United States District Court, E.D. Michigan, Southern Division
OPINION AND ORDER GRANTING DEFENDANT'S MOTION TO
DISMISS OR TO STAY PROCEEDINGS TO COMPEL ARBITRATION
STEPHEN J. MURPHY, III UNITED STATES DISTRICT JUDGE
March 30, 2017, Plaintiff Michelle Cunningham filed a
complaint alleging retaliatory termination in violation of
Title VII, the Michigan Elliott-Larsen Civil Rights Act, and
the Americans with Disabilities Act ("ADA"). On
September 11, 2017, Defendant Henry Ford Health System
("HFHS") filed a motion to dismiss or stay the
proceeding and to compel arbitration. The Court reviewed the
briefs and finds that a hearing is unnecessary.E.D. Mich. LR
7.1(f). For the reasons stated below, the Court will grant
began working for HFHS on August 25, 2015. She was terminated
in May 2016. Prior to her employment with HFHS,
Cunningham interviewed with HFHS and completed pre-employment
paperwork and training. Cunningham contends that neither the
interview process, the job screening questions (ECF 17-3,
PgID 115-16), her offer letter (ECF 17-4, PgID 118-19), nor
any other physical document "alerted [her] to the fact
that a binding arbitration agreement would be a condition for
her employment." ECF 17, PgID 95. She further explains
that she affixed her physical signature to a number of
documents, but not the arbitration agreement.
HFHS provided the arbitration agreement online. On August 4,
2015, Cunningham logged into HFHS's "HR
'Connect'" system believing she was
"completing ministerial forms and basic employment
on-boarding documents." Id. at 96. The process
proceeded sequentially and required Cunningham to
"complete one step before she could proceed to the
next." Id. at 96-97. The system did not provide
an opportunity to review the documents collectively or to
download any document for review. In fact, Cunningham states
that she "does not even recall the Arbitration Agreement
[and] so had no knowledge of its import." Id.
at 97. She further notes that the arbitration agreement does
not contain language advising the employee to consult with an
attorney or to review it carefully. Id. After
encountering the arbitration agreement on the
"gated" HR Connect system, Cunningham clicked on a
box accompanied by the following language: "Agreed to
and acknowledged by the Employee" and "checking the
checkbox above is equivalent to a handwritten
signature." ECF 17-8, PgID 135. Based on these facts,
Cunningham asserts that the arbitration agreement is
unenforceable because she did not knowingly and voluntarily
waive her right to a jury trial by entering into an
arbitration agreement with HFHS.
reviewing a motion to compel arbitration, the Federal
Arbitration Act instructs courts to "hear the parties,
and upon being satisfied that the making of the agreement for
arbitration or the failure to comply therewith is not in
issue, the court shall make an order directing the parties to
proceed to arbitration in accordance with the terms of the
agreement." 9 U.S.C. § 4. The party opposing
arbitration "must show a genuine issue of material fact
as to the validity of the agreement to arbitrate."
Great Earth Companies, Inc. v. Simons, 288 F.3d 878,
889 (6th Cir. 2002) (citing Doctor's Assocs., Inc. v.
Distajo, 107 F.3d 126, 129-30 (2d. Cir. 1997), cert
denied, 522 U.S. 948 (1997)). The required showing
"mirrors that required to withstand summary
judgment[.]" Id. The Court therefore views all
facts and reasonable inferences in favor of the non-moving
party and must determine whether there is a genuine issue as
to any material fact.
Federal Arbitration Act ("FAA") provides that a
written agreement to arbitrate disputes arising out of a
contract involving transactions in interstate commerce
"shall be valid, irrevocable, and enforceable, save upon
such grounds as exist at law or in equity for the revocation
of any contract." 9 U.S.C. § 2. The provision
establishes "a liberal policy favoring arbitration
agreements" unless "overridden by a contrary
congressional command." CompuCredit Corp. v.
Greenwood, 565 U.S. 95, 98 (2012) (citations omitted).
applying the FAA, the Court must determine whether (1) the
parties agreed to arbitrate, (2) the claims are within the
scope of the agreement to arbitrate, (3) there are any
federal statutory claims asserted that Congress intended to
be nonarbitrable, and (4) there are any remaining claims that
should be stayed pending arbitration. Stout v. J.D.
Byrider, 228 F.3d 709, 714 (6th Cir. 2000).
Whether The Parties Agreed To Arbitrate
Court must first consider whether the parties agreed to
arbitrate. Courts generally apply "ordinary state-law
principles that govern the formation of contracts" when
analyzing whether the parties agreed to arbitrate. First
Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 944
(1995). Under Michigan law, the validity of a contract
depends upon whether (1) the parties are competent to
contract, (2) the contract involves a proper subject matter,
(3) legal consideration exists, (4) mutuality of agreement
exists, and (5) mutuality of obligation exists. Thomas v.
Leja, 187 Mich.App. 418, 422 (1991). Here, neither party
disputes their competency to contract, the propriety of the
contract's subject matter, or the existence of legal
consideration, mutuality of agreement, or mutuality of
obligation. In fact, Cunningham agreed to and acknowledged
the arbitration agreement on August 4, 2015 at 7:53 PM by
checking an online box "equivalent to a handwritten
signature[.]" ECF 17-8, PgID 135; see also
Mich. Comp. Laws §§ 450.833 and 450.837 (state laws
regarding electronic signatures and their enforceability).
There are no facts in the record that create a genuine issue
of whether a valid arbitration agreement exists.
a valid arbitration agreement exists, the
"enforceability of an arbitration agreement may . . .
turn on whether the employee was given adequate notice and
knowingly waived [her] right to litigate claims in
court." Rembert v. Ryan's Family Steak Houses,
Inc., 235 Mich.App. 118, 161 n.34 (1999) (citing
Kummetz v. Tech Mold, Inc., 152 F.3d 1153 (9th Cir.
1998)). Whether an employee knowingly and voluntarily waived
her right to jury trial depends upon "(1) the
plaintiff's experience, background, and education; (2)
the amount of time the plaintiff had to consider whether to
sign the waiver, including whether the employee had an
opportunity to consult with a lawyer; (3) the clarity of the
waiver; (4) consideration for the waiver; as well as (5) the
totality of the circumstances." Hergenreder v.
Bickford Senior Living Group, LLC, 656 F.3d 411, 420-21
(6th Cir. 2011) (quoting Morrison v. Circuit City Stores,
Inc., 317 F.3d 646, 668 (6th Cir. 2003) (en banc)).
Cunningham's experience, background, and education were
sufficient to understand the waiver. Cunningham received a
high school diploma or a G.E.D., attained an Associate's
Degree in Health Care Administration, possessed twenty years
of customer service experience, and considered herself
"detail oriented, highly ...