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Grigson v. Creative Artists Agency, L.L.C.

United States Court of Appeals for the Fifth Circuit

April 24, 2000, Decided ; April 24, 2000, Filed

No. 98-51016

Opinion

 [*525]  RHESA HAWKINS BARKSDALE, Circuit Judge:

Solely at issue is whether the district court abused its discretion by applying equitable estoppel to compel arbitration for an action centered on tortious interference with a contract with an arbitration clause, brought by signatories to the contract against non-signatories, the court holding that, because this action is intertwined with, and dependent upon, that contract, its arbitration agreement should be given effect. We AFFIRM.

"Return of the Texas Chain Saw Massacre" (the movie) was filmed in 1993-94; then "obscure actors" Matthew McConaughey and Renee Zellweger acted in it. The movie was produced by Ultra Muchos, Inc., and River City Films, Inc. The trustee for the movie's owners is Charles Grigson.

 [*526]  In October 1995, Ultra Muchos and River City entered into a distribution agreement with Columbia TriStar Home Video, Inc. It was given exclusive distribution rights and complete discretion on how to exercise [**2]  them; the producers were to receive a percentage of the movie's gross revenue. And, by separate, earlier agreement, the owners were to receive a portion of the producers' percentage.

In the period post-acting in the movie and prior to the fall of 1996, McConaughey signed an agency contract with Creative Artists Agency, L.L.C. The movie's distribution was delayed by TriStar to take advantage of Zellweger and McConaughey's success in subsequent movies. Subsequently, however, TriStar gave the movie only a limited distribution.

In district court in mid-1997, Grigson, as trustee, sued Ultra Muchos, River City, and TriStar for breach of the distribution agreement. But, Grigson quickly and voluntarily had the action dismissed that fall, when TriStar sought to enforce the distribution agreement's arbitration clause, which contains a forum selection provision (Los Angeles County, California).

In late 1997, a few months after the voluntary dismissal of the first action, Grigson, now joined by Ultra Muchos and River City, filed this action in state court against McConaughey and Creative Artists (Defendants) for, inter alia, tortious interference with the distribution agreement, claiming [**3]  that such interference occurred between McConaughey's signing with Creative Artists and the movie's limited distribution. In this regard, Defendants allegedly pressured TriStar to limit the release because they viewed it as an improper exploitation of McConaughey's success post-acting in the movie.

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210 F.3d 524 *; 2000 U.S. App. LEXIS 7365 **

CHARLES O. GRIGSON, as Trustee for "The Texas Chainsaw Massacre"; RIVER CITY FILMS, INC.; ULTRA MUCHOS, INC., Plaintiffs-Appellants, versus CREATIVE ARTISTS AGENCY, L.L.C.; MATTHEW DAVID McCONAUGHEY, Defendants-Appellees.

Subsequent History:  [**1]  As Corrected May 15, 2000. Rehearing and Rehearing En Banc Denied June 1, 2000, Reported at: 2000 U.S. App. LEXIS 14951. Certiorari Denied November 27, 2000, Reported at: 2000 U.S. LEXIS 7835.

Prior History: Appeal from the United States District Court for the Western District of Texas. A-98-CV-235-JN. James R Nowlin, US District Judge.

Disposition: AFFIRMED.

CORE TERMS

arbitration, non-signatory, signatory, parties, equitable estoppel, movie, arbitration clause, distribution agreement, principles, district court, arbitration agreement, contracts, compel arbitration, estoppel, buyer's, promise, intertwined, promissory estoppel, state-law, agreed to arbitrate, equitable, written agreement, court's decision, formation, cases, allegations, subsidiary, concerted, decisions, disputes

Civil Procedure, Pretrial Matters, Alternative Dispute Resolution, General Overview, Business & Corporate Compliance, Contracts Law, Contract Conditions & Provisions, Arbitration Clauses, Arbitration, Contracts Law, Estoppel, Equitable Estoppel, Mandatory ADR, Breach, Labor & Employment Law, Collective Bargaining & Labor Relations, Labor Arbitration, Enforcement, Contract Formation, Consideration, Detrimental Reliance, Elements of Equitable Estoppel, Enforcement of Promises, Appeals, Standards of Review, Abuse of Discretion, Judgments, Preclusion of Judgments, Judicial Estoppel, Clearly Erroneous Review