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Bester v. Compass Bank

United States District Court, N.D. Alabama, Southern Division

April 29, 2019




         Joeann Bester and Nneka Gunn bring this putative class action against Compass Bank d/b/a BBVA Compass for alleged violations of the Equal Pay Act and § 1981 of the Civil Rights Act of 1866, 42 U.S.C. § 1981. See doc. 1. This action is before the court on Compass's motion to strike the class and collective actions claims and to compel arbitration of the plaintiffs' individual claims. Doc. 9. The motion is fully briefed and ripe for review, docs. 9, 12, 13, and is due to be granted solely as to Compass' request to compel arbitration.


         When presented with a motion to compel arbitration, the district court must determine whether the arbitration agreement at issue can be enforced against the parties who oppose arbitration. Magnolia Capital Advisors, Inc. v. Bear Stearns & Co., 272 Fed.Appx. 782, 785 (11th Cir. 2008) (citing Humphrey Co., 957 F.2d 851, 854 (11th Cir. 1992)). The party opposing the motion must present evidence that the arbitration agreement is not valid or does not apply to the dispute in question. See Id. (quoting Wheat, First Secs., Inc. v. Green, 993 F.2d 814, 819 (11th Cir. 1993)); Campbell v. CitiFinancial Mortgage Co., Inc., No. CV-06-BE-0302-E, 2006 WL 8436895, at *1 (N.D. Ala. June 2, 2006) (citing Kenworth of Birmingham, Inc. v. Langley, 828 So.2d 288, 290 (Ala. 2002)). A “summary judgment-like standard” applies to motions to compel arbitration, and “a district court may conclude as a matter of law that parties did or did not enter into an arbitration agreement only if ‘there is no genuine dispute as to any material' fact concerning the formation of such an agreement.” Bazemore v. Jefferson Capital Sys., LLC, 827 F.3d 1325, 1333 (11th Cir. 2016) (quoting Fed.R.Civ.P. 56(a)). As with a motion for summary judgment, “‘conclusory allegations without specific supporting facts have no probative value' for a party” opposing a motion to compel arbitration. Id. (quoting Leigh v. Warner Bros., 212 F.3d 1210, 1217 (11th Cir. 2000)).


         Compass hired Bester and Gunn as contract analysts in August 2014 and June 2016, respectively. Docs. 1 at 5; 9-1 at 3; 9-2 at 2. When Bester and Gunn applied for employment, they each signed an application containing an agreement to arbitrate any potential claims “concerning any aspect of [their] employment relationship or termination, ” and acknowledging that “if [they are] selected for employment . . ., [they] remain obligated to bring any claim concerning [their] application[s] for employment, [their] employment, or termination of [their] employment through the Company Alternative Dispute Resolution Policy.” Docs. 9-1 at 3, 9-10; 9-2 at 3, 10.

         In addition, Compass maintains a policy called “‘CARE: Communications, Answers and Resolution for Employees Policy and Procedures, ” for resolving disputes with its employees. See doc. 9-1 at 3, 12. The CARE Policy provides, among other things, that “an employee's agreement to submit disputes to arbitration is a condition of employment for those hired on or after April 1, 2000, ” and that “[a]rbitration shall be the final and exclusive forum for the resolution of all employment-related disputes that are covered by the Policy.” Doc. 9-1 at 3, 12, 14. After hiring Bester and Gunn, Compass provided them access to its employee handbook, which outlines the CARE Policy and states that the Policy “is a contract.” Docs. 9-1 at 4, 27-28; 9-2 at 3, 13. Compass also trained Bester and Gunn about its code of conduct, which provides that “[t]he use of alternative dispute resolution and arbitration to resolve certain employment-related disputes based on a legal claim is an essential element of the employment relationship, and your agreement to submit disputes based on a legal claim to arbitration is a condition of employment for those hired on or after April 1, 2000.” Docs. 9-1 at 3-4, 32, 35; 9-2 at 3, 13.

         According to Bester and Gunn, Compass' pay, performance evaluation, and promotion practices disadvantage African-American and female employees by among other things, paying them significantly less than their Caucasian and male counterparts. Doc. 1 at 8-10, 23-25. Bester and Gunn, who allege that Compass has passed them over for promotions, assert EPA and § 1981 claims individually and on behalf of a class of female, African-American employees. Id. at 10-11, 23-30.

         III. ANALYSIS

         Compass moves to compel arbitration pursuant to the Federal Arbitration Act (“FAA”), 9 U.S.C. § 1, et seq. Doc. 9. The FAA establishes that arbitration agreements contained in contracts involving interstate commerce are enforceable, 9 U.S.C. § 2, and “embodies a ‘liberal federal policy favoring arbitration agreements, '” Hill v. Rent-A-Center, Inc., 398 F.3d 1286, 1288 (11th Cir. 2005) (quoting Moses H. Cone Mem'l Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24 (1983)). “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 had been signed.” Dean Witter Reynolds, Inc. v. Byrd, 470 U.S. 213, 218 (1985) (emphasis in original). In addition, “as a matter of federal law, any doubts concerning the scope of arbitrable issues should be resolved in favor of arbitration . . . .” Moses H. Cone Mem'l Hosp., 460 U.S. at 24-25.

         Although federal policy favors arbitration agreements, “a party cannot be required to submit to arbitration any dispute which he has not agreed to so submit, ” Steelworkers v. Warrior & Gulf Nav. Co., 363 U.S. 574, 582 (1960), and “[t]he threshold question of whether an arbitration agreement exists at all is ‘simply a matter of contract, '” Bazemore v. Jefferson Capital Sys., LLC, 827 F.3d 1325, 1329 (11th Cir. 2016) (quoting First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 943 (1995)). To determine whether parties agreed to arbitrate a dispute, courts must consider (1) whether a valid written agreement to arbitrate exists and (2) whether the agreement encompasses the dispute. See Green Tree Fin. Corp. v. Bazzle, 539 U.S. 444, 452 (2003). Finally, federal courts generally apply state contract law to this determination. First Options of Chicago, 514 U.S. at 944.

         A. Whether a valid arbitration agreement exists that encompasses this action

         Compass argues that the arbitration agreement is a valid contract that evidences a transaction involving interstate commerce, and that the plaintiffs' claims are subject to arbitration. Doc. 9 at 6-12. To support that argument, Compass provides evidence that Bester and Gunn each signed an arbitration agreement when they applied for employment; that Compass maintains the CARE Policy for employee disputes, which includes an arbitration agreement; and that Bester and Gunn signed forms acknowledging that the CARE Policy is a contract. See docs. 9-1; 9-2. In light of that evidence, which Bester and Gunn do not dispute, a valid arbitration agreement exists between the parties. See Shaffer v. Regions Fin. Corp., 29 So.3d 872, 880 (2009) (“The elements of a valid contract include: ‘an offer and an acceptance, consideration, and mutual assent to terms essential to the formation of a contract.'”) (quoting Ex parte Grant, 711 So.2d 464, 465 (Ala. 1997)); Baptist Health System, Inc. v. Mack, 860 So.2d 1265, 1268, 1274 (Ala. 2003) (finding that an employee is bound by the terms of a written arbitration policy when the employee signed an acknowledgment that he received the policy and assented to its term through continued employment). In addition, the CARE Policy provides that “both Compass and the employee agree to arbitrate all claims that arise or involve a claim under any federal . . . statute . . . regarding or relating to matters of employment, [or] employment discrimination . . . including, but not limited to . . . the Civil Rights Act of 1866 and all applicable amendments . . . .” Doc. 9-1 at 14. Based on that language, the plaintiffs' § 1981 and EPA claims fall squarely within the scope of the arbitration agreement-a contention that Bester and Gunn do not dispute, see doc. 12.

         B. Whether Compass can enforce the ...

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