United States District Court

for the

Southern District of Florida

Carlos H. Espinoza and all others 

similarly situated, Plaintiffs,

v.

South Beach Associates, LLC, and 

Stefano Fritella, Defendants.

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Civil Action No. 20-22873-Civ-Scola

Order Denying Cross Motions for Summary Judgment

Plaintiff Carlos H. Espinoza complains his former employers, Defendants 

South Beach Associates, LLC, and Stefano Fritella, owe him unpaid overtime 

wages in violation of the Fair Labor Standards Act, 29 U.S.C. §§ 201–216 

(Compl., ECF No. 1, 12–16.) This matter is before the Court upon the 

Defendants’ and Espinoza’s respective cross-motions for summary judgment on 

the issue of whether the parties formed an arbitration agreement. (Defs.’ Mot., 

ECF No. 36; Pl.’s Mot., ECF No. 39.) In their motion, the Defendants argue that 

no genuine dispute on the formation of an arbitration agreement exists based 

on their former manager’s testimony that he witnessed Espinoza sign the 

agreement. Conversely, in his motion, Espinoza contends he never signed, nor

was he ever made aware of, an arbitration agreement. He argues he is therefore 

entitled to summary judgment himself because the Defendants have not met 

their burden of proving such agreement exists. The motions, along with each 

party’s statements of facts, are fully briefed and ripe for the Court’s review. For 

the reasons set forth below, the Court denies both motions for summary 

judgment (ECF Nos. 36, 39).

1. Background

Espinoza is a former employee at Social, a restaurant owned and 

operated by the Defendants. Espinoza alleges that between May 2013 and 

December 2019, he worked an average of fifty-two hours a week, but the 

Defendants refused to pay him overtime wages. Accordingly, on March 11, 

2020, Espinoza initiated this lawsuit seeking to recover damages for unpaid 

wages. In response, the Defendants moved to compel arbitration, contending

that Espinoza is bound by an agreement to arbitrate. (Defs.’ Mot. to Compel, 

ECF No. 6.) The Court denied the motion, finding Espinoza had raised a

genuine issue of material fact concerning the formation of the arbitration 

agreement. (Order Den. Mot. to Compel, ECF No. 19.) In order to address the 

merits of Espinoza’s claim, the Court must first determine whether an 

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arbitration agreement exists. And, if so, whether that arbitration agreement 

requires the parties arbitrate this dispute.

The Defendants contend Espinoza is bound by an agreement to arbitrate 

because the evidence shows Espinoza signed an acknowledgment form 

confirming that he had read and electronically signed an arbitration agreement.

(Defs.’ Mot. at 5.) The Defendants assert that around 2015 or 2016, all their

restaurants introduced a new onboarding system which required all employees 

to access and sign several documents, including the dispute resolution 

agreement. (Id. at 1–2.) The Defendants say they trained their restaurant 

managers to assist employees with logging in, inputting their basic information, 

and clicking through documents. (Id. at 2.) At the end, the system would print 

out an acknowledgment form that the employee signed by hand. (Id.) The 

Defendants’ former general manager, Damion Maggioni, testified that he 

assisted Espinoza with migrating to the new system and witnessed Espinoza 

click through the electronic documents and physically sign the 

acknowledgment form. (Maggioni Dep. at 25–29, Ex. D, ECF No. 34-4; Maggioni 

Decl. ¶ 6, Ex. E, ECF No. 34-5.) However, Espinoza claims he never completed

the electronic forms, including the dispute resolution agreement, and denies 

physically signing the acknowledgment form. (Pl.’s Dep. 17:17–18:5, 47:12–14, 

Ex. A, ECF No. 33-1; Pl.’s Aff. ¶¶ 7–8, Ex. A, ECF No. 11-1.) Both parties now 

move for summary judgment on the issue of whether an arbitration agreement 

was formed.

2. Legal Standard

Under Federal Rule of Civil Procedure 56, “summary judgment is 

appropriate where there ‘is no genuine issue as to any material fact,’ and the 

moving party is ‘entitled to a judgment as a matter of law.’” See Alabama v. N. 

Carolina, 560 U.S. 330 (2010) (quoting Fed. R. Civ. P. 56(a)). At the summary 

judgment stage, the Court must view the evidence in the light most favorable to 

the nonmovant. Adickes v. S.H. Kress & Co., 398 U.S. 144 (1970). It may not 

weigh conflicting evidence to resolve disputed factual issues. See Skop v. City of 

Atlanta, Ga., 485 F.3d 1130, 1140 (11th Cir. 2007). Yet, the existence of some 

factual disputes between litigants will not defeat an otherwise properly

grounded summary judgment motion; “the requirement is that there be 

no genuine issue of material fact.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 

248 (1986). Where the record as a whole could not lead a rational trier of fact to 

find in the nonmovant’s favor, there is no genuine issue of fact for 

trial. Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574 (1986).

“[O]nce the moving party has met its burden of showing a basis for the 

motion, the nonmoving party is required to ‘go beyond the pleadings’ and 

present competent evidence designating ‘specific facts showing that there is a 

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genuine issue for trial.’” United States v. $183,791.00, 391 Fed. App’x 791, 794 

(11th Cir. 2010) (quoting Celotex Corp. v. Catrett, 477 U.S. 317, 324 (1986)). 

Thus, the nonmoving party “may not rest upon the mere allegations or denials 

of his pleadings, but [instead] must set forth specific facts showing that there is 

a genuine issue for trial.” See Anderson, 477 U.S. at 248. “Likewise, a 

[nonmovant] cannot defeat summary judgment by relying upon conclusory 

assertions.” Maddox–Jones v. Bd. of Regents of Univ. of Ga., 448 Fed. App’x 17, 

19 (11th Cir. 2011). Mere “metaphysical doubt as to the material facts” will not 

suffice. Matsushita, 475 U.S. at 586.

The standard of review for cross-motions for summary judgment does not 

differ from the standard applied when only one party files a motion. See Am. 

Bankers Ins. Grp. v. United States, 408 F.3d 1328, 1331 (11th Cir. 2005). 

“Cross-motions for summary judgment will not, in themselves, warrant the 

court in granting summary judgment unless one of the parties is entitled to 

judgment as a matter of law on facts that are not genuinely disputed.” United 

States v. Oakley, 744 F.2d 1553, 1555 (11th Cir. 1984) (cleaned up). Thus, a 

court must consider each motion on its own merits, resolving all reasonable 

inferences against the party whose motion is under consideration. See Am. 

Bankers Ins. Grp., 408 F.3d at 1331.

3. Analysis

The question before the Court on the parties’ cross-motions for summary 

judgment is whether an arbitration agreement was formed. The issue here is a 

prototypical dispute of fact. On the one side is Espinoza’s sworn statement that 

he never saw, signed, or otherwise agreed to an arbitration agreement. On the 

other side is the Defendants’ copy of the acknowledgment form with Espinoza’s 

purported signature and testimony by a former manager attesting to the validity

of Espinoza’s electronic and physical signature. Based on the record and the 

applicable law, the Court has no difficulty concluding the parties have come 

forward with genuine disputes of material fact in response to each other’s 

cross-motions for summary judgment.

As a threshold matter, “whether an arbitration agreement exists at all is 

simply a matter of contract.” Rodero v. Signal Fin. Co. LLC, 365 F. Supp. 3d 

1263, 1264 (S.D. Fla. 2018) (Altonaga, J.) (cleaned up). “Such a determination 

rests on the intent of the parties.” Seaboard Coast Line R. Co. v. Trailer Train 

Co., 690 F.2d 1343, 1348 (11th Cir. 1982). For this, the Court must apply 

“ordinary state-law principles that govern the formation of contracts.” Am. Exp. 

Fin. Advisors, Inc. v. Makarewicz, 122 F.3d 936, 940 (11th Cir. 1997). Since the 

dispute resolution agreement and the acknowledgment form was allegedly 

signed and executed in Florida, Florida law governs this dispute. See Rodero, 

365 F. Supp. at 1265 (cleaned up) (“As Plaintiffs’ FLSA action involves an 

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employment relationship in Florida and the contracts are alleged to have been 

signed and executed in Florida, Florida law governs whether valid arbitration 

agreements exist between the parties.”).

The Defendants maintain the Court should enter summary judgment in

their favor because the evidence of the arbitration agreement’s formation is, in 

their minds, undisputed. (Defs.’ Mot. at 1.) In support, the Defendants rely on 

documents purportedly signed by Espinoza while employed by the restaurant, 

including the acknowledgment form confirming his electronic signature of the 

dispute resolution agreement and a signed immigration form. (Id. at 3.) The 

Defendants assert Espinoza’s purported signature on the acknowledgment form 

is the same as his signature on the immigration form. (Id.) However, the only 

documents Espinoza claims to have signed for the Defendants were an 

application for employment, denial of healthcare coverage, loan forms, and on a 

few occasions, proof of merchandise delivery.1 (Pl.’s Resp. to Defs.’ Stmt. ¶ 24, 

ECF No. 43.) Further, under penalty of perjury, Espinoza emphatically denies 

ever being brought into an office, logging into an office computer, or completing 

any onboarding forms involving the staff-employee handbook or an arbitration 

agreement. (Pl.’s Dep. 17:17–18:5, 47:12–14; Pl.’s Aff. ¶ 11, Ex. A, ECF No. 17-

1.) Because the Court cannot weigh evidence, at this stage of the litigation,

Espinoza’s testimony creates a genuine dispute of material fact, and therefore 

the Defendants are not entitled to summary judgment.

Conversely, in his motion, Espinoza argues the Court should instead 

grant summary judgment in his favor because the Defendants fail to meet their 

burden of proving that an agreement to arbitrate existed at all. The Defendants 

reject Espinoza’s assertion by pointing to the record. Particularly, the

Defendants rely on Maggioni’s testimony in which he maintains he was present 

when Espinoza completed the process of reviewing and electronically signing 

the dispute resolution agreement. (Maggioni Dep. 25:5–26:2; Maggioni Decl. ¶

6.) Maggioni also attests he personally witnessed Espinoza hand sign the 

acknowledgment form. (Maggioni Dep. 29:5–11; Maggioni Decl. ¶ 6.) Again, 

because the Court cannot weigh the evidence at this stage of the litigation, this 

evidence, viewed in the light most favorable to the Defendants, creates a 

genuine dispute as to whether the parties formed an arbitration agreement, 

thus precluding summary judgment in Espinoza’s favor.

Based on the parties’ respective responses to the cross-motions, both 

Espinoza and the Defendants have handily presented evidence showing that 

1 The Court notes that in his opposition to the Defendants’ motion to compel arbitration, 

Espinoza initially stated that he never saw the immigration form and that the signature on the 

form was not his. (Pl.’s Aff. ¶ 20, Ex. A, ECF No. 17-1.) However, it appears Espinoza later 

admitted and confirmed at his deposition that he did, in fact, sign the immigration form. (Pl.’s 

Resp. to Req. for Admis. ¶¶ 13–14, Ex. A, ECF No. 41-1; Pl.’s Dep. 37:21–38:21, Ex. A, ECF 34-

1.)

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there are genuine issues of material fact that can only be resolved through a 

trial.

4. Conclusion

For the reasons stated above, the Court denies both parties’ motions for 

summary judgment (ECF Nos. 36, 39). Accordingly, this case will move forward 

to trial, on the limited issue of agreement formation, which, in light of the 

ongoing pandemic, will take place via videoconferencing. 

Calendar call will take place, as already scheduled, at 9:00 a.m. on 

January 12, 2021, via teleconference. The Court also specially sets the bench 

trial to commence at 8:30 a.m. on January 19, 2021. The Court will provide 

call-in and log-in information for the calendar call and trial in a later notice. 

Done and ordered at Miami, Florida, on December 9, 2020.

________________________________

Robert N. Scola, Jr.

United States District Judge

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