United States District Court, E.D. Michigan, Southern Division
OPINION AND ORDER GRANTING DEFENDANT'S MOTION FOR
SUMMARY JUDGMENT [ECF NO. 10] AND GRANTING, IN PART,
PLAINTIFFS' MOTION FOR SUMMARY JUDGMENT [ECF NO.
V. PARKER U.S. DISTRICT JUDGE
October 7, 2016, Plaintiffs Mandy Calara and Nancy Calara
(collectively “Plaintiffs”) commenced this
lawsuit arising out of an Arbitration award issued in favor
of Defendant PGI of Saugatuck, Inc. (“PGI”) and
against Plaintiffs in the amount of $125, 725.50. (ECF No.
1.) Presently before the Court are the parties' cross
motions for summary judgment filed July 7, 2017. (ECF Nos. 18
& 20.) The motions have been fully briefed. Finding the
facts and legal arguments sufficiently presented in the
parties' briefs, the Court dispensed with oral argument
pursuant to Eastern District of Michigan Local Rule 7.1(f).
For the reasons that follow, the Court grants Defendant's
motion for summary judgment and grants, in part,
Plaintiffs' motion for summary judgment.
Factual and Procedural Background
Mandy Calara is a member of Midwest Yogurt and Cup Supply,
LLC (“Midwest Yogurt”). (ECF No. 2 at Pg ID 2;
ECF No.11 at Pg ID 63.) PGI is a Michigan corporation and
sells frozen yogurt products. (Id.) On January 16,
2015, Midwest Yogurt and PGI entered into a contract for the
purchase and sale of PGI's yogurt products. (ECF No. 1 at
Pg ID 2.) On that same day, Plaintiff Nancy Calara, who is
not a member of Midwest Yogurt, executed a personal guaranty,
which included an arbitration clause. (Id. at Pg ID
2, 12.) Plaintiff Mandy Calara was neither a signatory to the
contract nor the personal guaranty.
point, PGI claimed Midwest Yogurt failed to pay for $134,
778.80 worth of product and instituted an arbitration
proceeding against Plaintiffs. (Id. at Pg ID 2.) A
hearing was held on September 6, 2016 before Arbitrator
Barbara Cook. PGI sought recovery for the nonpayment of its
yogurt products through the enforcement of the personal
guaranty against Plaintiff Nancy Calara and under a theory of
promissory estoppel for Plaintiff Mandy Calara.
(Id. at Pg ID 3.)
Arbitrator Barbara Cook presided over the hearing, Arbitrator
JoAnne Barron issued the September 30, 2016 award, making the
1. Mandy and Nancy Calara are to pay PGI $118, 825.50;
2. Mandy and Nancy Calara are to pay PGI $4, 150 in attorney
3. The administrative fees of the American Arbitration
Association totaling $1, 750 shall be borne by Mandy and
Nancy Calara, and the compensation of the arbitrator totaling
$2, 000.00 shall be borne by Mandy and Nancy Calara.
4. Therefore, Mandy and Nancy Calara shall reimburse PGI the
sum of $2, 750.00, representing that portion of said fees in
excess of the apportioned costs previously incurred by PGI.
(ECF No. 1 at Pg ID 4, 14.) The total awarded amount is $125,
725.50. (Id.) Plaintiffs allege the arbitrator
exceeded her power in two ways. First, she issued an award
against Plaintiff Mandy Calara, who, among other things, was
neither a party to the contract nor the personal guaranty and
should not have been subject to the arbitration proceedings.
(Id. at Pg ID 5.) Second, she issued an award
against Plaintiff Nancy Calara despite the language in the
contract not binding Plaintiff Nancy Calara. (Id.)
Alternatively, Plaintiffs request the Court to modify the
7, 2017, Defendant filed a motion for summary judgment as to
Defendant Nancy Calara, asserting it is an undisputed fact
that Plaintiff Nancy Calara signed the personal guaranty,
which made her personally liable for Midwest Yogurt's
indebtedness. Also on July 7, 2017, Plaintiffs filed a motion
for summary judgment asserting it is an undisputed fact that
the arbitrator exceeded her scope of power when she (1)
subjected Plaintiff Mandy Calara to the arbitration
proceeding and (2) found Plaintiff Nancy Calara personally
liable for Midwest Yogurt's debts.
Summary Judgment Standard
judgment pursuant to Federal Rule of Civil Procedure 56 is
appropriate “if the movant shows that there is no
genuine dispute as to any material fact and the movant is
entitled to judgment as a matter of law.” Fed.R.Civ.P.
56(a). The central inquiry is “whether the evidence
presents a sufficient disagreement to require submission to a
jury or whether it is so one-sided that one party must
prevail as a matter of law.” Anderson v. Liberty
Lobby, Inc., 477 U.S. 242, 251-52 (1986). After adequate
time for discovery and upon motion, Rule 56 mandates summary
judgment against a party who fails to establish the ...