United States District Court, M.D. Tennessee, Nashville Division
WAVERLY D. CRENSHAW, JR. CHIEF UNITED STATES DISTRICT JUDGE.
case presents several interesting questions, and, so far as
the Court can tell, one novel issue regarding the scope and
enforceability of an arbitration agreement. They arise in the
context of a “Motion for Stay Pending
Arbitration” (Doc. No. 16) filed by Carl Black
Chevrolet of Nashville, LLC (“Carl Black”), which
Caleb Nelson (“Nelson) opposes (Doc. No. 20). For the
reasons that follow, the Motion for Stay will be granted.
few undisputed facts are necessary to place the parties'
arguments in context. On January 6, 2016, Nelson began
working as a Sales Manager for Carl Black. A week or so
earlier, he signed various employment related documents,
including an Agreement to Arbitrate Claims
Agreement contained the following provision regarding its
Any claim that otherwise would have been decidable in a court
of law - whether under local, state, or federal law or
otherwise - will instead be heard by arbitration. The claims
covered by this Agreement include, but are not limited to,
the enforceability and/or interpretation of this Agreement;
whether a claim is arbitrable; . . . claims for
discrimination or harassment . . . claims for
“whistleblowing” or retaliation . . .; and claims
for violation of any federal, state, or other governmental
law, statute, regulation or ordinance.
(Doc. No. 17-1, Agreement ¶ 5(A)). The Agreement also
provided that it “shall survive the termination of the
Employee's employment, and may only be revoked or
modified in a written document which expressly refers to the
‘Agreement to Arbitrate Claims, ' and which is
signed by both the Employee and by an authorized
representative of the Company.” (Id. at ¶
10.) As for consideration, the Agreement provided:
In making this Agreement, Employee recognizes that employment
with and continued employment with the Company and the
Company's agreement to arbitrate claims against Employee
serve as good and valuable consideration for the mutual
obligations contained herein. Employee enters into this
Agreement knowingly and voluntarily. Employee agrees that
final and binding arbitration will lead to more expedient and
cost-effective resolution of any claim against the company.
(Id. ¶ 2).
resigned on May 2, 2016, but returned as the General Sales
Manager on May 14, 2016. The new position had significantly
more responsibility (including supervisory authority over the
sales force), and a commensurate increase in pay. Nelson did
not sign a new arbitration agreement upon his return to work,
and claims he was not informed that the Agreement signed when
he first went to work some five to six months earlier would
cover his renewed employment at Carl Black.
30, 2016, Nelson was terminated. He alleges his termination
was in retaliation for his whistleblowing regarding the sale
of vehicles under active safety recalls. He also claims that
he was retaliated against on the basis of his race and
because he opposed the hostile work environment to which he
had been subjected. He filed suit in this Court under Title
VII of the Civil Rights Act of 1964; 42 U.S.C. § 2000e,
et seq.; 42 U.S.C. § 1981, the Moving Ahead of
Progress in the 21st Century Act (“MAP-21), 49 U.S.C.
§ 30171; and the Tennessee Human Rights Act
(“THRA”), Tenn. Code Ann. § 4-21-101, et
Nelson contends that all of the claims advanced by Nelson are
encompassed by the Agreement. Accordingly, and after filing
an Answer, it filed the present Motion pursuant to the
Federal Arbitration Act (“FAA”), 9 U.S.C. §
1 et seq.
as relevant, the FAA provides that a “written provision
in . . . a contract evidencing a transaction involving
commerce to settle by arbitration a controversy thereafter
arising out of such contract or transaction, ... 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. If a court determines
that the cause of action is covered by an arbitration clause,
it must stay the proceedings until the arbitration process is
complete. 9 U.S.C. § 3.
is a strong federal policy in favor of arbitration,
Huffman v. Hilltop Cos., LLC, 747 F.3d 391, 394 (6th
Cir. 2014), and “[i]t is well-established that any
doubts regarding arbitrability should be resolved in favor of
arbitration.” Glazer v. Lehman Bros., 394 F.3d
444, 451 (6th Cir. 2005) (citing Moses H. Cone Mem'l
Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24-25
(1983)). Further, “[t]he FAA ensures that arbitration
agreements are as enforceable as any other contract.”
Nat'l Labor Relations Bd. v. Alternative Entm't,
Inc., 858 F.3d 393, 400-01 (6th Cir. 2017) (citing
Buckeye Check Cashing, Inc. v. Cardegna, 546 U.S.
440, 443 (2006)).
“[t]he FAA does not . . . make arbitration agreements
more enforceable than other contracts, however, they
“may be voided for the same reasons for which any
contract may be invalidated, including forgery,
unconscionability, and lack of consideration.”
Glazer, 394 F.3d 444, 450 (6th Cir. 2005). They may
also be challenged if the dispute falls outside the scope of
agreement, Fazio v. Lehman Bros., Inc., 340 F.3d
386, 395 (6th Cir. 2003) because “a court may order
arbitration of a particular dispute only where the court is
satisfied that the parties agreed to arbitrate that
dispute, ” Granite Rock Co. v. Int'l Bhd.
of Teamsters, 130 S.Ct. 2847, 2856 (2010) (emphasis in
original). Therefore, “‘[b]efore compelling an
unwilling party to arbitrate, the court must engage in a
limited review to determine whether the dispute is
arbitrable; meaning that a valid agreement to arbitrate
exists between the ...