United States District Court, E.D. Tennessee, Knoxville
MEMORANDUM AND ORDER
CHIEF UNITED STATES DISTRICT JUDGE
Charlene Roberts-Banks brings this action against her former
employer, Family Dollar of Tennessee, Inc., alleging she was
denied reasonable accommodation under the Americans with
Disabilities Act (ADA) and wrongfully terminated for
discriminatory and retaliatory reasons prohibited by the ADA.
Roberts-Banks further alleges she was terminated in
retaliation for seeking leave under the Family and Medical
Leave Act (FMLA). Family Dollar moves to dismiss Banks'
Complaint, or alternatively, to compel arbitration. Because
there exists a genuine issue of material fact as to the
validity of the agreement to arbitrate, the court will not
compel arbitration of Roberts-Banks' claims.
Dollar states that Roberts-Banks electronically signed a
Mutual Agreement to Arbitrate Claims on March 30, 2014
through the company's online “Family Dollar
University” (FDU). FDU contains Family Dollar's
company policies and training courses. The Arbitration Module
explained what arbitration is, and explained that
Roberts-Banks and Family Dollar would be subject to an
arbitration agreement. The module provided employees with a
complete electronic version of the Arbitration Agreement to
view and print. Family Dollar avers that Roberts-Banks
reviewed the Arbitration Agreement and clicked a checkbox to
indicate that she had read all pages of the Arbitration
Agreement and agreed to its terms. The Arbitration Agreement
covers claims arising under “all employment related
laws” including claims under the ADA and FMLA.
Standard of Review
Dollar brings this motion pursuant to Fed.R.Civ.P. 12(b)(1)
based on lack of subject matter jurisdiction, or in the
alternative, Fed.R.Civ.P. 12(b)(6) for failure to state a
to Rule 12(b)(1), a complaint may be dismissed for
“lack of subject matter jurisdiction.” The party
asserting jurisdiction bears the burden of establishing that
subject matter jurisdiction exists. Moir v. Greater
Cleveland Reg'l Transit Auth., 895 F.2d 266, 269
(6th Cir. 1990). Rule 12(b)(1) motions to dismiss based upon
subject matter jurisdiction consists of two types. Facial
attacks to subject matter jurisdiction merely question the
sufficiency of the pleadings, and courts should apply the
Rule 12(b)(6) standard in considering them. Ohio
Nat'l Life Ins. Co. v. United States, 922 F.2d 320
325 (6th Cir. 1990). In such a case, courts should accept the
allegations in the complaint as true and construe them in a
light most favorable to the nonmoving party. United
States v. Ritchie, 15 F.3d 592, 598 (6th Cir. 1994).
Factual attacks, the second type of challenge to the
court's subject matter jurisdiction, do not question the
sufficiency of the pleading's allegations, but rather
contest the factual predicate for subject matter
jurisdiction. Id. In such a case, no presumptive
truthfulness applies to the factual allegations, and the
court is free to weigh the evidence and satisfy itself as to
the existence of its power to hear the case. Id. In
reviewing factual motions, a trial court has wide discretion
to allow affidavits, documents, and even a limited
evidentiary hearing to resolve disputed jurisdictional facts.
Ohio Natl' Life, 922 F.2d 325. Here, no hearing
is necessary and the court will rule upon the record
submitted by the parties.
the court lacks jurisdiction over plaintiff's claims
pursuant to Rule 12(b)(1), the complaint also fails to state
a cause of action upon which relief can be granted pursuant
to Rule 12(b)(6). When all claims made in the litigation are
subject to arbitration, the court may choose to dismiss the
action in its entirety for failure to state a claim under
Rule 12(b)(6). Rutter v. Darden Restaurants, Inc.,
2008 WL 4949043 at *9 (C.D.Cal. Nov. 18, 2008).
Federal Arbitration Act (FAA), 9 U.S.C. § 2, et
seq., “is a Congressional declaration of a liberal
federal policy favoring arbitration agreements,
notwithstanding any state substantive or procedural policies
to the contrary.” Asplundh Tree Expert Co. v.
Bates, 71 F.3d 592, 595 (6th Cir. 1995). It mandates
that arbitration clauses in commercial contracts “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 provisions of the
FAA are mandatory. See 9 U.S.C. §§ 3-4.
“By its terms, the Act leaves no place for the exercise
of discretion by a district court, but instead mandates that
district courts shall direct the parties to proceed to
arbitration on issues as to which an arbitration agreement
has been signed.” Dean Witter Reynolds, Inc. v.
Byrd, 470 U.S. 213, 218 (1985).
party asks a federal court to compel arbitration of a
dispute, the court must determine whether the parties agreed
to arbitrate the dispute at issue. Stout v. J.D.
Byrider, 228 F.3d 709, 714 (6th Cir. 2000). Because
arbitration is a matter of contract, a party cannot be
required to submit to arbitration a dispute she did not agree
to arbitrate. AT&T Techs. Inc. v. Comm. Workers of
Am., 475 U.S. 643, 648-49 (1986). When a contract
contains an arbitration clause, however, doubts regarding the
scope of the clause should be resolved in favor of submitting
a particular dispute to arbitration. Id. at 650.
determining whether parties agreed to arbitrate a particular
dispute, the court must conduct a two-part inquiry.
Pippenger v. Merrill Lynch, 2009 WL 2244613 at *2
(E.D.Tenn. July 29, 2009). The court must first evaluate
whether a valid agreement to arbitrate exists between the
parties and, second, whether the specific dispute at issue
falls within the substantive scope of that agreement.
Watson Wyatt & Co., v. SBC Holdings, Inc., 513
F.3d 646, 649 (6th Cir. 2008). The party opposing arbitration
has the burden to prove that there is a “genuine issue
of material fact as to the validity of the agreement to
arbitrate.” Brubaker v. Barrett, 801 F.Supp.2d
743, 750 (E.D.Tenn. 2011). Roberts-Banks does not argue that
her claims fall outside of the scope of Family Dollar's
arbitration policy, but she does argue that she never
knowingly assented to waive her right to submit claims
relating to her employment to a court and that, therefore,
there exists no valid arbitration agreement between her and
agreements are “fundamentally contracts, ” and
courts review their enforceability according to the
applicable state law of contract formation.”
Seawright v. Amer. Gen. Fin. Servs. Inc., 507 F.3d
967, 972 (6th Cir. 2007). Under Tennessee law, a
valid, enforceable contract requires consideration and mutual
assent, manifested in the form of an offer and an acceptance.