Reversed and Remanded and Majority Opinion and Concurring Opinion filed 

December 21, 2018. 

In The 

Fourteenth Court of Appeals 

NO. 14-18-00100-CV

DENISE LONGORIA, Appellant 

V.

CKR PROPERTY MANAGEMENT, LLC, Appellee 

On Appeal from the 270th District Court 

Harris County, Texas 

Trial Court Cause No. 2017-72827 

M A J O R I T Y O P I N I O N 

Appellant Denise Longoria signed an arbitration agreement before beginning 

her employment with appellee CKR Property Management, LLC (“CKR Property”). 

The parties’ arbitration agreement states that Longoria and CKR Property agree to 

arbitrate “any claim or dispute between them or against the other . . . whether related to 

the employment relationship or otherwise . . . .” Longoria resigned from CKR 

Property and was rehired by CKR Property approximately ten months later. Longoria 
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did not sign a separate arbitration agreement before beginning her second period of 

employment. 

CKR Property fired Longoria six months after she was rehired and sued her for 

claims arising from her second employment period. Longoria moved to compel 

arbitration and the trial court denied Longoria’s motion. For the reasons outlined 

below, we reverse the trial court’s order denying arbitration and remand the cause to 

the trial court for proceedings consistent with this opinion. 

BACKGROUND

CKR Property, which manages multi-family residential apartment 

complexes, hired Longoria in June 2015 to supervise operations at multiple 

properties. Before beginning her employment at CKR Property, Longoria signed 

an arbitration agreement entitled “Acknowledgement of Receipt of Arbitration 

Agreement.” The arbitration agreement states, in relevant part:

Denise N. Longoria and CKR Property Management agree that they 

prefer and choose to arbitrate any dispute they may have instead of 

litigating in court before a judge or jury. Therefore, they agree that 

any claim or dispute between them or against the other or any agent or 

employee of the other, whether related to the employment relationship 

or otherwise, including those created by practice, common law, court 

decision, or statute now existing or created later, including any related 

to allegations of violations of state or federal statutes related to 

discrimination, and all disputes about the validity of this arbitration 

clause, shall be resolved by final binding arbitration by the American 

Arbitration Association, under the National Rules for the Resolution 

of Employment Disputes. CKR Property Management agrees to pay 

all costs of the arbitration, except in that [sic] each party will bear 

their own legal fees. Fees paid are subject to the award of fees by the 

arbitrator, as provided by law and arbitration rules. This agreement 

shall be governed by and interpreted under the Federal Arbitration Act 

. . . .

Longoria signed the agreement and dated it June 15, 2015. The record does not 
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contain any other documents Longoria signed before beginning her first 

employment period. Longoria resigned from CKR Property in June 2016. 

CKR Property rehired Longoria in April 2017. Before beginning her second 

period of employment, Longoria signed a “Confidentiality and Non-Competition 

Agreement.” This second agreement does not contain any provisions addressing 

either (1) the previously signed arbitration agreement; or (2) the arbitrability of 

claims arising under the non-compete agreement. Longoria did not sign a separate

arbitration agreement before beginning her second employment period. CKR

Property terminated Longoria’s employment six months later. 

CKR Property sued Longoria in October 2017, asserting claims arising from 

Longoria’s alleged breach of the non-compete agreement. Longoria filed a general 

denial and asserted affirmative defenses. 

Longoria filed a motion to compel arbitration under the Federal Arbitration 

Act (“FAA”). See generally 9 U.S.C.A. §§ 1-16 (West 2009). CKR Property

responded and the trial court held a hearing on the motion. The trial court signed 

an order on January 30, 2018, denying Longoria’s motion to compel arbitration. 

Longoria timely appealed. 

STANDARD OF REVIEW

We review the trial court’s denial of a motion to compel arbitration under an 

abuse of discretion standard. Branch Law Firm L.L.P. v. Osborn, 532 S.W.3d 1, 

12 (Tex. App.—Houston [14th Dist.] 2016, pet. denied). “‘An order denying 

arbitration must be upheld if it is proper on any basis considered by the trial 

court.’” Id. (quoting In re Weeks Marine, Inc., 242 S.W.3d 849, 854 (Tex. App.—

Houston [14th Dist.] 2007, orig. proceeding [mand. denied])).

A trial court abuses its discretion if it acts arbitrarily or unreasonably or 
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without reference to any guiding rules or principles. Id. “Under this standard, we 

defer to a trial court’s factual determinations if they are supported by evidence, but 

[we] review a trial court’s legal determinations de novo.” Id. (citing In re Labatt 

Food Serv., L.P., 279 S.W.3d 640, 643 (Tex. 2009) (orig. proceeding)). 

ANALYSIS

Asserting that the trial court erred by denying her motion to compel 

arbitration, Longoria argues that she and CKR Property executed a valid arbitration 

agreement and that CKR Property’s claims fall within the scope of that agreement. 

CKR Property contends that the arbitration agreement does not apply to its claims 

because the agreement was executed as part of Longoria’s first employment period 

from June 2015 to June 2016, and applies only to claims arising from that period. 

Pointing out that its claims arose from the non-compete agreement Longoria signed 

as part of her second employment period from April 2017 to October 2017, CKR 

Property asserts that the trial court correctly denied Longoria’s motion to compel. 

The parties agree that the FAA governs here. “A party seeking to compel 

arbitration under the FAA must establish that (1) there is a valid arbitration clause; 

and (2) the claims in dispute fall within that agreement’s scope.” In re Rubiola, 

334 S.W.3d 220, 223 (Tex. 2011) (orig. proceeding); see also Branch Law Firm 

L.L.P., 532 S.W.3d at 12. We analyze these prongs separately. 

I. Validity of the Arbitration Agreement 

The existence of a valid arbitration agreement between specific parties 

generally is a “gateway matter” for the court to decide. In re Weekley Homes, L.P., 

180 S.W.3d 127, 130 (Tex. 2005) (orig. proceeding). Under the FAA, ordinary 

principles of state contract law determine whether there is a valid arbitration 

agreement that meets all requisite contract elements. In re Rubiola, 334 S.W.3d at 
5

224; J.M. Davidson, Inc. v. Webster, 128 S.W.3d 223, 227 (Tex. 2003). A mutual 

agreement to arbitrate provides sufficient consideration to support an arbitration 

agreement. In re 24R, Inc., 324 S.W.3d 564, 566 (Tex. 2010) (orig. proceeding) 

(per curiam). 

When an arbitration agreement is unambiguous, its construction is governed 

by the parties’ objective intent as expressed in the agreement. In re Dillard Dept. 

Stores, Inc., 186 S.W.3d 514, 515 (Tex. 2006) (orig. proceeding) (per curiam). 

Challenges to an arbitration agreement’s validity generally focus on contractual 

issues related to the agreement’s enforceability, such as unconscionability, duress, 

fraudulent inducement, and revocation. See Royston, Rayzor, Vickery, & Williams, 

LLP v. Lopez, 467 S.W.3d 494, 500 (Tex. 2015) (orig. proceeding) (agreements to 

arbitrate are valid unless grounds exist in law or in equity for non-enforcement, 

such as fraud, unconscionability, or voidness under public policy); Venture Cotton 

Coop. v. Freeman, 435 S.W.3d 222, 227 (Tex. 2014) (an arbitration agreement 

may be “invalidated by generally applicable contract defenses, such as fraud, 

duress, or unconscionability” (internal quotation omitted)); see also Klein v. 

Nabors Drilling USA L.P., 710 F.3d 234, 237 (5th Cir. 2013) (“the initial question 

of whether there is a valid agreement to arbitrate usually concerns matters of 

contract formation”).

Here, Longoria asserts that she and CKR Property have a valid and 

enforceable arbitration agreement. We agree and conclude that the unambiguous 

terms of the parties’ arbitration agreement express an objective intent to arbitrate 

“any claim or dispute between them.” See In re Dillard Dept. Stores, Inc., 186 

S.W.3d at 515. The parties’ mutual agreement to arbitrate provides sufficient 

consideration for the agreement’s enforcement. See In re 24R, Inc., 324 S.W.3d at 

566. 
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Although only Longoria signed the arbitration agreement, CKR Property’s 

signature was not necessary to bind CKR Property to the agreement. See In re 

Polymerica, LLC, 296 S.W.3d 74, 76 (Tex. 2009) (orig. proceeding) (per curiam)

(“we have never held that the employer must sign the arbitration agreement before 

it may insist on arbitrating a dispute with its employee”); In re Macy’s Tex., Inc., 

291 S.W.3d 418, 419-20 (Tex. 2009) (orig. proceeding) (per curiam) (“The FAA 

contains no requirements for the form or specificity of arbitration agreements

except that they be in writing; it does not even require that they be signed.”). CKR 

Property does not contend otherwise. 

Looking at the substance of its arguments, CKR Property does not challenge 

the validity of the parties’ arbitration agreement and does not assert the agreement 

is unenforceable under general contract law principles based on unconscionability, 

duress, fraudulent inducement, or revocation. See Royston, Rayzor, Vickery, & 

Williams, LLP, 467 S.W.3d at 500; Venture Cotton Coop., 435 S.W.3d at 227. 

Counsel for CKR Property acknowledged at oral argument that the parties’ 

“agreement in and of itself is valid.” CKR Property contends that its claims in the 

underlying proceeding are not among those covered by the arbitration agreement; 

this contention is properly analyzed as a challenge to the agreement’s scope — not 

to its validity. See In re Rubiola, 334 S.W.3d at 223-24 (the issue of whether “the 

arbitration clause cover[ed] the [plaintiffs’] claims” was one that “question[ed] the 

clause’s scope”); see also Mendez v. New Bell Gen. Servs., L.P., 727 F. Supp. 2d 

585, 595 (W.D. Tex. 2010) (when analyzing scope, “the Court must decide 

whether the claim asserted is the type of claim the parties have agreed to 

arbitrate”). 

Even if treated for argument’s sake as a threshold validity challenge, CKR 

Property’s arguments would provide no basis for denying Longoria’s motion to 
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compel arbitration because the arbitration agreement’s terms specifically refer “all 

disputes about the validity of this arbitration clause” to arbitration. See Ernst & 

Young LLP v. Martin, 278 S.W.3d 497, 500-01 (Tex. App.—Houston [14th Dist.] 

2009, orig. proceeding) (where the arbitration clause stated that the parties agreed 

to arbitrate “any contention that all or part of these procedures are invalid or 

unenforceable,” appellees’ challenge to contract’s validity was subject to 

arbitration). While validity usually is a gateway matter for the court to decide, an 

arbitration agreement may properly refer these issues to arbitration and remove 

them from the court’s consideration. See In re Weekley Homes, L.P., 180 S.W.3d 

at 130 (the court generally decides whether an arbitration clause is valid unless 

there is “unmistakable evidence that the parties intended the contrary”); Ernst & 

Young LLP, 278 S.W.3d at 500-01. 

Our analysis now turns to the agreement’s scope. See In re Rubiola, 334 

S.W.3d at 225. 

II. Scope of the Arbitration Agreement 

Federal law governs the scope of an arbitration agreement under the FAA. 

In re Labatt Food Serv., L.P., 279 S.W.3d at 643; see also Klein, 710 F.3d at 237 

(when “determining the scope of a valid arbitration agreement,” the court 

“appl[ies] federal policy”). 

“[O]nce the party seeking arbitration proves the existence of an enforceable 

agreement to arbitrate, Texas and federal law recognize a strong presumption in 

favor of arbitration” and courts should “resolve any doubts regarding the scope of 

the arbitration agreement in favor of arbitration.” Branch Law Firm L.L.P., 532 

S.W.3d at 18 (internal quotation omitted); see also In re Rubiola, 334 S.W.3d at 

225. “Courts should not deny arbitration unless they can say with positive 

assurance that an arbitration clause is not susceptible of an interpretation that 
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would cover the dispute at issue.” Branch Law Firm L.L.P., 532 S.W.3d at 18; see 

also In re D. Wilson Constr. Co., 196 S.W.3d 774, 783 (Tex. 2006) (orig. 

proceeding). 

According to its unambiguous terms, the arbitration agreement between 

Longoria and CKR Property encompasses “any claim or dispute between them . . . 

whether related to the employment relationship or otherwise.” The arbitration 

agreement contains no temporal or subject matter limitations. Applying the 

presumption favoring arbitration, we conclude that the parties’ arbitration 

agreement is reasonably susceptible of an interpretation that would encompass the 

dispute at issue. See In re D. Wilson Constr. Co., 196 S.W.3d at 783; Branch Law 

Firm L.L.P., 532 S.W.3d at 18. 

CKR Property asserts that the parties’ arbitration agreement expired at the 

end of Longoria’s first employment period in June 2016; CKR Property further 

contends that “post-expiration” claims asserted after June 2016 must arise from 

pre-June 2016 facts and circumstances for either party to invoke the “expired” 

arbitration agreement. Arguing that “the factual bases for [its] claims only arose 

from the second employment period” beginning after April 2017, CKR Property 

contends that Longoria cannot compel arbitration based on an arbitration 

agreement signed at the beginning of the earlier June 2015-June 2016 employment 

period. 

We are not persuaded by CKR Property’s arguments because CKR Property 

relies primarily on cases involving collective bargaining agreements. See Litton 

Fin. Printing Div., a Div. of Litton Bus. Sys., Inc. v. N.L.R.B., 501 U.S. 190 (1991); 

Williamsbridge Manor Nursing Home v. Local 144 Div. of 1199, Nat’l Health & 

Human Servs. Emp’rs Union, ALF-CIO, 107 F. Supp. 2d 222 (S.D.N.Y. 2000). 

Litton held that an arbitration clause in an expired collective bargaining agreement 
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compelled arbitration of post-expiration disputes only if those disputes arose under 

the expired agreement. 501 U.S. at 205-06. Williamsbridge Manor applied 

Litton’s reasoning and concluded that the plaintiff’s suit did not arise under an 

expired collective bargaining agreement as necessary to compel arbitration under 

the expired agreement’s arbitration clause. 107 F. Supp. 2d at 224-25. 

These cases are distinguishable. Unlike the stand-alone arbitration 

agreement at issue here, the arbitration clauses in Litton and Williamsbridge Manor 

were part of broader, detailed collective bargaining agreements. See Litton, 501 

U.S. at 193-94; Williamsbridge Manor Nursing Home, 107 F. Supp. 2d at 223-24. 

Those clauses operated in the context of the comprehensive contracts that 

encompassed them — a circumstance that does not apply to the freestanding 

arbitration agreement at issue here. 

CKR Property also looks for help from Mendez v. Puerto Rican 

International Companies, Inc., Nos. 05-CV-00174-LDD, 05-CV-00199-LDD, 

2010 WL 2654439 (D.V.I. July 1, 2010), and Frank v. 84 Components Co., No. 

NA02-14-CH/H, 2002 WL 1364168 (S.D. Ind. June 18, 2002). These cases do not 

guide our decision. 

The Mendez plaintiffs signed arbitration agreements with two non-party 

companies; the plaintiffs later were employed by the defendant companies. 2010 

WL 2654439, at *1. The plaintiffs sued the defendant companies and the 

defendants sought to compel arbitration pursuant to the non-party companies’

arbitration agreements with the plaintiffs. Id. at *2. 

Rejecting the defendant companies’ attempt to invoke the arbitration 

agreements, the court stated that the plaintiffs “reasonably expected their promises 

to arbitrate to be effective and endure only in regard to the particular employment 

relationship that generated” the agreements, namely, the plaintiffs’ employment 
10

relationships with the non-party companies. Id. at *4. Noting that the plaintiffs’ 

claims did not arise from “their application or candidacy for employment and their 

employment with” the non-party companies, the court concluded that the plaintiffs 

“ha[d] no duty to arbitrate their claims” brought against the defendant companies. 

We are not bound by Mendez and we decline to follow it. Longoria sought 

to compel arbitration under an agreement to which she and CKR Property were 

parties. Unlike the agreement in Mendez, the arbitration agreement between 

Longoria and CKR Property covers any dispute between them, whether related to 

employment or not. Unlike the defendant companies in Mendez, Longoria’s 

motion to compel did not depend on an agreement executed with a non-party. See 

id. at *5 (“Plaintiffs’ claims do not arise out of the employment transactions in 

which they signed the [arbitration agreements]: their application or candidacy for 

employment and their employment with [the non-party companies].”). And, unlike 

Mendez, Longoria does not contend that the agreement at issue is a contract of 

adhesion. See id. at *4. 

The plaintiff in Frank signed an arbitration agreement before beginning her 

first period of employment with the defendant. 2002 WL 1364168, at *1 The 

agreement in Frank stated that it applied to all claims “[m]ade or which arise 

during and following [the plaintiff’s] voluntary or involuntary termination of 

employment.” Id. The defendant terminated the plaintiff’s employment several 

months later. Id. The plaintiff was rehired by the defendant but did not sign a 

second arbitration agreement. Id. 

The defendant again terminated the plaintiff and sued her for claims arising 

from the second termination. The court rejected the defendant’s attempt to compel 

arbitration based on the agreement signed as part of the plaintiff’s first 

employment period, stating that the defendant did “not come forward with any 
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evidence of words or actions that [the plaintiff] should have interpreted as meaning 

that she was agreeing to arbitration when [the defendant] hired her for the second 

time.” Id. at *3. 

We decline to follow Frank’s reasoning. Frank demands additional 

evidence showing the arbitration agreement was intended to apply to the plaintiff’s 

second employment period. See id. This approach contravenes the “strong 

presumption in favor of arbitration” and case law instructing courts to “resolve any 

doubts regarding the scope of the arbitration agreement in favor of arbitration.” 

Branch Law Firm L.L.P., 532 S.W.3d at 18; see also In re Rubiola, 334 S.W.3d at 

225. In addition, the arbitration clause in this case is broader than the language 

used in Frank. We rely on the broad, unambiguous language to which the parties 

agreed viewed in light of the applicable presumption. See Branch Law Firm

L.L.P., 532 S.W.3d at 18. 

Our analysis is guided instead by Utility Trailer Sales Southeast Texas, Inc. 

v. Lozano, No. 04-16-00644-CV, 2017 WL 3045861 (Tex. App.—San Antonio 

July 19, 2017, pet. denied) (mem. op.), in which the court analyzed a similar 

scenario and arbitration agreement. 

The plaintiff in Lozano signed an arbitration agreement before beginning his 

first period of employment with the defendant; the plaintiff did not sign a second 

arbitration agreement before beginning his second employment period. Id. at *1. 

The agreement stated that it: 

[C]ommences on the Acceptance Date and applies to all Covered 

Claims which occurred on or after the effective date. 

This Agreement shall survive the employer-employee relationship 

between the Company and the Claimant and shall apply to any 

Covered Claim whether it arises or is asserted during or after 

termination of the Claimant’s employment with the Company or the 
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expiration of any benefit plan. 

Id. at *2. The plaintiff was injured during his second employment period and sued 

the defendant for negligence. Id. at *1. Giving the parties’ arbitration agreement 

its “plain meaning,” the San Antonio Court of Appeals concluded that the 

agreement was applicable to the plaintiff’s claims that arose during his second 

period of employment. Id. at *2. 

Unlike the agreement analyzed in Lozano, the arbitration agreement here 

does not specifically state that it survives the termination of the employment 

relationship. But like the Lozano agreement, the arbitration agreement in today’s 

case clearly is intended to have a broad reach because it lacks any temporal 

limitations and applies to any dispute between CKR Property and Longoria 

“whether related to the employment relationship or otherwise.” Giving the 

agreement its plain meaning, it encompasses CKR Property’s claims in the 

underlying proceeding even though they arose from Longoria’s second 

employment period. See id.

We conclude that CKR Property’s claims in the underlying proceeding fall 

within the scope of the parties’ arbitration agreement. 

III. Waiver 

In response to Longoria’s motion to compel arbitration, CKR Property

asserted an express-waiver and an implied-waiver argument. CKR Property asserts 

that, because Longoria did not address on appeal CKR Property’s express waiver 

argument, the court must affirm the trial court’s denial of Longoria’s motion to 

compel. 

An express waiver in the arbitration context “arises when a party 

affirmatively indicates that it wishes to resolve the case in the judicial forum rather 
13

than in arbitration.” Branch Law Firm L.L.P., 532 S.W.3d at 22. Implied waiver

examines “whether a party has substantially invoked the judicial process” resulting 

in prejudice to the opposing party. Id. 

The section addressing waiver in Longoria’s opening appellate brief 

discusses the elements necessary to show an implied waiver, with argument 

focusing on whether Longoria “substantially invoked” the judicial process. In her 

opening brief, Longoria broadly asserted that she “did not waive her right to 

compel arbitration.” We conclude that Longoria also sufficiently challenged the 

trial court’s implied finding of express waiver. And, in her reply brief, Longoria 

provided briefing on the express-waiver issue.

With respect to CKR Property’s express waiver contention, the record does 

not contain any evidence showing that Longoria “affirmatively indicate[d]” she 

wished to resolve the case in a judicial forum rather than in arbitration. See id. 

The non-compete agreement does not satisfy this showing because it does not state 

that (1) it is fully integrated; (2) it supersedes all prior agreements; (3) all future

claims between CKR Property and Longoria must be resolved in court; or (4) the 

arbitration agreement is invalid. 

With respect to CKR Property’s implied waiver argument, Longoria filed 

her motion to compel arbitration before (1) the trial court entered a docket control 

order; (2) the parties took any depositions, and (3) the parties exchanged anything 

other than written discovery requests. These actions do not constitute a substantial 

invocation of the judicial process. See id.; see also RSL Funding, LLC v. Pippins, 

499 S.W.3d 423, 430 (Tex. 2016) (per curiam) (“[p]arties seeking to arbitrate have 

taken several different types of action without substantially invoking the judicial 

process” including “filing suit, conducting discovery, noticing depositions, taking 

depositions, agreeing to trial settings, and moving for procedural disposition”). 
14

Longoria did not waive her right to compel arbitration pursuant to the 

parties’ arbitration agreement. 

CONCLUSION

We conclude that the parties executed a valid arbitration agreement and that 

CKR Property’s claims in the underlying proceeding fall within the scope of that 

agreement. Longoria did not waive her arbitration rights. The trial court therefore 

erred in denying Longoria’s motion to compel arbitration. The trial court’s 

January 30, 2018 order is reversed and the cause is remanded to the trial court for 

proceedings consistent with this opinion. 

 /s/ William J. Boyce

 Justice 

Panel consists of Chief Justice Frost and Justices Boyce and Busby (Frost, C.J., 

concurring).