Cynthia Love v. Kaspar Ranch Hand Equipment, LLC

NUMBER 13-24-00577-CV

                              COURT OF APPEALS

                    THIRTEENTH DISTRICT OF TEXAS

                      CORPUS CHRISTI – EDINBURG


CYNTHIA LOVE,                                                                  Appellant,

                                             v.

KASPAR RANCH HAND
EQUIPMENT, LLC,                                                                 Appellee.


           ON APPEAL FROM THE 2ND 25TH DISTRICT COURT
                   OF LAVACA COUNTY, TEXAS


                                       OPINION

                   Before Justices Silva, Cron, and Fonseca
                         Opinion by Justice Fonseca

       Appellant Cynthia Love was injured in a workplace accident and sued her

employer, appellee Kaspar Ranch Hand Equipment, LLC (Kaspar). The trial court granted

Kaspar’s motion to compel arbitration, and an arbitrator ruled in favor of Love; however,

the trial court granted Kaspar’s petition to vacate the arbitrator’s award. See 9 U.S.C. § 10
(setting forth grounds for vacatur of an arbitral award under the Federal Arbitration Act

(FAA)). In this appeal, Love argues by three issues that the trial court erred by vacating

the award. We affirm.

                                       I.      BACKGROUND

A.     Pre-Arbitration

       In February 2017, Love began working at Kaspar’s truck accessory manufacturing

facility in Shiner. As part of her job, she operated a machine that bent large pieces of

metal to be incorporated into grill guards. Love was injured on March 21, 2017, when, she

alleges, “loose material” on her employer-provided glove got caught in the machine. Her

left hand was drawn into the machine and crushed, and, despite several surgeries, three

of her fingers had to be partially amputated.1

       Love sued Kaspar in October 2018, alleging negligence, gross negligence, and

premises liability. On November 21, 2018, Kaspar’s counsel sent Love’s counsel a letter

advising that her claims “are subject to binding arbitration” and noting that she had signed

an “Acknowledgment of Arbitration Policy” form upon beginning her employment. The

arbitration policy attached to the form reads in relevant part as follows:

       I. CLAIMS SUBJECT TO ARBITRATION

       A.      Covered Claims. [Kaspar] and you are subject to final and binding
               arbitration of all claims, controversies, and disputes arising out of or
               relating to the application or candidacy for employment, employment
               or cessation of employment with [Kaspar], whether now, existing, or
               arising in the future.

                       The claims, disputes and controversies subject to final and
               binding arbitration under this Policy include, but are not limited to,
               claims for . . . [Kaspar]’s negligence, gross negligence, strict liability,
               intentional act, omission, or any other claim or cause of action with

       1 According to Kaspar, it paid Love’s “reasonable and necessary medical bills” and it terminated

her employment “for cause in accordance with company policy” in August 2018.


                                                  2
     respect to any employment related injuries, trauma or illnesses[.]

            ....

II. ARBITRATION PROCEDURES

            ....

A.   Governed By [FAA]. Arbitration will be governed by the [FAA], 9
     U.S.C. [§§] 1–14 . . . . [Kaspar] is engaged in interstate commerce
     (e.g., purchasing goods and services from outside Texas which are
     shipped to Texas and providing goods and services to customers
     traveling interstate) and your employment involves such commerce.
     The [FAA] will govern the interpretation and enforcement of the
     arbitration proceedings. An arbitrator’s decision can be challenged in
     a state or federal court of law only on such basis as may be available
     under the [FAA] or on the basis that the arbitrator’s decision
     constitutes a manifest disregard of the law.

            ....

B.   Requisition [of] Arbitration. You must provide written notice to the
     Director of Human Resources or, if none, to the President of [Kaspar]
     of your desire to arbitrate a claim. . . . The notice must be in sufficient
     detail to provide [Kaspar] notice of the allegations of your complaint.
     At that stage, [Kaspar] has two options: (i) schedule the claim for
     mediation; or (ii) notify you to submit the claim to the Judicial
     Workplace Arbitration, Inc. (“JWA”) or other arbitration service as
     agreed by [Kaspar] and you. . . . If mediation is not set, [Kaspar] must
     give you notice to submit the claim to arbitration at JWA. . . .

             Upon notification by [Kaspar] that you must submit your claim
     to [JWA] or other arbitration service as agreed by [Kaspar] and you,
     you must submit your claim within a reasonable time after the
     dispute, claim, controversy, or other matter in question has arisen. In
     no event shall your claim be made after the date when institution of
     legal or equitable proceedings based on such claim, controversy,
     dispute, or other matter in question would be barred by the applicable
     statu[t]es of limitations. Claims are irrevocably waived if not brought
     within such period.

            ....

F.   The Hearing. . . . The burden of proof for any claim brought to
     arbitration by either party will be the same burden of proof that exists
     in a court.

G.   Arbitration Procedures. The arbitrator conducts the hearing so all

                                      3
              evidence and arguments are presented fully and efficiently. All
              arbitrations (prior, during, and after the hearing) must follow the
              Texas Rules of Civil Procedure and Evidence, unless otherwise
              decided by the arbitrator or otherwise agreed by the parties.

                      1. Arbitrator Resolves Disputes. Once appointed, the
              arbitrator will resolve all disputes about the interpretation and
              applicability of these rules, including disputes relating to the duties of
              the arbitrator and the conduct of the arbitration hearing. The
              resolution of the issues by the arbitrator is final.

                     ....

                       6. Arbitration Decision. Based on the evidence presented at
              the hearing, the arbitrator will make all final and binding decisions.
              All issues that may be dispositive with respect to a claim will be ruled
              on by the arbitrator. The decision will be rendered in writing and
              include at least a summary of all findings of fact and law necessary
              to support the arbitrator’s decision. The arbitrator can award the
              winning party the same recovery the party would be entitled to in a
              court of law (and such award will also be subject to the same
              limitations used by courts of law, such as statutory limitations on
              punitive damages). The arbitrator is authorized only to rule on the
              claims set forth in the request for arbitration and counterclaim(s) and
              the answer(s) thereto. The arbitrator is not authorized to modify the
              powers granted to him or her under this Policy document or to make
              any award merely on the basis of what he or she determines to be
              fair or just.

(Emphases added.) On November 26, 2018, Kaspar filed a motion to dismiss and to

compel arbitration based on this policy.

       The trial court held a hearing on Kaspar’s motion on April 3, 2019, and it issued a

letter ruling granting the motion on April 16. During the process of exchanging draft orders,

Love’s counsel emailed Kaspar’s counsel on September 23, 2019, asking whether Kaspar

“wishes to exercise the pre-arbitration mediation provision.” Kaspar’s counsel responded

one week later that Kaspar “has elected to mediate this matter” and asked for a list of

proposed mediators; however, no mediation ever took place. On October 23, 2019, the

trial court signed an order memorializing its April ruling and dismissing Love’s suit without



                                              4
prejudice.

B.     Arbitration

       Love initiated arbitration on January 17, 2020, and Charles Seymore, a former

judge, was selected as the arbitrator. Kaspar filed a motion for summary judgment in the

arbitration proceeding arguing that Love’s claims were barred by limitations. Love filed a

response arguing in part that her “claims are eligible for tolling based upon her timely filing

suit in state court, diligently obtaining service on [Kaspar], litigation of the arbitration issue,

and responsiveness to the Court’s Order dismissing her claims without prejudice and

compelling arbitration.” Kaspar filed a reply, and Love filed a sur-reply arguing in part that

“it was [Kaspar’s] own delays which caused [her] not to initiate this JWA proceeding until

January 2020.” Love asserted specifically that Kaspar’s September 2019 election to

mediate “precluded [her] from initiating a JWA proceeding under the terms of the policy,”

though she acknowledged that, “[a]fter about [two] months of no action by [Kaspar] to

actually follow through on mediation, [she] was left with no choice but to initiate a JWA

proceeding in order to actually move her claims forward.”

       Seymore initially denied Kaspar’s summary judgment motion but then granted

Kaspar’s motion to reconsider that ruling and ordered additional briefing. Subsequently,

Seymore withdrew as arbitrator and was replaced by another former judge, Elizabeth

Ray. In an order dated March 26, 2022, Ray denied the motion for reconsideration without

issuing formal findings of fact and conclusions of law but stating in part that “[Kaspar]

received ample and timely notice of the claims” and that “the failure to file the arbitration

claim (as opposed to the district court claim) was, in some part, due to the delay by the

court as opposed to inaction on the part of [Love]’s counsel.”



                                                5
       A five-day arbitration hearing ensued in August 2022. At the close of evidence,

Kaspar moved to dismiss on the basis of limitations; Ray denied the motion in an order

dated August 9, 2022, which reiterated the statements made in the March 26 order. On

September 22, 2022, Ray issued a final award containing findings concerning Love’s

claim and awarding Love $633,580 in damages from Kaspar.2 The final award does not

mention Kaspar’s limitations defense at all.

C.     Post-Arbitration

       Kaspar filed a petition in the trial court to vacate the arbitral award on grounds that

the arbitrator (1) “committed misconduct by failing to act as a neutral arbitrator,”

(2) exceeded her powers under the arbitration agreement, and (3) “manifestly disregarded

the law.” Love moved to confirm the award. See id. § 9. After a hearing, the trial court

rendered judgment on October 22, 2024, vacating the arbitral award and providing that

Love shall take nothing from Kaspar, without stating its reasoning. This appeal followed.

                             II.     VACATUR OF ARBITRAL AWARD

       By her first issue, Love argues that the trial court erred by vacating the arbitral

award because there was no evidence that either arbitrator committed misconduct or

exceeded their powers. By her second issue, she argues that “manifest disregard of the

law” cannot be grounds for vacating an arbitral award under the FAA, even if the

arbitration policy says it can.

A.     Standard of Review and Applicable Law

       Arbitration is strongly favored by Texas law, and judicial review of an arbitration

award is “extraordinarily narrow.” E. Tex. Salt Water Disposal Co. v. Werline, 307 S.W.3d


       2 As Love notes, this was less than one-tenth of the amount she requested in her pleadings.




                                                  6
267, 271 (Tex. 2010); Black v. Shor, 443 S.W.3d 154, 161 (Tex. App.—Corpus Christi–

Edinburg 2013, pet. denied); McDonald v. Branscomb, P.C., No. 13-23-00229-CV, 2024

WL 3897237, at *2 (Tex. App.—Corpus Christi–Edinburg Aug. 22, 2024, pet. denied)

(mem. op.). “Subjecting arbitration awards to judicial review adds expense and delay,

thereby diminishing the benefits of arbitration as an efficient, economical system for

resolving disputes.” CVN Grp., Inc. v. Delgado, 95 S.W.3d 234, 238 (Tex. 2002). Thus,

“[a]ll reasonable presumptions are indulged in favor of the award, and none against it.”

Id.

      Our review of a trial court’s decision to vacate an arbitration award is de novo.

Black, 443 S.W.3d at 161–62; Guillen-Chavez v. ReadyOne Indus., Inc., 588 S.W.3d 281,

286 (Tex. App.—El Paso 2019, pet. denied); In re Guardianship of Cantu de Villarreal,

330 S.W.3d 11, 17 (Tex. App.—Corpus Christi–Edinburg 2010, no pet.). We review the

entire record and “indulge every reasonable inference to uphold the arbitration award.”

Guillen-Chavez, 588 S.W.3d at 286.

      The FAA states that a federal district court may vacate an arbitral award:

      (1)    where the award was procured by corruption, fraud, or undue means;

      (2)    where there was evident partiality or corruption in the arbitrators, or
             either of them;

      (3)    where the arbitrators were guilty of misconduct in refusing to
             postpone the hearing, upon sufficient cause shown, or in refusing to
             hear evidence pertinent and material to the controversy; or of any
             other misbehavior by which the rights of any party have been
             prejudiced; or

      (4)    where 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.

9 U.S.C. § 10(a). The court “must” confirm the award if none of the statutory grounds for



                                            7
vacatur or modification are shown. Id. § 9.

B.      Exceedance of Powers

        In its motion to vacate and on appeal, Kaspar principally argues that Ray exceeded

her powers under FAA § 10(a)(4) by implicitly applying the doctrine of equitable tolling to

deem Love’s claim timely. See id. § 10(a)(4). It specifically contends that Ray exceeded

her powers in this regard because: (1) Love did not raise equitable tolling in her pleadings,

(2) Ray did not “hold Love to her burden” to prove tolling, (3) there was “no legal or factual

basis” to support the decision, and (4) Ray’s decision was based “merely” on what “she

determine[d] to be fair or just” in contravention of the policy. Kaspar additionally contends

that Ray exceeded her authority by failing to provide “a summary of all findings of fact

and law necessary to support [her] decision” and by “modifying her powers” under the

policy with respect to the dispositive issue it raised.

        An arbitrator exceeds her authority under FAA § 10(a)(4) when she acts “contrary

to express contractual provisions.” Kemper Corp. Servs., Inc. v. Comput. Scis. Corp., 946

F.3d 817, 822 (5th Cir. 2020); see W. Emps. Ins. v. Jefferies & Co., 958 F.2d 258, 262

(9th Cir. 1992) (observing that arbitrators may “exceed their powers” under the FAA “when

they fail to meet their obligations, as specified in a given contract, to the parties”). “If the

contract creates a plain limitation on the authority of an arbitrator, we will vacate an award

that ignores the limitation.”3 Rain CII Carbon, LLC v. ConocoPhillips Co., 674 F.3d 469,

472 (5th Cir. 2012) (“Limitations on an arbitrator’s authority must be plain and



        3    Although we are reviewing the arbitrator’s failure to fulfill an obligation under the arbitration
agreement, rather than overreaching or affirmatively performing acts which were not authorized, the
appropriate nomenclature for our review is exceedance of power. See Cat Charter, LLC v. Schurtenberger,
646 F.3d 836, 843 (11th Cir. 2011) (“[A]rbitrators may exceed their power within the meaning of § 10(a)(4)
if they fail to comply with mutually agreed-upon contractual provisions in an agreement to arbitrate.”).


                                                      8
unambiguous.”). But a party seeking vacatur under FAA § 10(a)(4) “bears a heavy

burden.” Oxford Health Plans LLC v. Sutter, 569 U.S. 564, 569 (2013). In determining

whether the burden was met, we examine the language in the arbitration agreement. In

re Guardianship of Cantu de Villarreal, 330 S.W.3d at 18. Any doubts concerning the

scope of what is arbitrable must be resolved in favor of arbitration, but we do not defer to

the arbitrator if she “exceeds the express limitations of [her] contractual mandate.”

Kemper Corp. Servs., Inc., 946 F.3d at 821.4

        As noted, Kaspar contends in part that Ray “exceeded her authority by failing to

include within the final award ‘a summary of all findings of fact and law necessary to

support [her] decision’” on the dispositive limitations issue, as required by section II.G.6

of the policy. In support of these arguments, Kaspar cites caselaw establishing that

“courts may set aside awards when the arbitrator exceeds his contractual mandate by

acting contrary to express contractual provisions.” PoolRe Ins. Corp. v. Organizational

Strategies, Inc., 783 F.3d 256, 262 (5th Cir. 2015); see Delta Queen Steamboat Co. v.



        4 Parties requesting vacatur on § 10(a)(4) grounds typically assert that the arbitrator ruled on an

issue or party which was not properly before it. See, e.g., BNSF Ry. Co. v. Level 3 Commc’ns, LLC, 2026
Tex. Bus. 8, ¶ 16, 2026 WL 509825, at *3 (1st Div. 2026) (rejecting appellant’s contention that arbitration
panel “exceeded its authority when it replaced a contractually-mandated appraisal process with
arbitration”); Elgohary v. Herrera, 405 S.W.3d 785, 789 (Tex. App.—Houston [1st Dist.] 2013, no pet.)
(“When the arbitrator issues an award against a party not subject to arbitration, he has exceeded his
powers.”); In re Guardianship of Cantu de Villarreal, 330 S.W.3d 11, 18 (Tex. App.—Corpus Christi–
Edinburg 2010, no pet.) (noting the authority of an arbitrator is derived from the arbitration agreement and
is limited to “matters submitted therein either expressly or by necessary implication”). In those cases, “the
proper inquiry is not whether the arbitrator decided an issue correctly, but rather, whether he had the
authority to decide the issue at all.” Forest Oil Corp. v. El Rucio Land & Cattle Co., 518 S.W.3d 422, 431
(Tex. 2017); see BNSF Ry. Co., 2026 WL 509825, at *3 (“Because arbitration is the byproduct of the parties’
agreement, vacatur on the ground that the arbitrators exceeded their authority requires a showing that the
arbitrators decided a matter that the agreement did not submit to their judgment.”); see Jock v. Sterling
Jewelers Inc., 646 F.3d 113, 121 (2d Cir. 2011) (noting that the focus of the judicial inquiry is “whether the
arbitrators had the power, based on the parties’ submissions or the arbitration agreement, to reach a certain
issue, not whether the arbitrators correctly decided that issue”). Kaspar’s first specific complaint is of this
type, in that it asserts—based on the fifth and sixth sentences in section II.G.6 of the policy—that Ray
lacked authority to consider equitable tolling because it was not pleaded by Love. However, the remainder
of Kaspar’s complaints focus on the merits of Ray’s decision.


                                                      9
Dist. 2 Marine Eng’rs Beneficial Ass’n, AFL-CIO, 889 F.2d 599, 604 (5th Cir. 1989)

(“[A]rbitral action contrary to express contractual provisions will not be respected.”).

        We agree that vacatur was appropriate on these grounds. In general, “arbitrators

are not required to disclose or explain the reasons underlying an award.” Antwine v.

Prudential Bache Sec., Inc., 899 F.2d 410, 412 (5th Cir. 1990) (citing United Steel

Workers of Am. v. Enter. Wheel & Car Corp., 363 U.S. 593, 598 (1960)). “The policy

behind such a rule is manifest. If arbitrators were required to issue an opinion or otherwise

detail the reasons underlying an arbitration award, the very purpose of arbitration—the

provision of a relatively quick, efficient and informal means of private dispute settlement—

would be markedly undermined.” Id. But, as the Texas Supreme Court has recognized,

arbitration is a creature of contract and parties are free to modify any generally applicable

common-law rules. See Nafta Traders, Inc. v. Quinn, 339 S.W.3d 84, 95–96 (Tex. 2011)

(“[I]f there is one thing which more than another public policy requires it is that men of full

age and competent understanding shall have the utmost liberty of contracting, and that

their contracts when entered into freely and voluntarily shall be held sacred and shall be

enforced by Courts of justice.” (quoting Wood Motor Co. v. Nebel, 238 S.W.2d 181, 185

(Tex. 1951)).

        Importantly, though there has been some uncertainty as to whether and to what

extent the FAA permits restrictions on an arbitrator’s legal decision-making authority,5


          5 In Hall Street Associates, L.L.C. v. Mattel, Inc., the United States Supreme Court held that parties

may not contractually agree to “supplement” § 10(a)(4)’s enumerated grounds for vacatur to include the
arbitrator’s “manifest disregard of the law,” which had historically been considered grounds for vacatur
under the common law. 552 U.S. 576, 578 (2008) (holding “the statutory grounds are exclusive”
notwithstanding the parties’ agreement). The ruling was largely based on what the Court described as “a
national policy favoring arbitration with just the limited review needed to maintain arbitration’s essential
virtue of resolving disputes straightaway.” Id. at 588 (observing that “[a]ny other reading opens the door to
the full-bore legal and evidentiary appeals that can render informal arbitration merely a prelude to a more



                                                      10
there is no doubt that the FAA permits restrictions on the arbitrator’s authority in a

multitude of other manners. See, e.g., Ostrom v. Worldventures Mktg., LLC, 160 F. Supp.

3d 942, 952 (M.D. La. 2016) (arbitration clause required arbitrator to apply Louisiana law);

21st Fin. Servs., L.L.C. v. Manchester Fin. Bank, 747 F.3d 331, 336 (5th Cir. 2014)

(“Parties may limit the scope of arbitration through contract.”); Cat Charter, LLC v.

Schurtenberger, 646 F.3d 836, 843 (11th Cir. 2011) (noting an arbitrator may exceed her

authority under § 10(a)(4) “by failing to provide an award in the form required by an

arbitration agreement”); Brook v. Peak Int’l, Ltd., 294 F.3d 668, 672 (5th Cir. 2002)

(“Parties to an arbitration agreement may determine by contract the method for

appointment of arbitrators.”); see also Stage Stores, Inc. v. Gunnerson, 477 S.W.3d 848,

854 (Tex. App.—Houston [1st Dist.] 2015, no pet.) (“Although the parties have broad

authority to modify by contract many of the standard rules for arbitration, the parties

cannot expand the grounds for vacatur in judicial review.”). In particular, Love cites no


cumbersome and time-consuming judicial review process”). The Fifth Circuit interpreted Hall Street to mean
that “manifest disregard of the law as an independent, statutory ground for setting aside an award [under
the FAA] must be abandoned and rejected.” Citigroup Glob. Mkts., Inc. v. Bacon, 562 F.3d 349, 358 (5th
Cir. 2009).
         Later, in Nafta Traders, Inc. v. Quinn, the Texas Supreme Court upheld an arbitration clause
providing that the arbitrator “does not have authority (i) to render a decision which contains a reversible
error of state or federal law, or (ii) to apply a cause of action or remedy not expressly provided for under
existing state or federal law.” 339 S.W.3d 84, 91 (Tex. 2011); see Hoskins v. Hoskins, 497 S.W.3d 490,
494 (Tex. 2016) (noting that the parties in Nafta “essentially agreed to limit [the] arbitrator’s power to that
of a judge, whose decisions are reviewable on appeal” (quotation omitted)). The arbitration clause in Nafta
did not specify whether the FAA or Texas Arbitration Act (TAA) applied, but the Court, applying both
statutes, held: (1) “the TAA presents no impediment to an agreement that limits the authority of an arbitrator
in deciding a matter and thus allows for judicial review of an arbitration award for reversible error”; and
(2) “the FAA does not preempt enforcement of an agreement for expanded judicial review of an arbitration
award enforceable under the TAA.” 339 S.W.3d at 97, 101. According to the Nafta Court, the “broad
freedom of contract” embodied in Texas law outweighs any policy favoring limited review of arbitration
awards. See id. at 95–96.
         Unlike Nafta, this case involves only the FAA, but the parties enjoy a “broad freedom of contract”
no matter what statute is implicated, and the exception to this freedom carved out in Hall Street—i.e., that
parties are not free to contract for “manifest disregard of the law” as additional grounds for vacatur under
the FAA—does not preclude the parties from requiring the arbitrator to submit detailed findings with her
award.


                                                     11
authority, and we find none, prohibiting a court from vacating an arbitral award under FAA

§ 10(a)(4) on the basis that the award did not contain findings and conclusions as explicitly

required by the arbitration agreement.

       Here, Ray’s eight-page final arbitral award consisted of more than two thousand

words, none of which addressed Kaspar’s statute of limitations defense—which was

undisputably properly pleaded in the arbitration proceedings and was the subject of

multiple motions—or Love’s equitable-tolling counter-defense. As demonstrated by the

arguments made in this appeal, the limitations defense and tolling counter-defense

comprised a central part of the parties’ dispute, and we find that the factual and legal

bases for the arbitrator’s rulings on those issues are “necessary to support” her decision.

       Love does not dispute that such findings were “necessary to support” the decision

but instead argues that Ray complied with the policy by issuing two orders—one upon

denying Kaspar’s motion for reconsideration of its summary judgment motion, and one

upon denying Kaspar’s motion to dismiss at the conclusion of the final hearing—

purportedly explaining her reasons for rejecting the limitations defense. We disagree that

these orders satisfied the arbitrator’s duty under the agreement. The orders stated that

“[Kaspar] received ample and timely notice of the claims” and “the failure to file the

arbitration claim (as opposed to the district court claim) was, in some part, due to the

delay by the court as opposed to inaction on the part of [Love]’s counsel.” However, the

orders did not explicitly conclude whether Kaspar’s limitations defense had merit, did not

conclude that the limitations period was tolled for any reason, and did not provide any

factual findings which could support any ruling on those dispositive issues.6


       6 It is undisputed that Love’s cause of action accrued on March 21, 2017; that it was subject to a




                                                  12
        In any event, the agreement required any such findings to be included in the final

award. They were not. Accordingly, the arbitrator exceeded her powers and vacatur under

the FAA was proper. See 9 U.S.C. § 10(a)(4); W. Emps. Ins., 958 F.2d at 262 (vacating

award under the FAA because arbitrators failed “to accompany any award with a

statement of their findings of fact and conclusions of law” as required by the arbitration

clause); Cat Charter, LLC, 646 F.3d at 843; W. Can. S.S. Co. v. Cia. de Nav. San

Leonardo, 105 F. Supp. 452, 453 (S.D.N.Y. 1952) (vacating award where two arbitrators

making award failed to appoint a third arbitrator as specified in the contract); see also

Rain CII Carbon, LLC, 674 F.3d at 474 (affirming confirmation of award where contract

merely required arbitrator to render a “reasoned award” and noting that, “if [appellee]

wanted a more thorough discussion of why the arbitrator reached the decision he did, it

could have contracted for an award to include findings of fact and conclusions of law”).

Cf. Denbury Onshore, LLC v. Texcal Energy S. Tex., L.P., 513 S.W.3d 511, 520–21 (Tex.

App.—Houston [14th Dist.] 2016, no pet.) (finding, where agreement required “a joint,

written decision which shall include a list of findings, with supporting evidentiary

references and reasons,” that arbitrators did not exceed their powers by issuing a “13-

page written award, which provided almost four pages of background facts” and “five



two-year statute of limitations, see TEX. CIV. PRAC. & REM. CODE § 16.003(a); and that Love initiated
arbitration on January 17, 2020, nearly ten months after the limitations period expired. Even if, as the
arbitrator claimed, Love’s delay in initiating arbitration was due “in part” to the trial court’s delay in ruling on
Kaspar’s motion to compel arbitration, Love never claimed (nor was there any evidence) that she was
“prevented” from initiating arbitration during the relevant time period. See Walker v. Hanes, 570 S.W.2d
534, 540 (Tex. App.—Corpus Christi 1978, writ ref’d n.r.e.) (holding that when “a person is prevented from
exercising his legal remedy by the pendency of legal proceedings, the time during which he is thus
prevented should not be counted against him in determining whether limitations have barred his right”).
Further, to the extent Love claimed in the trial court that she was “prevented” from initiating arbitration due
to Kaspar’s September 2018 election to mediate, the record conclusively refutes that theory, as Love
concedes she was able to initiate arbitration “out of an abundance of caution” the following January.
Nonetheless, the award is completely silent on the facts concerning this central issue and on the application
of the law to the facts.


                                                        13
pages of analysis detailing reasons for its findings”).

       We overrule Love’s first issue. In light of our conclusion, we need not consider the

remaining grounds for vacatur offered by Kaspar or Love’s second issue. See TEX. R.

APP. P. 47.1.

                             III.   ATTORNEY’S FEES AND COSTS

       By her third issue, Love argues she is entitled to attorney’s fees and costs incurred

as a result of Kaspar’s challenges to the arbitral award. See Stage Stores, Inc., 477

S.W.3d at 863–64 (noting that, when a party’s challenge to an arbitration award under the

FAA is “without merit” and its refusal to abide by the award is “without justification,” a

Texas court may award attorney’s fees to the party seeking to confirm the arbitration

award). Cf. Trans Chem. Ltd. & China Nat’l Mach. Imp. & Exp. Corp., 978 F. Supp. 266,

311 (S.D. Tex. 1997) (“The FAA does not provide for attorney’s fees to a party who is

successful in confirming an arbitration award in federal court.”). Here, because Kaspar’s

challenge to the arbitral award had merit, the trial court did not err in declining to award

fees to Love. We overrule her third issue.

                                     IV.     CONCLUSION

       The trial court’s judgment is affirmed.


                                                               YSMAEL D. FONSECA
                                                               Justice

Delivered and filed on the
9th day of April, 2026.




                                              14