its final award in favor of AFA. Interpreting a provision of the parties’

1

Under the RLA, “[a] majority vote of all members of . . . the Adjustment Board
eligible to vote shall be competent to make an award with respect to any dispute
submitted to it.” 45 U.S.C. § 153 First (n). The parties’ CBA contains a similar
provision: “Decisions of the Board shall be rendered within thirty (30) days after
the close of the hearing and/or submission of briefs and shall be by a majority
vote.” CBA at 111 (Am. Compl. Ex. 1, ECF No. 2-1).
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CBA requiring that the two partisan Board members “be full time Company
employees,” CBA at 110 (Am. Compl. Ex. 1, ECF No. 2-1), Brown unilaterally
determined that Linn’s continued service on the Board after her retirement was
appropriate because “the composition of the Board was proper when initially
constituted” and “[a] Board member’s status does not change during the life of a
case even though that member may become ineligible to serve on future Boards.”
11/18/13 Brown Letter (Am. Compl. Ex. 11, ECF No. 2-11) (emphasis in original).
As a result of Brown’s ruling on this issue concerning the composition of the
Board, Linn remained on the Board and supplied the tiebreaking vote on the
grievance in favor of AFA.
Because Brown’s ruling on the board composition issue was unilateral and
not by majority vote, the Court concluded in its September 18 Opinion that the
Board’s award resolving the grievance in favor of AFA, which was made possible
only because Brown ruled that Linn could continue her service on the Board
following her retirement, resulted from a violation of the majority-vote provisions
of the RLA and CBA. As a result, the Court held that the award could not be
enforced. However, the Court did not vacate the award, particularly because there
was no motion then pending by Spirit asking the Court to do so.
After the Court denied AFA’s motion for judgment on the pleadings,
counsel for both parties appeared at a status conference in chambers on October 7,
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2014. At the conference, the Court proposed what it thought was a reasonable and
fair resolution to the protracted proceedings on the grievance at issue in this case.
However, the parties rejected the Court’s proposal, instead opting to continue
down the path of litigation.
Now before the Court are the parties’ cross-motions for summary judgment.
AFA again asks the Court to enforce the award, and Spirit for the first time asks
the Court to vacate the award. The motions are fully briefed. For the reasons that
follow, the Court now concludes that its previous determination that the award
resulted from a violation of the RLA and CBA is erroneous and that the award
should be enforced. Accordingly, the Court will grant AFA’s summary judgment
motion, deny Spirit’s summary judgment motion, and enforce the arbitration
award.
II. BACKGROUND
A detailed recitation of the pertinent background can be found in the Court’s
September 18 decision resolving AFA’s motion for judgment on the pleadings.
See 2014 WL 4678235, at *1-5.
III. ANALYSIS
AFA previously argued in its motion for judgment on the pleadings that the
board composition issue – that is, whether Linn’s continued service on the board
following her retirement was proper under the CBA – is a procedural issue that
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Brown had authority to decide alone. As it turns out, AFA was right – but not for
the reason it asserted.
In support of the argument that Brown’s unilateral decision on the board
composition issue was proper under the RLA and CBA, AFA relied mainly on
John Wiley & Sons, Inc. v. Livingston, 376 U.S. 543, 84 S. Ct. 909 (1964) and
Apperson v. Fleet Carrier Corp., 879 F.2d 1344 (6th Cir. 1989).

The Court

rejected this argument in its September 18 decision, noting that John Wiley and
Apperson stand only for the proposition that procedural issues must be decided
through the arbitration process and not by the courts, and not for the proposition
that procedural issues may be decided by a single member of a multi-member
arbitration board. See 2014 WL 4678235, at *10-11. The Court believes that this
conclusion was, and is, correct; John Wiley and Apperson do not support the
argument that Brown could decide the board composition issue on her own.
In addition, AFA briefly argued in the prior round of motion practice (in a
footnote to its reply brief), and again argues in the present round of motion
practice, that procedural rulings need not be made by majority vote under the RLA.
However, the authority on which AFA relies both then and now, United
Transportation Union v. Gateway Western Railway Co., 284 F.3d 710 (7th Cir.
2002), does not support AFA’s argument.

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Nevertheless, Brown’s unilateral decision on the board composition issue
did not violate the majority-vote provision of the RLA because the RLA’s
majority-vote provision applies only to final system board awards, not to decisions
on issues that arise during the course of the grievance proceedings and precede the
final award. Moreover, Brown’s unilateral decision arguably did not violate the
majority-vote provision of the CBA, contrary to the Court’s previous conclusion,
because the CBA’s majority-vote provision arguably only applies to final awards,
and thus Brown’s decision to rule on the matter draws its essence from the CBA
inasmuch as it does not clearly violate the CBA.
Under the RLA’s majority-vote provision, “[a] majority vote of all members
of . . . the Adjustment Board eligible to vote” is required “to make an award with
respect to any dispute submitted to it.” 45 U.S.C. § 153 First (n). As “award” is
undefined in the RLA, the Court “give[s] it its ordinary meaning,” United States v.
Santos, 553 U.S. 507, 511 128 S. Ct. 2020, 2024 (2008), which is “[a] final
judgment or decision, esp. one by an arbitrator.” Black’s Law Dictionary 164
(10th ed. 2014) (emphasis added). See also Webster’s Third New Int’l Dictionary
152 (1986) (defining “award” as “a judgment, sentence, or final decision; esp: the
decision of arbitrators in a case submitted to them”). “Final,” in turn, means “not
requiring any further judicial action by the court that rendered judgment to
determine the matter litigated; concluded.” Black’s Law Dictionary at 747; see
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also Webster’s Third New Int’l Dictionary at 851 (defining “final” as “ending a
court action or proceeding leaving nothing further to be determined by the court or
to be done except the administrative execution of the court’s finding but not
precluding the right to appeal to or continue the case in any other court upon the
merits”). Therefore, the RLA mandates only that final system board decisions –
that is, decisions that conclude the grievance proceedings – be by majority vote,
and does not require a majority vote for preliminary decisions leading to a final
decision, such as Brown’s decision on the board composition issue. Because
Brown’s decision resolving the board composition issue was not “[a] final
judgment or decision,” Black’s Law Dictionary at 164, or one that “end[ed] . . .
[the] proceeding leaving nothing further . . . to be done,” Webster’s Third New
Int’l Dictionary at 851, it did not require a majority vote. Therefore, Brown’s
failure to decide the issue by majority vote did not constitute a violation of the
RLA’s majority-vote provision.
The conclusion that the RLA’s majority-vote requirement does not apply to
rulings short of a final decision on the grievance is supported by the Ninth
Circuit’s decision in United Transportation Union v. BNSF Railway Co., 710 F.3d
915, 929 (9th Cir. 2013). There, the court acknowledged that the RLA’s majorityvote provision, 45 U.S.C. § 153 First (n), applies only to an “award,” which the
court noted is a decision “that resolves any matters finally,” not to an “order,”
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another undefined word used in the RLA, such as a recusal order issued by one
member of a multi-member system board. In addition, the RLA itself refers to
“awards” as “final,” 45 U.S.C. § 153 First (m), another indication that the only
type of system board decision that is subject to the majority-vote requirement is a
final one that determines the merits of the grievance.
Brown’s decision on the board composition issue also did not clearly violate
any provision of the parties’ CBA. Notably, the CBA does not contain any explicit
guidance on how disputes arising during the course of the grievance proceedings
should be decided, and it is not clear whether all system board decisions, as
opposed to only final decisions resolving the grievance, are subject to the CBA’s
majority-vote requirement.

The CBA’s majority-vote provision provides:

“Decisions of the Board shall be rendered within thirty (30) days after the close of
the hearing and/or submission of briefs and shall be by a majority vote and shall be
final and binding on all parties.” CBA at 111 (Am. Compl. Ex. 1, ECF No. 2-1).
Because the CBA arguably did not prohibit Brown from issuing a unilateral
decision resolving a procedural issue growing out of the grievance proceedings, the
Court cannot conclude that she “ignore[d]” or “misread” the plain language of the
CBA by issuing a unilateral ruling on the board composition issue.

United

Paperworkers Int’l Union, AFL-CIO v. Misco, Inc., 484 U.S. 29, 38, 108 S. Ct.

8

364, 371 (1987). Her decision to do so therefore “draw[s] its essence” from the
CBA. Id.
The parties disagree on exactly how the board composition issue should
have been resolved.

Spirit claims that AFA was required to file a separate

grievance concerning the issue and that it should have been assigned to a different
system board, while AFA claims that the issue was properly resolved by the Board
having jurisdiction over the underlying proceedings on the health care grievance.
There is no clear answer to this dispute because, again, nothing in the CBA sheds
light on how procedural disputes arising during the course of the grievance
proceedings should be resolved. In other words, nothing in the CBA suggests that
the System Board consisting of Brown, Linn, and Corneanu had jurisdiction over
the board composition issue, and nothing in the CBA suggests that the same
System Board lacked jurisdiction over the issue. The case law to which the parties
refer, John Wiley and Apperson, also does not resolve the issue. As explained, that
authority provides only that procedural issues should be decided in arbitration and
not by a court.
For the reasons explained above, the Court does not believe that the RLA or
CBA required that the board composition issue be decided by majority vote.
Under the RLA, only final awards that end the grievance proceedings are subject to
the majority-vote requirement of 45 U.S.C. § 153 First (n). The same is arguably
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true under the CBA; thus, the Court cannot conclude that Brown “ignore[d]” or
“misread” the plain language of the CBA by issuing a unilateral ruling on the
board composition issue, and her decision to do so “draw[s] its essence” from the
CBA. See Misco, 484 U.S. at 38, 108 S. Ct. at 371. Because the Court’s previous
decision declining to enforce the Board’s award was based entirely on the finding
that Brown’s unilateral decision on the board composition issue violated the RLA
and CBA, and because the decision did not, in fact, violate the RLA and draws its
essence from the CBA, the unilateral nature of the ruling is not an appropriate basis
on which to decline to enforce the Board’s ultimate award in favor of AFA.2
Spirit advances three additional arguments against the enforcement of the
arbitration award. First, Spirit argues that preclusion principles prevented Brown
from concluding that Linn could continue her service on the Board following her
retirement, in light of this Court’s earlier holding to the contrary in prior litigation
between AFA and Spirit concerning the present grievance proceedings.

See

Association of Flight Attendants – CWA, AFL-CIO v. Spirit Airlines, Inc., No. 12CV-15641, 2013 WL 1858754 (E.D. Mich. May 2, 2013). There, AFA sought an

2

Alternatively, even if the RLA and/or CBA required that the board composition
issue be decided by majority vote, the lack thereof is harmless in light of Linn’s
signature on the final award. Had Linn believed that her retirement rendered her
ineligible to continue her service on the Board, she could have expressed her view
in her own separate final decision on the grievance. Instead, Linn joined Brown’s
opinion, an implicit acknowledgement that she deemed herself eligible to serve as
a Board member.
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order recognizing either Linn or Rios as the AFA System Board representative for
the purposes of completing the arbitration of the grievance. On May 2, 2013, the
Court granted Spirit’s motion to dismiss, holding that only final arbitral awards are
subject to judicial review and that Brown’s decision was not yet final because “a
majority vote is required to render a final decision” and, “[a]ccording to the CBA,
Linn became ineligible to serve as a System Board member once she ceased being
a full-time Spirit employee.” 2013 WL 1858754, at *5.
In holding that Linn became ineligible to serve on the Board once she ceased
being a full-time Spirit employee, the Court did not intend to conclusively resolve
a minor dispute, nor did it have authority to conclusively resolve a minor dispute.
See Consol. Rail Corp. v. Ry. Labor Execs.’ Ass’n, 491 U.S. 299, 304 109 S. Ct.
2477, 2481 (1989) (“The [Adjustment] Board . . . has exclusive jurisdiction over
minor disputes.”). Rather, the issue before the Court was whether there existed, at
that time, a final and binding arbitration award that was subject to judicial review
and capable of judicial enforcement.

To answer that question, the Court

considered whether Brown’s draft award enjoyed the backing of a majority of the
System Board – an inquiry that involved the consideration of a minor dispute, that
being whether Linn was eligible to continue her service on the Board following her
retirement. In other words, the Court was faced with a minor dispute as part of its
analysis of another issue that it was tasked with deciding. The Court’s conclusion
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about Linn’s post-retirement eligibility to serve on the Board was in no way meant
to preclude an arbitral finding that Linn remained eligible despite her retirement or
otherwise limit the options available to the parties going forward with regard to
any avenues available under the CBA for completing the arbitration. See 2013 WL
1858754, at *6 (“The fact that Arbitrator Brown’s decision is not now final and
binding does not mean that it may not become so.”).3
Spirit also argues that the law-of-the-case doctrine prevents the Court from
enforcing the award in light of the Court’s September 18 Opinion declining to do
so. However, the rationale supporting the Court’s decision to enforce the award
was not discussed in the prior round of motion practice and, in any event, the Court
has authority to reconsider and correct an error in a previous ruling. See Pac.
Emp’rs Ins. Co. v. Sav-a-Lot of Winchester, 291 F.3d 392, 398 (6th Cir. 2002)
(“Where the ruling in question was not made by a higher court, the decision to
reconsider the prior determination is subject to review under an ‘abuse of
discretion’ standard. . . . [a]nd it is not an abuse of discretion to revisit a prior
ruling that is found to be erroneous.”).

3

The case on which Spirit relies in support of its argument that preclusion
principles barred Brown from deciding the board composition issue is not relevant
here. See Beden v. United Auto Workers Local 9699, No. 10-CV-14851, 2011 WL
3810099 (E.D. Mich. Aug. 29, 2011). This is because Beden was not an RLA case
holding that a federal court’s incidental ruling on a minor dispute could bind the
exclusive tribunal charged with conclusively deciding such issues.
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Finally, Spirit argues that the Board’s final award in favor of AFA should be
vacated because it is wholly baseless and reflects the arbitrator’s own notions of
industrial justice.

Spirit Br. at 23 (ECF No. 47).

The Supreme Court has

articulated the standard of review applicable to system board decisions:
Judicial review of a labor-arbitration decision . . . is very limited.
Courts are not authorized to review the arbitrator’s decision on the
merits despite allegations that the decision rests on factual errors or
misinterprets the parties’ agreement. We recently reiterated that if an
arbitrator is even arguably construing or applying the contract and
acting within the scope of his authority, the fact that a court is
convinced he committed serious error does not suffice to overturn his
decision. It is only when the arbitrator strays from interpretation and
application of the agreement and effectively dispenses his own brand
of industrial justice that his decision may be unenforceable. When an
arbitrator resolves disputes regarding the application of a contract, and
no dishonesty is alleged, the arbitrators improvident, even silly,
factfinding does not provide a basis for a reviewing court to refuse to
enforce the award.
Major League Baseball Players Ass’n v. Garvey, 532 U.S. 504, 509, 121 S. Ct.
1724, 1728 (2001) (citations, quotation marks, and brackets omitted). Interpreting
Garvey, the Sixth Circuit listed three questions – and only three questions – that
courts should consider in determining whether to enforce an award:
Did the arbitrator act “outside his authority” by resolving a dispute not
committed to arbitration? Did the arbitrator commit fraud, have a
conflict of interest or otherwise act dishonestly in issuing the award?
And in resolving any legal or factual disputes in the case, was the
arbitrator “arguably construing or applying the contract”?
Mich. Family Res., Inc. v. Serv. Emps. Int’l Union Local 517M, 475 F.3d 746, 753
(6th Cir. 2007).

“So long as the arbitrator does not offend any of these
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requirements, the request for judicial intervention should be resisted even though
the arbitrator made ‘serious,’ ‘improvident’ or ‘silly’ errors in resolving the merits
of the dispute.” Id.
The nature of the healthcare grievance can be summarized as follows. Spirit
offers its flight attendants a choice of four healthcare plans. Although Spirit is not
contractually obligated to offer healthcare benefits to the domestic partners of its
flight attendants, it voluntarily decided to do so. However, flight attendants opting
to obtain coverage for their domestic partners are limited to just one out of the four
healthcare plans and excluded from the other three, as are their domestic partners.
In contrast, married flight attendants and their spouses may select from all four
plans. AFA brought a grievance on behalf of a Spirit flight attendant adversely
affected by this policy, arguing that the policy of treating domestic partners
different from married spouses violates a provision of the CBA prohibiting
discrimination based on marital status.
The Board held, over Corneanu’s dissent, that Spirit’s policy of treating
married flight attendants and their spouses more favorably than partnered flight
attendants and their partners by affording the former group more healthcare options
than the latter violated the CBA’s prohibition on marital status discrimination,
which requires Spirit to “give equal opportunity to all qualified persons without
regard to . . . marital status”:
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The Company will provide insurance to all [flight attendants];
however, Flight Attendants whose relationships are by marriage have
access to the choice of four different plans for him or herself, the other
adult and any children; Flight Attendants whose relationships are by
partnership, however, are restricted to using only one of those plans
for him or herself, the other adult and any children. The only
difference between these Flight Attendants is their marital status, a
situation that violates both the Company’s own policy of nondiscrimination in the provision of benefits on the basis of marital
status and, pertinent to this Board, the same contractual ban found in
Section 23 B [of the CBA].
Arbitration Opinion & Award at 14-15 (Am. Compl. Ex. 12, ECF No. 2-12).
Spirit does not argue that the Board acted outside its authority in resolving
this dispute, nor does Spirit allege fraud, dishonesty, or a conflict of interest.
Therefore, if the award is to be vacated, Spirit must show that the majority was not
arguably construing or applying the contract in resolving legal or factual disputes
in the case. Spirit has not satisfied its burden. While Spirit states that the award
reflects an “abandonment of contract language, legal precedent, past practice
between the parties, and bargaining history,” Spirit Br. at 23-24 (footnote omitted),
it does not explain the precise basis for its belief. Having thoroughly reviewed the
Board’s decision, the Court concludes that it was arguably construing and applying
the CBA.

In its decision, the Board noted the pertinent CBA provisions,

Arbitration Opinion & Award at 2-4, outlined the parties’ arguments, id. at 7-9,
discussed the bargaining history of the parties, id. at 13-14, addressed and rejected
Spirit’s various arguments, id. at 13-15, 17-18, and distinguished the case law on
15

which Spirit relied. Id. at 15-18. Spirit’s conclusory argument that the award does
not draw its essence from the CBA is unpersuasive.
IV. CONCLUSION
For the reasons stated, AFA’s motion for summary judgment is GRANTED,
Spirit’s motion for summary judgment is DENIED, and the January 10, 2014
award in favor of AFA is ENFORCED.
SO ORDERED.

Dated: June 17, 2015

s/PATRICK J. DUGGAN
UNITED STATES DISTRICT JUDGE

Copies to:
Peter J. Petesch, Esq.
William B. Balke, Esq.
John R. Runyan , Jr., Esq.
Marshall J. Widick, Esq.
Peter C. Swanson, Esq.

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