Opinion
CV176068768S
10-05-2017
William Brubaker et al. v. Neil Ranciato et al
UNPUBLISHED OPINION
MEMORANDUM OF DECISION RE MOTION TO STAY (#105) MOTION FOR ORDER (#104)
Robin L. Wilson, J.
FACTS
On April 12, 2017, the plaintiffs, William and Mary Beth Brubaker, filed a sixteen-count amended complaint (complaint) against the defendants, Neil Ranciato (Neil), Neil Ranciato d/b/a/ USA Water and Fire (WF), and Omni General Contractors, LLC (Omni). The complaint alleges the following facts. The plaintiffs owned a piece of property located at 39 Mueller Avenue in Cheshire, Connecticut (the property), which they rented to tenants. On October 25, 2016, a fire broke out in the basement of the property and caused significant fire, smoke, and electrical damage. The property was covered by a homeowners policy through Safeco Insurance (Safeco) and a fire loss claim was opened after the fire. On October 26, 2016, the plaintiffs executed a Public Adjuster Employment Contract with Connecticut Claims Adjusters, LLC, which was signed by Peter Ranciato (Peter).
Neil Ranicato, USA Water and Fire, and Omni General Contractors, LLC will be collectively referred to as the defendants in this memorandum. The other defendants, not relevant to the present matter, are Peter Ranciato and Connecticut Claims Adjusters, LLC.
The complaint further alleges the following. Shortly after executing the contract, Peter recommended to the plaintiffs that they hire his father, Neil, who does business as WF and Omni, which provide building repair, smoke remediation, and contracting work. On November 13, 2016, the plaintiffs entered into a contract with WF for the purpose of having contracting work performed at the property. The tenants of the property also contracted with WF to have their personal items removed from the property. On November 14, 2016, Peter informed the plaintiffs that Safeco had issued a payment on the fire loss claim and, on that same day, he asked the plaintiffs to deposit $26, 458.19 from the payment into Neil's bank account, held under Omni.
The complaint further alleges the following: On December 7, 2016, the plaintiffs observed that the tenants' personal items had not been removed from the property and that no substantial work had been performed. On December 16, 2016, the plaintiffs met with Neil to discuss several concerns including the lack of work progress; the repeated excuses regarding the lack of work progress; the lack of communication; the poor coordination of work; the false representations about payments made to subcontractors; and adjusting the contract. At that meeting, Neil provided the plaintiffs with a check for $7, 847.11. This check did not clear and the plaintiffs' bank indicated that it was because Omni's account was frozen. Throughout January 2017, much of the tenants' personal property had not been removed and William Brubaker expressed concerns to Neil regarding the progress of the work and the displacement of the tenants. Neil made misrepresentations about contacting the town for inspections and permits. Additionally, throughout February 2017, Neil continued to make misrepresentations concerning work performed and the delays in construction. As a result of these delays, the plaintiffs have suffered damages including lost rent, damages to personal property, and insurance claim funds paid.
On May 4, 2017, the plaintiffs filed a motion for order requesting that certain appliances which had been removed by Neil be returned. On May 5, 2017, Neil, WF, and Omni, filed a motion to stay and to compel arbitration, accompanied by a supporting memorandum of law as well as the written contract between the parties attached as an exhibit. On June 14, 2017, the plaintiffs filed an objection to the motion to stay, accompanied by a supporting memorandum of law. The court heard oral argument on the motions at short calendar on June 19, 2017. As the motion to stay and compel arbitration is dispositive of the motion for order, it will be addressed first.
DISCUSSION
I
MOTION TO STAY
General Statutes § 52-408 provides in relevant part that " [a]n agreement in any written contract . . . to settle by arbitration any controversy thereafter arising out of such contract, or out of the failure or refusal to perform the whole or any part thereof . . . shall be valid, irrevocable and enforceable, except when there exists sufficient cause at law or in equity for the avoidance of written contracts generally." " Arbitration is the voluntary submission, by the interested parties, of an existing or future dispute to a disinterested person or persons for final determination. It is intended to avoid the formalities, the delay, the expense and vexation of ordinary litigation . . . [O]ur courts have wholeheartedly endorsed arbitration as an effective alternative method of settling disputes . . ." (Citations omitted; internal quotation marks omitted.) MSO, LLC v. DeSimone, 313 Conn. 54, 62-63, 94 A.3d 1189 (2014). " [A]n agreement to arbitrate must meet the requirements of [General Statutes § 52-408], including the requirement that the agreement be in writing, or it is invalid." Bennett v. Meader, 208 Conn. 352, 364, 545 A.2d 553 (1988).
General Statutes § 52-409 provides in relevant part that " [i]f any action . . . is brought by any party to a written agreement to arbitrate, the court in which the action . . . is pending, upon being satisfied that any issue involved . . . is referable to arbitration under the agreement, shall, on motion of any party to the arbitration agreement, stay the action . . . until an arbitration has been had in compliance with the agreement, provided the person making application for the stay shall be ready and willing to proceed with the arbitration." " [Section 52-409] provides relief when a party to a contract that contains an arbitration clause desires arbitration of a dispute, and the other party, instead of proceeding with arbitration, institutes a civil action to resolve the dispute. The party desiring arbitration can then seek a stay of the civil action." (Citation omitted; internal quotation marks omitted.) MSO, LLC v. DeSimone, supra, 313 Conn. 63.
The defendants argue that the court should grant a stay of this action pursuant to § 52-409 in favor of arbitration. Specifically, the defendants argue that there is a written agreement between the parties which provides that all disputes arising therefrom be arbitrated; that the plaintiffs' main claim is arbitrable and within the scope of the arbitration provision; and that they are ready and willing to arbitrate this matter.
In opposition, the plaintiffs put forth four arguments. First, the plaintiffs argue that the arbitration agreement is void because the plaintiffs were fraudulently induced by the defendants' misrepresentations of the defendants' financial state when the plaintiffs signed the contract. Second, the plaintiffs argue that WF is not able to arbitrate this matter because, though the defendants have stated they are ready and willing to arbitrate, they have not established that they have the financial capacity to do so. Third, the plaintiffs argue that there is no arbitration agreement between the plaintiffs and Neil because Neil was not a party to that agreement and only signed as an agent of WF. Lastly, the plaintiffs argue that no agreement exists between the plaintiffs and Omni because the plaintiffs did not enter into an agreement with Omni, and Omni is not mentioned in the agreement between the plaintiffs and WF.
A
The Arbitration Agreement
The defendant argues that a written contract exists between the parties that includes a provision with a clear arbitration agreement. The plaintiffs counter that the arbitration agreement between the plaintiffs and WF is void because WF fraudulently induced the plaintiffs to contract by misrepresenting their financial state when the company did not have the credit or capital necessary to perform the duties under the agreement. In their memorandum in opposition, the plaintiffs quote Nussbaum v. Kimberly Timbers, Ltd., 271 Conn. 65, 74, 856 A.2d 364 (2004): " an arbitration agreement, like any other, can be declared void for fraud, misrepresentation, duress or undue influence." The plaintiffs' position is that it was WF's fraudulent inducement which led the plaintiffs to enter into the contract and its arbitration clause and, as such, the contract is null and void and the motion to stay should be denied.
The plaintiffs have correctly quoted Nussbaum, however, their narrow focus on the quoted material renders their argument opposing the motion to stay unpersuasive. " [A]n arbitration provision in an agreement is in effect a separate and distinct agreement ." (Emphasis added; internal quotation marks omitted.) Success Centers, Inc. v. Huntington Learning Centers, Inc., 223 Conn. 761, 772, 613 A.2d 1320 (1992). An arbitration agreement can be " void for reasons that involve the formation of that agreement, such as duress, misrepresentation, fraud or undue influence." Nussbaum v. Kimberly Timbers, Ltd., supra, 271 Conn. 74.
In Nussbaum, the plaintiffs appealed from the judgment of the trial court denying their application for an order to stay arbitration proceedings instituted by, the defendant contractor, Kimberly Timbers, Ltd. Id., 67. The defendant commenced arbitration following the plaintiffs' failure to pay the balance allegedly due on a contract between the parties for the construction of a new home in Greenwich. On appeal, the plaintiffs claimed, first, that the issue of whether the contract was unenforceable because it was contrary to public policy was not an issue within the scope of the arbitration clause contained in the contract, to be decided initially by the arbitrator, and, second, that the trial court improperly determined that the contract and the arbitration clause were enforceable despite the defendant's failure to comply with all of the provisions of General Statutes § 20-417d pertaining to new home construction contractors. Id. The court concluded that the trial court had jurisdiction to determine whether the arbitration clause was enforceable, that the arbitration clause was, in fact, enforceable, and, therefore, that the issue of whether the contract was unenforceable because it violated public policy was one for the arbitrator to decide in the first instance. Id. The arbitration provision contained in the contract in Nussbaum contained almost the exact language as contained in the arbitration provision in the present case. The court in Nussbaum noted that, " the plaintiffs [did] not attack the arbitration clause itself, but allege[d] that the contract [was] illegal, unenforceable and contrary to public policy because the defendant failed to comply with § 20-417d. Subsections (a) and (c) of § 20-417d provide, inter alia, that a new home construction contractor, prior to entering into a contract with the consumer, shall provide the consumer with a copy of the contractor's certificate of registration and advise the consumer to make certain inquiries of prior consumers as to the quality and timeliness of the contractor's previous work. General Statutes § 20-417d(a) and (c). Subsection (b) of § 20-417d further provides that a new home construction contractor shall include in every contract a provision advising that the consumer may be contacted by the contractor's prospective customers concerning the quality and timeliness of the contractor's work, unless the consumer prefers not to be contacted. General Statutes § 20-417d(b). The plaintiffs did not allege that the agreement to arbitrate was void for reasons that involved the formation of that arbitration agreement." Nussbaum v. Kimberly Timbers, Ltd, supra, 271 Conn. 74.
The arbitration provision included in the contract between the plaintiffs and WF provides that: " Any controversy or claim arising out of or relating to this agreement, or breach thereof, shall be settled by arbitration in accordance with the construction industry arbitration rules of the American Arbitration Association, and judgment upon the award may be entered in any court having jurisdiction." The arbitration provision in Nussbaum provides that: " Any controversy or claim arising out of or relating to this Contract, or breach thereof, shall be settled by arbitration in accordance with the Construction Industry Arbitration rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction therefor. The provisions of this paragraph shall survive the full performance of this Contract and completion of the home." (Emphasis in original). Nussbaum v. Kimberly Timbers, Ltd., supra, 271 Conn. 74-75.
Thus, the court in Nussbaum, " conclud[ed] that the plaintiffs' claim that the contract [was] unenforceable because of the defendant's alleged failure to comply with § 20-417d clearly is a claim 'arising out of or relating to' the contract. The claim is, therefore, arbitrable. Furthermore, the arbitration clause is in writing, as required under § 52-408, and the plaintiffs [did] not allege that the agreement to arbitrate [was] void for reasons that involve the formation of that agreement, such as duress, misrepresentation, fraud or undue influence. E.g., Dewart v. Northeastern Gas Transmission Co., 140 Conn. 446, 449, 101 A.2d 299 (1953) ('an arbitration agreement, like any other, can be declared void for fraud, misrepresentation, duress or undue influence'). Finally, the plaintiffs [did] not make a claim of any improprieties in the formation of the underlying contract that would render the arbitration agreement void. See International Brotherhood of Teamsters v. Shapiro, 138 Conn. 57, 60, 65, 82 A.2d 345 (1951) (duress in formation of contract can serve as basis to render arbitration agreement void). Accordingly, we conclude that the plaintiffs' claim that the contract [was] unenforceable [was] within the scope of the arbitration clause and must be decided initially by the arbitrator." (Emphasis added.) Id., 74-75.
Moreover, in C.R. Klewin Northeast, LLC v. Bridgeport, 282 Conn. 54, 71, 919 A.2d 1002 (2007), the court held that " in the absence of an attack specifically on the validity of the arbitration clause . . . the issue of the legality of the entire underlying contract lies solely and squarely within the purview of the panel." " [I]f the claim is fraud in the inducement of the arbitration clause itself-an issue which goes to the making of an agreement to arbitrate-the [courts] may proceed to adjudicate it. But the statutory language does not permit the . . . court to consider claims of fraud in the inducement of the contract generally." (Citation omitted; internal quotation marks omitted.) Id., 74-75.
Although the plaintiffs in the present case attempt to attack the validity of the arbitration provision contained in the contract, they have failed to do so. The plaintiffs did not allege that the agreement to arbitrate was void for reasons involved in the formation of that arbitration agreement. The counts of the complaint against Neil, WF, and Omni, do not allege anything specific to the arbitration agreement. The complaint states that " the plaintiffs entered into a contract . . . for the purpose of having contracting work performed on [the property]." Am. Compl., p.12, ¶ 17. The plaintiffs also allege that Neil continued to make misrepresentations concerning the work performed. Am. Compl., p. 13-14, ¶ 15, 16. The complaint specifically alleges that " Neil Ranciato intentionally misrepresented his financial status to the plaintiffs in order to induce them into entering a contract with him." (Emphasis added.) Am. Compl., p. 15, ¶ 17. Nothing is alleged in the complaint that the plaintiffs were induced into entering the arbitration agreement. Furthermore, the plaintiffs in their memorandum in opposition attempt to argue that the arbitration provision is void, even stating so as a heading, and in the first sentence of that section. However, these statements are followed up with a sentence that states: " The plaintiffs allege that [WF] fraudulently induced them to contract by misrepresenting their financial state when they did not have the credit or capital necessary to perform their duties under the agreement." (Emphasis added.) Pls.' Mem. Opp'n, p. 5. This says nothing of an inducement to enter into an arbitration agreement. The plaintiffs further state that " [WF's] fraudulent inducement led the plaintiffs to enter into the agreement and its arbitration clause." Id. These statements assert that the plaintiffs were fraudulently induced to contract, not induced into agreeing with the arbitration provision. The plaintiffs have not alleged any factual basis to claim that they were fraudulently induced to agree to arbitrate; see Two Sisters, Inc. v. Gosch, 171 Conn. 493, 498, 370 A.2d 1020 (1976) (" arbitration clause in contract evinced an intention on part of the parties to resolve all disputes through arbitration, including claims of fraudulent inducement; that since there was no contention that the contracts had not been executed or that the arbitration clause was an essential part of the alleged fraud in obtaining the contract, plaintiff's claim of fraudulent inducement was for the arbitrator; and that arbitrator did not abuse his discretion by refusing to postpone arbitration hearing while plaintiff sought to enjoin the hearing; and the plaintiffs have not asserted that the arbitration clause was an essential part of the alleged fraud"). Id. As the court stated in Two Sisters, Inc., " [s]ince the plaintiffs failed to allege fraud which materially affected their decision to resolve any disputes under [the] contract through arbitration, there was no error in the court's conclusion that the plaintiff's claim of fraudulent inducement was for the arbitrator." Id.
The section of the plaintiffs' memorandum where these arguments are made is titled " The Arbitration Agreement is Void" and the first sentence of that section is: " The arbitration agreement between the plaintiffs and [WF] is void." Pls.' Mem. Opp'n, p. 5.
The plaintiffs here do not claim that the defendants' alleged fraudulent inducement which included misrepresentations " materially affected their decision to resolve any disputes under the contract through arbitration." The plaintiffs instead argue that the contract is void because the defendants allegedly represented that they were financially capable of handling the project when, in fact, they were not. " This argument does not attack the making of the arbitration agreement. Instead, it focuses on the [plaintiffs'] dissatisfaction with the [defendants'] performance under the contract, or, at most, asserts a claim of actionable misrepresentations made by the defendant as to its past or future performance"; Miller, Rosnick, D'Amico & Butler, P.C. v. Injury Solutions, Inc., Superior Court, judicial district of Fairfield, Docket No. CV-09-5021973-S (June 12, 2009, Tobin, J.) (48 Conn. L. Rptr. 28, 30, ); which is an arbitrable issue pursuant to the arbitration agreement. Accordingly, for the foregoing reasons, the court concludes that the arbitration provision contained in the contract is enforceable.
B
Ready and Willing
The plaintiffs argue that WF is unable to arbitrate this matter, and that, WF's assertion that they are ready and willing to arbitrate this matter is unsupported, because the defendants do not have the capital they purport to have and the defendants have not established that they have the financial capability of providing the cost necessary to arbitrate this matter. The plaintiffs specifically point to three cases that have been litigated against the defendants in the last year for non-payment of rent, defaulting on a credit card, and failing to pay for cleaning and restoration services. The defendants, however, have explicitly stated in their memorandum in support of the motion, that they are ready and willing to arbitrate this matter.
Under § 52-409: " on motion of any party to the arbitration agreement, [the court shall] stay the action or proceeding until an arbitration has been had in compliance with the agreement, provided the person making application for the stay shall be ready and willing to proceed with the arbitration." (Emphasis added.) The plaintiffs argue that under the Connecticut Arbitration Act, the applicant for a motion to stay must establish that the applicant is ready and able. The plaintiffs base their argument, not on the ready and willing requirement, but rather on their perception of the defendants' ability to provide the cost necessary to arbitrate this matter. The plaintiff's argument is not persuasive. " A split of authority exists in Superior Court cases regarding what a party seeking a stay must establish to fulfill the ready and willing requirement." (Internal quotation marks omitted.) Twin Lake Indoor Tennis, Ltd. v. Twin Lakes, Inc., Superior Court, judicial district of Stamford, Docket No. CV-07-4011311-S (October 30, 2007, Adams, J.). One line of cases has found that movants fulfilled the ready and willing requirement where the movant represented or asserted that they were ready and willing, or carried out actions like filing a demand for arbitration and/or moving for the court to compel participation in arbitration, which demonstrated a willingness to proceed. See id., footnote 6. In situations where motions to stay were not granted, the movant did not represent either by affidavit or within its motion that it was ready and willing. Id. In Tennant v. Innovative Concepts in Design, Inc., Superior Court, judicial district of Fairfield, Docket No. CV-12-6030584-S (April 2, 2013, Sommer, J.) (55 Conn. L. Rptr. 761, 763, ), the moving party could not satisfy the statutory prerequisite that it was ready and willing to proceed because they did not provide " unequivocal willingness." " The moving party must indicate, in some tangible way, that it is ready and willing to proceed with arbitration." Keane v. Healy Ford Lincoln Mercury, Superior Court, judicial district of Milford, Docket No. CV-00-0071501-S, (February 14, 2001, Radcliffe, J.); see KND Corp. v. Hartcom, Inc., 5 Conn.App. 333, 336, 497 A.2d 1038 (1985).
For a more detailed citation of case law on the split of authority, see footnote six of Twin Lake Indoor Tennis, Ltd. v. Twin Lakes, Inc., Superior Court, judicial district of Stamford, Docket No. CV-07-4011311-S, (October 30, 2007, Adams, J.).
Here, the defendants have explicitly stated that they are ready and willing to arbitrate this matter. Although the plaintiffs may be legitimately concerned about the defendants' financial ability, their concern is not sufficient to refute the defendants' apparent satisfaction of this requirement. " It should be obvious that the stay can be readily revoked if the arbitration proceeding is not soon commenced or is unduly delayed." Twin Lake Indoor Tennis, Ltd. v. Twin Lakes, Inc., supra, Docket No. CV-07-4011311-S, . In light of the foregoing, the court concludes that the defendants are ready and willing to arbitrate this matter.
" An order staying proceedings does not terminate the action but merely postpones its disposition. It may be modified or vacated by the court whenever, in the exercise of a sound discretion, it is considered necessary or proper to do so. A stay order is thus an integral step in the underlying lawsuit, subject to the ongoing supervision of the trial court." (Internal quotation marks omitted.) Success Centers, Inc. v. Huntington Learning Centers, Inc., supra, 223 Conn. 771.
C
Non-signatories
The defendants argue that the plaintiffs' primary claim against the defendants is breach of contract and that the other counts against the defendants are related to that claim. As such, the defendants' position is that they only need to assert that at least one issue is arbitrable for the matter to be stayed, and because the plaintiffs' claims arise out of the contract, all the claims asserted are within the scope and include all of the defendants. The plaintiffs counter that the arbitration agreement is between the plaintiffs and WF, and that Neil was not a party to that agreement as he only signed it as an agent of WF. As such, they argue that the arbitration agreement does not apply to Neil. The plaintiffs have also argued that they did not enter into an agreement with Omni and, therefore, the arbitration agreement also does not apply to Omni. For these reasons, the plaintiffs request the court to deny the motion for stay.
" It is well established that [a]rbitration is a creature of contract . . . It is designed to avoid litigation and secure prompt settlement of disputes . . . [A] person can be compelled to arbitrate a dispute only if, to the extent that, and in the manner which, he has agreed so to do . . . No one can be forced to arbitrate a contract dispute who has not previously agreed to do so." (Citations omitted; internal quotation marks omitted.) Nussbaum v. Kimberly Timbers, Ltd., supra, 271 Conn. 72. " Although the general rule provides that both the plaintiff and the defendant must be parties to an arbitration agreement, both the Second Circuit and Connecticut courts have held that signatories to an arbitration agreement can be compelled to arbitrate their claims with a non-signatory where a careful review of the relationship among the parties, the contracts they signed . . . and the issues that had arisen among them discloses that the issues the [non-signatory] is seeking to resolve in arbitration are intertwined with the agreement that the estopped party has signed." (Citations omitted; internal quotation marks omitted.) National Loan Recoveries II, LLC v. National Loan Recoveries, LLC, Superior Court, judicial district of Stamford, Docket No. CV-14-6023173-S (March 6, 2015, Lee, J.) (59 Conn. L. Rptr. 913, 915, ). " A person or entity not named in an arbitration proceeding may be brought into the proceeding if that person or entity is found to be an alter ego of a named party . . . An arbitration award may be enforced against a [non-signatory] who is an instrumentality of a party bound by the arbitration." (Citation omitted.) Busconi v. Dighello, 39 Conn.App. 753, 764, 668 A.2d 716 (1995).
" There have been Superior Court cases where the action was stayed pending arbitration even though one co-defendant was not a party to the relevant agreement containing the mandatory arbitration clause . . . In one of these cases, American Materials Corp. v. Eagle Crusher Co., Superior Court, [judicial district of Hartford, ] Docket No. CV-03-0827738-S, [(December 16, 2003, Sheldon, J.)], two defendants, Eagle and Capital, moved for a stay pending arbitration. The plaintiff opposed the motion on the ground that Capital, which was not a party to the arbitration agreement, lacked standing to seek a stay. In response, Capital asked the court to invoke its inherent supervisory power as authority for staying the entire action. In a decision granting the motion to stay, Judge Sheldon stated: 'Though the [c]ourt agrees with Capital that it has the inherent power to order a stay of all proceedings in this action in the interest of judicial economy, it concludes that such power need not be exercised in this case if it finds that [the signatory] defendant . . . is entitled to a statutory stay. The key question presented for the [c]ourt's decision [was] whether or not Eagle [was] entitled to a stay under § 52-409.' . . . In other words, a signatory's argument that it cannot be obligated to arbitrate its claims against a [non-signatory] has no bearing on the signatory's duty to arbitrate its claims against another signatory and therefore furnishes no authority for denying the motion for stay pending arbitration. The statute, § 52-409, is very clear in this regard . . . if any issue is referable to arbitration under the agreement, [the court] shall . . . stay the action . . ." (Citation omitted; emphasis omitted; internal quotation marks omitted.) D'Attilo v. Koskoff, Koskoff & Bieder, P.C., Superior Court, judicial district of New Haven, Docket No. CV-14-6051836-S, (March 26, 2015, Frechette, J.).
In this case, the interest of public policy to avoid litigation and work through these issues is strong. No entity is forcing Neil or Omni to arbitrate., Both of them have submitted and are assenting to the arbitration process. See Sawmill Brook Racing Assn., Inc. v. Boston Realty Advisors, Inc., 39 Conn.App. 444, 452, 664 A.2d 819 (1995) (assent to arbitration indicated by participation). There are relationships between all of the parties in this case. The plaintiffs signed a contract with WF and Neil as the agent of WF. The complaint shows that the plaintiffs were aware that Neil worked as WF and Omni. This awareness is exhibited in many paragraphs of the complaint and the following is by no means an exhaustive list. The amended complaint states that " Peter. Ranciato highly recommended and only recommended to the plaintiffs that they hire his father Neil Ranciato "; Am. Compl., p. 2, ¶ 11; and " Neil Ranciato does business as USA Water and Fire and Omni General Contractors, LLC . . ." (Emphasis added.) Am. Compl., p. 2, ¶ 12. The plaintiffs entered a contract with Neil Ranciato d/b/a USA Water and Fire; Am. Compl., p. 3, ¶ 14; and on November 14, 2016, after the insurance company issued payment on the fire loss claim, " Peter Ranciato asked that the plaintiffs deposit [$26, 458.19] from the claims payment into Neil Ranciato's bank account, held under Omni General Contractors, LLC." Am. Compl., p. 4, ¶ 17; Am. Compl., p. 12, ¶ 10. Additionally, the plaintiffs allege that " William Brubaker expressed concerns to Neil Ranciato regarding the progress of the work and the displacement of the tenants and Neil Ranciato made misrepresentations about contacting the Town of Cheshire for inspection and permits." Am. Compl., p. 8, ¶ 21-22. The plaintiffs also allege that " Neil Ranciato misled the plaintiffs with the deliberate design of obtaining [the plaintiffs'] funding for work that he was unable to complete." Am. Compl., p. 15, ¶ 19. The plaintiffs received a bad check from Omni and Neil of $7, 847.11. These alleged facts show the plaintiffs were aware of the close relationship between the defendants in this matter. Am. Compl., p. 4-5, ¶ 20-21; Am. Compl., p. 13, ¶ 13-14.
In this case, the parties are sufficiently intertwined. The plaintiffs allege that they were influenced to contract with Neil by Peter. They further allege that they then contracted with Neil d/b/a WF, of which Neil signed as an agent. Moreover, the plaintiffs then paid to, and subsequently received a partial refund that did not clear from, Omni. The plaintiffs had knowledge that Neil operated these businesses. Neil and Omni can be considered alter egos of WF and/or instrumentalities of WF. As such, the claims asserted by the plaintiffs are issues that are arbitrable under the agreement and, including all parties to the arbitration proceedings is in the interest of judicial economy. Accordingly, for the foregoing reasons, the defendants' motion to stay the proceedings in favor of arbitration is granted.
II
MOTION FOR ORDER
On May 4, 2017, the plaintiffs filed a motion for order requesting that the court order the defendant, Neil, to return the following items to the plaintiffs: a new dishwasher, a microwave, a stove, and a refrigerator. The plaintiffs provided these items to Neil when he was hired to perform contracting work at the property. The plaintiffs allege that when they noticed that Neil was not performing the agreed-upon work, they requested the items back, to which Neil refused. The plaintiffs also allege that they scheduled a date to pick up the items, but Neil failed to show up at an agreed-upon time. Based on the court's decision granting the motion to stay, the plaintiff's motion for order is denied and the issue regarding the return of these items shall be submitted to arbitration.
CONCLUSION
For the foregoing reasons, the defendants' motion for stay is granted and the current proceedings are therefore stayed, and the matter is referred to arbitration pursuant to the arbitration agreement. The plaintiffs' motion for order is denied.