United States Court of Appeals 

for the Fifth Circuit 

No. 22-20150 

Summary Calendar 

Monica Winn, 

Plaintiff—Appellant, 

versus

Brunswick Corporation; Freedom Boat Club, L.L.C.; 

Goin’ Coastal L.L.C., 

Defendants—Appellees. 

Appeal from the United States District Court 

for the Southern District of Texas 

USDC No. 4:20-CV-3662 

Before Stewart, Duncan, and Wilson, Circuit Judges.

Per Curiam:*

 Monica Winn appeals the district court’s orders dismissing her claims 

against Brunswick Corporation (“Brunswick”), Freedom Boat Club LLC 

(“FBC”), and Goin’ Coastal LLC (“GC”). Because her appellate brief is 

devoid of substantive arguments concerning her claims against Brunswick or 

*

 This opinion is not designated for publication. See 5th Cir. R. 47.5. 

United States Court of Appeals 

Fifth Circuit 

FILED 

December 14, 2022 

Lyle W. Cayce 

Clerk 

Case: 22-20150 Document: 00516578274 Page: 1 Date Filed: 12/14/2022
No. 22-20150 

2 

FBC and her contract with GC contains a valid arbitration agreement, we 

AFFIRM. 

I. Background 

A. Winn and Hearne’s Interaction 

Winn, an African American woman, purchased a boat club 

membership from GC through FBC in Galveston, Texas. Her membership 

with FBC Galveston granted her access to numerous docks in the FBC 

network. On September 6, 2020, Winn reserved a boat for her and nine 

friends. Seven of her friends boarded immediately with no issue and they set 

sail for a couple of hours. Winn returned to pick up her remaining friends 

where David Hearne, a previous FBC Houston employee and spouse of the 

current FBC Galveston owner, began questioning her and her guests. 

Winn alleges that Hearne berated her and her guests about the liquor 

and beer they had on her reserved boat. According to her, their consumption 

of alcohol on the boat and dock were within FBC’s rules and Hearne ignored 

other non-minorities also enjoying alcoholic drinks. She perceived Hearne’s 

aggression at her party as racially motivated and contacted FBC’s corporate 

office to complain about her treatment. FBC suggested that Winn stop going 

to the Galveston location and take advantage of a different dock through the 

reciprocity system she enjoyed as an FBC member. Dissatisfied with FBC’s 

response, Winn sued GC, FBC, and FBC’s parent company, Brunswick. 

B. District Court Proceedings

 At the district court, Winn filed claims against GC, FBC, and 

Brunswick under: (1) 42 U.S.C. § 1981; (2) 42 U.S.C. § 2000 (“Title II 

claims”); (3) state negligence law; and (4) state constitutional and statutory 

Case: 22-20150 Document: 00516578274 Page: 2 Date Filed: 12/14/2022
No. 22-20150 

3 

law.1 Brunswick and FBC filed motions to dismiss under Rule 12(b)(6). Winn 

amended her original complaint on January 5, 2021. Brunswick and FBC, 

again, moved to dismiss, while GC filed a motion to compel arbitration. 

1. FBC & Brunswick’s Motions to Dismiss 

On June 22, 2021, the district court granted Brunswick and FBC’s 

motions to dismiss. Regarding Winn’s § 1981 claim, the district court noted 

that she failed to allege that Brunswick “intended to discriminate against her 

on the basis of her race or interfered with her contract rights.” It further 

noted that she failed to demonstrate that either FBC or Brunswick “hired, 

supervised, or otherwise directed the actions of Hearne.” On her Title II 

claims, the district court held for Brunswick and FBC because Winn failed to 

explain how she attempted to contract for a public accommodation or how 

Brunswick or FBC denied her efforts to that end. Finally, the district court 

rejected Winn’s negligence claim because neither Brunswick nor FBC owed 

her a legal duty to prevent Hearne’s alleged harassment. 

2. GC’s Motion to Compel Arbitration

 Winn’s claims against GC pressed on after Brunswick and FBC’s 

dismissal. Ultimately, the district court ruled in favor of GC and compelled 

arbitration in accordance with the parties’ contractual terms. The district 

court expressed its “reservations about arbitration,” but noted that “the 

Fifth Circuit has made clear that arbitration clauses prevail.” Winn timely 

appealed, where she contends that the district court erred in granting: (1) 

Brunswick and FBC’s motions to dismiss and (2) GC’s motion to compel 

arbitration.

1

 Winn ultimately abandoned her Texas constitutional and statutory law claims—

leaving only the § 1981, Title II, and negligence claims for consideration at the district court 

and the instant appeal. 

Case: 22-20150 Document: 00516578274 Page: 3 Date Filed: 12/14/2022
No. 22-20150 

4 

II. Standard of Review 

We review a district court’s grant of a Rule 12(b)(6) motion de novo, 

“accepting all well-pleaded facts as true and viewing those facts in the light 

most favorable to the plaintiff.” Ferguson v. Bank of N.Y. Mellon Corp., 802 

F.3d 777, 780 (5th Cir. 2015) (internal quotations and citation omitted). We 

only consider “the facts stated in the complaint and the documents either 

attached to or incorporated in the complaint.” Lovelace v. Software Spectrum 

Inc., 78 F.3d 1015, 1017 (5th Cir. 1996). To avoid dismissal, plaintiffs must 

plead “facts to state a claim to relief that is plausible on its face.” Bell Atl. 

Corp. v. Twombly, 550 U.S. 544, 570 (2007). 

Likewise, “we review the grant or denial of a motion to compel 

arbitration de novo.” Lizalde v. Vista Quality Mkts., 746 F.3d 222, 225 (5th 

Cir. 2014) (citing Fleetwood Enters., Inc. v. Gaskamp, 280 F.3d 1069, 1073 (5th 

Cir. 2002)). “To determine whether an agreement to arbitrate is 

contractually valid, courts apply ‘ordinary state-law principles that govern 

the formation of contracts.’” Id. (quoting Morrison v. Amway Corp., 517 F.3d 

248, 254 (5th Cir. 2008)). 

III. Discussion

A. Forfeiture of Winn’s Negligence, § 1981, & Title II Claims 

An appellant’s brief must provide the “appellant’s contentions and 

the reasons for them, with citations to the authorities and parts of the record 

on which the appellant relies.” Fed. R. App. P. 28(a)(8)(A). Accordingly, 

a “party that asserts an argument on appeal, but fails to adequately brief it, is 

deemed to have waived it.” United States v. Scroggins, 599 F.3d 433, 446 (5th 

Cir. 2010) (citation omitted). Also, an appellant “abandons all issues not 

raised and argued in its initial brief on appeal.” MDK Sociedad De 

Responsabilidad Limitada v. Proplant Inc., 25 F.4th 360, 367 (5th Cir. 2022) 

(emphasis in original). Furthermore, we have held that “an appellant forfeits 

Case: 22-20150 Document: 00516578274 Page: 4 Date Filed: 12/14/2022
No. 22-20150 

5 

its appeal if the district court provides several alternative grounds for its 

decision and the appellant fails to brief one of those grounds.” Frew v. Janek, 

820 F.3d 715, 719 (5th Cir. 2016). 

 Winn purports to appeal the district court’s orders dismissing her 

claims against Brunswick and FBC. She asserts that her pleading sufficiently 

articulated the proper elements to sustain her negligence, 42 U.S.C. § 1981, 

and Title II causes of action. On appeal, Rule 28(a)(8)(A) requires her to 

reassert her contentions, the reasons for them, and cite relevant legal 

authority and record-support. Here, she fails to meet this burden. The 

relevant portion of her argument regarding her negligence, § 1981, and Title 

II claims makes up roughly one page of her initial brief. She mentions none of 

the relevant elements of her claims and provides no factual support with 

which we might analyze them—opting, instead, for conclusory allegations 

that the district court prematurely dismissed these parties without permitting 

additional discovery. 

Ultimately, Winn has failed to brief any of the grounds for which she 

argues the district court erred in dismissing her claims against Brunswick and 

FBC. See Frew, 820 F.3d at 719. Because she failed to adequately brief these 

claims on appeal, she has effectively abandoned these issues and forfeited her 

argument pertaining thereto. See Scroggins, 599 F.3d at 446; MDK Sociedad, 

25 F.4th at 367. 

B. GC’s Motion to Compel Arbitration 

 We use a two-step approach in deciding whether to require 

arbitration. “The first step is to determine whether the parties agreed to 

arbitrate the dispute in question.” Webb v. Investacorp, Inc., 89 F.3d 252, 258 

(5th Cir. 1996). At step one, we look to: “(1) whether there is a valid 

agreement to arbitrate between the parties; and (2) whether the dispute in 

question falls within the scope of that arbitration agreement.” Tittle v. Enron 

Case: 22-20150 Document: 00516578274 Page: 5 Date Filed: 12/14/2022
No. 22-20150 

6 

Corp., 463 F.3d 410, 418 (5th Cir. 2006). The second step is to determine 

“whether legal constraints external to the parties’ agreement foreclosed the 

arbitration of those claims.” Webb, 89 F.3d at 258. Step two requires this 

court to evaluate the scope of the arbitration clause and the nature of the 

dispute. See Tittle, 463 F.3d at 419. 

 Winn first contends that her contract with GC did not expressly 

provide that arbitrability would be decided in accordance with the American 

Arbitration Association’s (“AAA”) rules—indicating a step one problem 

with the contract. See Webb, 89 F.3d at 258. Alternatively, she argues that 

even if the contract incorporates AAA rules, the district court erred in 

compelling arbitration because it would deprive her of federal rights 

guaranteed by 42 U.S.C. §§ 1988 and 2000a-3. Specifically, she asserts that 

the arbitration agreement abrogates her rights under the Civil Rights Act 

(“CRA”) because GC used its bargaining power to impose a fee arrangement 

which would require her to share the cost of arbitration if she does not prevail. 

She asserts that this fee arrangement violates the CRA and, as a result, allows 

her to evade arbitration of the dispute. We disagree. 

 Here, Winn and GC’s contract expressly provides that the agreement 

would be governed by the Federal Arbitration Act and AAA rules. The 

contract also contemplates this type of dispute, so it is reasonable to conclude 

that this dispute falls within the scope of the parties’ agreement. 

Consequently, step one favors compelling arbitration. Webb, 89 F.3d at 258. 

On step two, Winn’s argument that the fee-shifting provision in her contract 

violates the CRA and, therefore, favors holding against arbitration is 

unpersuasive. We have repeatedly upheld similarly valid arbitration 

agreements that required plaintiffs to arbitrate federal statutory claims, 

including those under § 1981. See, e.g., Mayberry v. Prudential, 193 F.3d 517, 

517 (5th Cir. 1999) (compelling arbitration in a § 1981 claim); Rojas v. T.K.

Commc’ns, Inc., 87 F.3d 745, 747 (5th Cir. 1996) (same); Gilmer v. 

Case: 22-20150 Document: 00516578274 Page: 6 Date Filed: 12/14/2022
No. 22-20150 

7 

Interstate/Johnson Lane Corp., 500 U.S. 20, 35 (1991) (compelling arbitration 

in an Age Discrimination in Employment Act claim). Because both prongs 

favor compelling arbitration, we affirm. 

IV. Conclusion

For the foregoing reasons, we AFFIRM the judgment of the district 

court. 

Case: 22-20150 Document: 00516578274 Page: 7 Date Filed: 12/14/2022