RIPPLE, Circuit Judge:
Curtis Davis brought this action in the district court to challenge the decision of
The district court erred in vacating the arbitrator's decision. Specifically, the arbitrator was entitled to conclude that ProAg had the authority under the policy to set a reasonable deadline for the receipt of necessary documentation in support of the claim. Mr. Davis's failure to comply with that deadline was an adequate basis for ProAg's denial of his claim. Moreover, under the circumstances presented in this case, the arbitrator was entitled to make his findings without first seeking a formal opinion of the Federal Crop Insurance Corporation ("FCIC"), the federal agency with authority over crop insurance policies. Finally, Mr. Davis waived any argument based upon the arbitrator's failure to deliver his decision and award within the time limitations provided by the policy. Mr. Davis did not object when the arbitrator's deadline passed; instead, he waited until after he received an adverse decision and then filed this action in the district court. Accordingly, we now reverse the judgment of the district court and remand the case for further proceedings consistent with this opinion.
Mr. Davis farms in Pulaski County, Georgia. ProAg is a private insurance company that writes federal crop insurance policies pursuant to a Standard Reinsurance Agreement with the FCIC. At all times relevant to this action, Mr. Davis maintained a crop insurance policy written by ProAg to cover his cotton crop. In 2008, Mr. Davis's cotton crop had a low yield caused by periods of both drought and excessive rainfall, irrigation problems and a tropical storm. He began harvesting in late October, and he completed his harvest on December 24, 2008.
Two days prior to completing his harvest, on December 22, Mr. Davis notified his crop insurance agent, Pat Rush of the Rush-Yearty Insurance Agency, of the possibility of a claim under his policy because of the low yield. The agency, however, failed to forward the notice to ProAg until January 8, 2009. The record is not clear regarding what additional information Mr. Davis submitted to ProAg during this initial period after his notice to Rush in late December. In particular, the record does not contain a copy of any completed indemnity claim labeled as such. It is clear that, in evaluating the claim, ProAg adjusters visited the Davis farm in January, February and March. The record also contains a form titled "Delayed Notice of Loss/Delayed Claim Report" dated March 24, 2009, on which an adjuster had written "Claim was on time. Delayed Original Adjuster behind in processing claim."
On March 20, 2009, adjuster Lamar Jones authored a Special Report indicating that he could not substantiate Mr. Davis's claimed losses as weather-related. He relied in part on comparisons to neighboring farms and weather records. The record also contains internal ProAg forms signed by Mr. Davis on the same date calculating
ProAg notified Mr. Davis, by way of letter dated June 12, 2009, that "the current information provided and determinations made would result in your claim being denied. At this time additional information is being requested from you in an effort to support your claim."
In a letter dated July 21, 2009, approximately forty days after its prior letter, ProAg formally denied Mr. Davis's claim. This letter recited that "ProAg has not received a response in writing from you and /or any of the items we requested and that are required by the policy."
The letter also advised Mr. Davis of his right to contest the determination in mediation or arbitration.
By handwritten letter and accompanying documentation dated November 22, 2009, some four months after the claim was denied, Mr. Davis responded to ProAg's request. Mr. Davis then filed for arbitration of his claim, demanding an award of $348,204.50.
Beyond the evidence discussed above and, therefore, indisputably in ProAg's possession prior to June 12, 2009, the arbitration record contains expert opinions regarding rainfall and local irrigation practices, receipts related to the crop, lab testing results, news items relating to rainfall during the relevant period and similar items. Some of those documents plainly were not received during the claims period because they are dated after that period had expired; the origins and submission dates of the remainder of the items are unclear.
After a hearing and post-hearing briefing, the record of proceeding closed on November 11, 2011. Thirty-three days later, on December 15, 2011, the arbitrator issued his decision and denied Mr. Davis's claim in its entirety. Specifically, the arbitrator found that Mr. Davis's November response to the June request was "[c]learly... outside the Policy's timelines[] and did not provide all requested and required information/documentation to adjust and complete the claim."
Upon receipt of the decision of the arbitrator denying his claim, Mr. Davis filed this action in the district court, seeking vacatur of the arbitration award pursuant to the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1-16. Specifically, he invoked 9 U.S.C. § 10(a)(4), which pertains to awards in which "the arbitrators exceeded their powers, or so imperfectly executed them that a mutual, final, and definite award upon the subject matter submitted was not made."
After filing an amended motion to vacate, Mr. Davis moved for summary judgment. Mr. Davis presented two principal arguments. First, he argued that, under the crop insurance policy at issue, the arbitration proceeding was required to be conducted "`in accordance with the rules of the American Arbitration Association' (AAA)."
ProAg responded to both motions. In addition to opposing Mr. Davis's arguments about the delay in the arbitrator's decision and whether the arbitrator had exceeded his authority, ProAg argued that it was unnecessary to reach those arguments because, in its view, the arbitrator had determined that Mr. Davis had failed to meet his burden of proof based on the evidence presented regardless of any failure to abide by any applicable timelines.
After a hearing on the motion, the district court granted summary judgment for Mr. Davis, vacating the arbitrator's award. After acknowledging its limited power to vacate an arbitration award under 9 U.S.C. § 10, the district court addressed the parties' contentions. First, the court disagreed with ProAg's characterization of the arbitrator's findings as based in part on the burden of proof. It concluded instead that the arbitrator's decision was based entirely on its assessment of the timeliness of Mr. Davis's submission. Next, in deciding the issue of Mr. Davis's timely compliance with the policy, the district court agreed with Mr. Davis that the arbitrator impermissibly had interpreted the terms of the policy. The court concluded that resolution of the dispute turned on the proper characterization of ProAg's June 12, 2009 letter requesting further documentation of Mr. Davis's claim. Specifically, in the court's view, the crucial issue was whether that
To answer this question, the district court turned to the terms of the policy. It identified in Section 15 "only [three] explicit timeliness requirements relevant to Davis's claim for submitting notices or documentation" and an additional obligation "to `[c]ooperate with [ProAg] in the investigation or settlement of the claim,'" including "`[p]rovid[ing ProAg] with records and documents'" at its request.
The court determined that, although the arbitrator made reference to a failure to comply with the timeliness requirements of Section 15, he never referenced a particular provision of Section 15 that Mr. Davis had violated. Indeed, the only specific reference to a deadline in the arbitrator's decision was Mr. Davis's failure to comply with the thirty-day deadline set by the June 12 letter. The court continued,
The court further ruled that, although "the award suggests that there were some issues with the sufficiency of the evidence,"
a matter which should have been reserved for the FCIC pursuant to 7 C.F.R. § 457.8 (§ 20(a)(1) of the reinsurance policy). According to the district court, "the failure to obtain a required interpretation from the FCIC results in the nullification of an arbitration award" because it demonstrated that the arbitrator acted in excess of his authority.
ProAg timely appeals.
Our jurisdiction and the district court's jurisdiction are secure.
As we already have noted, the district court took the view that the arbitrator had exceeded his authority. ProAg now raises two principal challenges to the district court's decision. First, it claims that the district court erred in reading the arbitrator's decision as focusing exclusively on timeliness. In its view, the decision also rested on Mr. Davis's failure to meet his substantive burden to establish entitlement to payment of his claim. Second, it claims that, even if the arbitrator's decision did rest entirely on timeliness, the arbitrator did not engage in an impermissible policy interpretation that should have been reserved to the FCIC.
Because the relevant authorities are few and because a decision on the proper division of authority between the arbitrator and the FCIC has the potential to affect significantly the administration of the federal statutory scheme, we invited the Government to submit a brief as amicus curiae.
We begin with a brief discussion of the FCIC and its role in crop insurance agreements. The FCIC operates under the supervision of the Risk Management Agency of the United States Department of Agriculture. It was established by section 503 of the Federal Crop Insurance Act ("FCIA" or the "Act"), ch. 30, 52 Stat. 72 (1938) (codified as amended at 7 U.S.C. § 1503). See generally 7 U.S.C. §§ 1501-24 & 1531. The FCIC acts, when certain eligibility conditions are met, as reinsurer on crop insurance policies written by approved private insurers such as ProAg.
In order to qualify for reinsurance through the FCIC, the policies written by approved private insurers must comply with the FCIA and its accompanying regulations. Consequently, "[t]he FCIA generally establishes the terms and conditions of insurance, ... even though the crop insurance policy is between the farmer and an approved insurance provider."
The standard language found in the regulations for inclusion in the common crop insurance contract provides that all disputes between insurer and insured are subject to mediation and/or arbitration. Id. § 457.8 (Policy § 20(a)(1)). That same provision, however, explicitly requires that
Id. With this background, we now turn to an assessment of the parties' contentions.
The arbitrator determined that Mr. Davis's failure to abide by a deadline — identified only in a letter from ProAg to Mr. Davis, without reference to a particular policy provision mandating such a schedule for a response — justified the denial of an award to Mr. Davis. Because there is no specific policy provision requiring the deadline set in the letter, resolution of the issue requires us to decide whether the arbitrator's untimeliness decision rested on an interpretation of the standard Policy and thus exceeded his authority by deciding a matter reserved to the FCIC.
The Government, as amicus curiae, takes the view that the district court erred in characterizing the timeliness question before the arbitrator as an interpretive issue that required prior submission to the FCIC:
Gov't Br. 15.
In essence, the FCIC agrees with Mr. Davis that whether the insurer can impose a reasonable deadline, not explicitly found
Because the FCIC has determined, as an interpretive matter, that insurer-imposed deadlines are compatible with the purposes of the statutory and regulatory scheme, the individual factual determinations that such a deadline was imposed and that, in the specific circumstances of the transaction, its imposition was reasonable were matters for the arbitrator. The arbitrator therefore acted well within his discretion in concluding that, because Mr. Davis had failed to comply with the thirty-day deadline and thus breached his duty under the contract, ProAg was within its rights to determine that the claim ought to be denied.
In sum, because the FCIC in FAD-87 already has authorized the insurer to "impose a reasonable deadline for an insured to provide documentation when requested," further submission of the issue to the FCIC was not required. Accordingly, the arbitrator did not exceed his authority when he found that the failure to abide by the deadline in the June 12th letter was a sufficient basis for denial of the claim.
Because we find no basis for overturning the arbitrator's award as outside his authority, we must consider Mr. Davis's alternate argument that the failure of the arbitrator to issue the award within the thirty-day timeline provided in Rule 41
Like the district court, we are persuaded that Lodge No. 725, International Association of Machinists v. Mooney Aircraft, Inc., 410 F.2d 681, 683 (5th Cir.1969), forecloses Mr. Davis's argument. In Lodge No. 725, the arbitration agreement provided a three-day deadline for issuance of an award, and the arbitrator did not act until forty-four days had passed. Once the decision adverse to the employer was handed down, it protested that the decision was out of the time frame provided by the contract and therefore invalid. The court disagreed, first finding waiver in the employer's decision not to protest the lapse of time until a decision was rendered. It continued, "Moreover, we would be extremely loath to penalize the beneficiary of the award because of the lapse of time over which he had no possible control. This is especially true because of the extreme shortness of the period." Id. Because the court based its conclusion in significant part on waiver, it further held that the same decision would obtain whether the award were only one day beyond the period or forty-one. See id. & n. 4.
We think it sufficient to add that the AAA Rules include a waiver provision. Specifically, at the time of the award in the present case, Rule 37 of the Commercial Arbitration Rules and Mediation Procedures provided: "Any party who proceeds with the arbitration after knowledge that any provision or requirement of these rules has not been complied with and who fails to state an objection in writing shall be deemed to have waived the right to object."
Because the FCIC already had issued a binding opinion authorizing an insurer to set reasonable deadlines for the submission of requested documentation, the arbitrator did not exceed his authority in basing his decision on the timeliness of Mr. Davis's claim documentation. Furthermore, we shall not overturn the arbitrator's award where the losing party failed to object immediately upon the expiration of the deadline, especially where there has been no demonstration of any prejudice arising from the delay. Accordingly, the
REVERSED and REMANDED.
R.9-2 at 15-16 (Policy § 15(a)-(e)). The harvest price for cotton was released on December 10, 2008.
9 U.S.C. § 10(a). The only ground urged by Mr. Davis at any stage of this proceeding has been ground four.
ProAg further contends, in the alternative, that, to the extent the district court did find vacatur appropriate under § 10(a)(4), it misinterpreted the statute. Relying on White Springs Agricultural Chemicals, Inc. v. Glawson Investments Corp., 660 F.3d 1277 (11th Cir.2011), ProAg reminds us that "[i]t is only when the arbitrator strays from interpretation and application of the agreement and effectively `dispense[s] his own brand of industrial justice' that his decision may be unenforceable" under subsection 4. Appellant's Br. 21. The FCIC appears to agree with Mr. Davis that the case does pose an interpretive — rather than simply factual — issue; however, it submits that the issue already has been resolved in a binding interpretation that grants the insurer the authority to act as it did.
Having determined that the arbitrator acted within his authority in determining that Mr. Davis did not submit the required information in a timely manner and that his failure to do so justified ProAg's denial of his claim, we need not reach this question. The decision of the arbitrator is less than clear on this issue. While we can see an arguable basis for the district court's view, a contrary reading is also quite plausible.
American Arbitration Association, Commercial Arbitration Rules and Mediation Procedures 21 (2009), https://www.adr.org/aaa/ShowPDF?url=/cs/groups/commercial/documents/document/z2uy/mde1/edisp/adrstage2015619.pdf. Nearly identical language appears in the 2013 version of the rules at Rule 45. See American Arbitration Association, Commercial Arbitration Rules and Mediation Procedures 27 (2013) https://www.adr.org/aaa/ShowProperty?nodeId=/UCM/ADRSTG_004103&revision=latestreleased.