Nichols v. Murray Ford of Kingsland, Inc. et al

Filing 22

ORDER denying Defendant Murray Ford of Kingsland's 16 Motion to Dismiss; granting Defendant's alternative 16 Motion to Stay pending resolution through arbitration. Signed by Chief Judge Lisa G. Wood on 1/13/2017. (ca)

Ifn tl^e ?IIIntteb States!I9it(trtct Court
for tbe ^ontbem IBiotrtct of 4^eorgia
Pmnolnttb Btbioton
SANDRA NICHOLS,

Plaintiff,
CV 216-69

V.

MURRAY FORD OF KINGSLAND

INC., and S.E. GA FORD, INC
d/b/a
LILLISTON FORD OF KINGSLAND,
Defendants.

ORDER

Before the

Court is Defendant Murray

Ford of Kingsland's

("Murray Ford") Motion to Dismiss or, in the Alternative, Motion
to Stay Proceedings and Compel Arbitration (Dkt. No. 16).

For

the reasons stated below. Defendant's motion to Stay Proceedings
and Compel Arbitration (Dkt. No. 16) is GRANTED.
BACKGROUND

The
Sandra

facts

Nichols'

stated

herein

("Plaintiff")

are

taken

solely

Complaint and

true pursuant to Rule 12(b)(6).

are

from

Plaintiff

assumed

to

be

In February 2015, Nichols was

hired to work as a full-time Sales Representative by Defendant
Lilliston Ford of Kingsland ("Lilliston Ford").

A0 72A

(Rev. 8/82)

Dkt. No. 1 SI

14.

Plaintiff alleges that Lilliston Ford employee Mike Hanley

C^Hanley")

made

several

sexually

during a business trip.

charged

SISI 18-20.

comments

toward

her

She alleges that this

eventually escalated to forcible kissing and groping.
months

afterwards.

Plaintiff

alleges

that

she

For

endured

groping and sexually explicit comments from Hanley.

more

JA. SISI 29-

30.

Plaintiff alleges that she reported the February incident

to her manager, Stephen Ardman (""Ardman"), on May 9, 2015.
SI

32.

The

reiterated

her

with her.

a

written

harassment

allegedly

continued.

concerns to Ardman,
SI 36.

complaint

who allegedly

that

Ms.

became

later
upset

Plaintiff claims that she ultimately gave

to

the

owner

of

Lilliston

Tanner-Lilliston (''Ms. Tanner-Lilliston").

alleges

Plaintiff

Id.

Tanner-Lilliston

Ford,

SI 37.

assured

Jedon

Plaintiff

Plaintiff

that

she

would fix the problem, but again, the harassment continued.

Id.

Plaintiff

and

alleges

that

Ardman

subsequently turned

began retaliating against her with Hanley.
On

September

Murray Ford.

1,

JA. SI 45.

2015,

Lilliston

on

her

Id.

Ford

was

purchased

by

On September 4, 2015, Plaintiff alleges

that she notified the owners of Murray Ford about the harassment

and retaliation she was suffering.
2015, Plaintiff was terminated.

JA. SI 46.

JA. SI 47.

On September 14,

She further alleges

she was not paid commission for three vehicles sold when working

for Murray Ford.

JA. SI 48.

Plaintiff asserts her termination

and unpaid commission was in retaliation for reporting Hanley's
harassment.

She subsequently filed a Complaint with this Court

on May 13, 2016.

Murray

Ford

now

moves

to

dismiss

on

the

basis

that

Plaintiff is required to arbitrate this matter before the Court

can exercise jurisdiction in this case.

Dkt. No. 16.

LEGAL STANDARD

When ruling on a motion to dismiss brought pursuant to Rule
12(b)(6), a district court must accept as true the facts as set

forth in the complaint and draw all reasonable inferences in the
plaintiff's favor.
Cir.

2010).

Randall v. Scott, 610 F.3d 701, 705 (11th

Although

a

complaint

need

not

contain

detailed

factual allegations, it must contain sufficient factual material
^^to raise a right to relief above the speculative level."
Atl. Corp. V. Twombly, 550 U.S. 544, 555 (2007).

a

complaint

allegations

should
respecting

^'contain
all the

either

direct

Bell

At a minimum,

or

material elements

inferential
necessary to

sustain a recovery under some viable legal theory."

Fin. Sec.

Assurance, Inc. v. Stephens, Inc., 500 F.3d 1276, 1282-83 (11th

Cir. 2007) (per

curiam) (quoting

Roe

v. Aware

Woman Ctr. for

Choice, Inc., 253 F.3d 678, 683 (11th Cir. 2001)).
DISCUSSION

Murray Ford seeks to enforce arbitration and dismiss this
action.

""'The Federal Arbitration Act (^FAA') generally governs

the validity of an arbitration agreement."
Windshield

Repair, LLC, 745 F.3d

Walthour v. Chipio

1326, 1329 (llth

cert. den'd, 134 S. Ct. 2886 (2014).

Cir. 2014),

''The FAA was 'enacted in

1925 as a response to judicial hostility to arbitration.'"

Id.

(quoting CompuCredit Corp. v. Greenwood, 565 U.S. —, —, 132 S.
Ct. 665, 668 (2012)).

"The FAA thus 'embodies a liberal federal

policy favoring arbitration agreements' and seeks 'to relieve
congestion

in

the

courts

and

to

provide

parties

with

an

alternative method for dispute resolution that is speedier and
less costly than litigation.'"
Aerospace

Corp.,

428

F.3d

Id. (quoting Caley v. Gulfstream
1359,

Consistent with the text of the

1367

(llth

Cir.

2005)).

FAA, "courts must 'rigorously

enforce' arbitration agreements according to their terms."

Am.

Express Co. v. Italian Colors Rest., — U.S. —, —, 133 S. Ct.
2304, 2309 (2013) (quoting Dean Witter Reynolds, Inc. v. Byrd,
470 U.S. 213, 221 (1985)).

The

FAA's

primary

substantive

provision

provides

that

a

written agreement to arbitrate a controversy arising out of that
contract

upon

"shall

such

be

grounds

valid,

as

irrevocable,

exist

at

law

and

or

in

enforceable,

equity

save

for

the

revocation of any contract."

9 U.S.C. § 2; see also Penderqast

V.

F.3d

Sprint

Nextel Corp., 691

1224, 1231 (llth

Cir.

2012)

(explaining that
with

arbitration

other contracts").

agreements are on

^^equal footing

court can decline to enforce an

arbitration agreement under the FAA only if the plaintiff[] can

point to a generally applicable principle of contract law under
which the agreement could be revoked."
State

law,

here,

Georgia

law,

Caley, 428 F.3d at 1371.

generally

governs

whether

an

enforceable contract exists; however, the FAA preempts state law
to the extent that it treats arbitration agreements differently
than other contracts.

JA. at 1367.

In support of its Motion to Dismiss, Murray Ford relies on

the following arbitration agreement, signed by Plaintiff, which
subjects all actions against Murray Ford to alternative dispute
resolution:

I agree that any dispute of a legal nature arising under
federal,

state, or local law

between

me

and the

Company,

including
any such
claim regarding
Company property,
discrimination, harassment, or any other legal dispute
relating to my employment or arising from any labor,
employment, or civil rights law, will be subject to final
and binding arbitration in accordance with the Company's
Dispute
Resolution
Policy.
I
understand
that
the
Arbitrator has the same authority, to award damages and
other relief, as does a court of law.
I also understand
that while the Employee Handbook is otherwise subject to
change at the Company's discretion, this Agreement to
Arbitrate and the Company's Dispute Resolution policy will
be binding and irrevocable for the Company and me as
written.

Dkt. No. 16-3 p. 2.
As

Circuit

an

has

initial

held

matter,

the

Court

that ''statutory

notes

claims,

that

the

including

Eleventh

Title

VII

claims, can be subject to mandatory arbitration."
Consumer

Fin.

Corp.,

211

2000)(citation omitted).

Title

VII

claim

it

1217,

1222

{11th

Cir.

Therefore, while this case involves a

may

arbitration agreement.

F.3d

Brown v. ITT

nonetheless

be

subject

to

a

valid

Therefore, the Court must look to the

actual language of the agreement itself to determine whether the
arbitration clause applies.
that

She

the

arbitration

points

to

Plaintiff urges the Court to find

clause

language

does

in

the

not

mandate

Murray

Ford

arbitration

employee

here.

handbook

indicating that arbitration is not mandatory, but instead, an

'"option."^

Further, Plaintiff points to another provision in the

employee handbook that arbitration ^^can," rather than '"shall,"
apply to "any actionable issue." Dkt. No. 17 p. 3.

There is no dispute that Plaintiff signed the arbitration
agreement
Murray

within

Ford.

the

notice

Instead,

of

acknowledgement

Plaintiff

argues

that

form
the

cited

by

arbitration

clause is unenforceable given that the mandatory language in the
notice

of

acknowledgement

employee handbook.
that the

contradicts

Dkt. No. 17 p. 5.

arbitration

agreement is

the

language

in

the

Further, Plaintiff argues

unenforceable

because it is

^ "in the event you are still not satisfied with the decision presented, you
have

the

option

of

requesting

binding

arbitration

between

you

and

the

company.
Arbitration can apply to any actionable issue, including claims
regarding wrongful discharge, employment discrimination, harassment, or any
other dispute relating to your employment or arising
employment, or civil rights law." Dkt. No. 16-2 p. 3.

under

any

labor,

missing

key terms.

Id.

Finally, Plaintiff argues that the

arbitration agreement is unconscionable.
The

Court

finds

that

Id.

there

is

nothing

innately

contradictory about the arbitration agreement and the employee

handbook's language about the '^option" to arbitrate.

Plaintiff

urges the Court to read the employee handbook to indicate that
she and she alone had the power to arbitrate this matter.
such language exists in the employee

handbook.

No

The handbook

simply provides notice that the option to arbitrate any dispute
can

be

exercised

by

Plaintiff,

not

exercise its right to arbitrate.
its

intent

agreement,

to

which

that

arbitrate

any

dispute

indicates

that

^'any

^'missing

terms"

arbitration

the

Court

agreement

is

could be more detailed.

621

F.

App'x

"incompleteness"
arbitration
court's

569,
an

clause).

opinion

in

l:13-CV-2353,

2016

arguing

1)

that

rejects

invalidate

the

cannot

in

the

arbitration

dispute . . . will

be

Dkt. No. 16-3 p. 1.

Plaintiff's

arbitration

unenforceable

argument

that

clause.

simply

The

because

it

Matthews v. Ultimate Sports Bar, LLC,

572-73

(11th

insufficient
Plaintiff

Matthews

WL

the

not

Ford

Indeed, Murray Ford indicated

subject to final and binding arbitration."
Furthermore,

Murray

v.

Cir.

basis
relies

Ultimate

4035655

(N.D.

agreement

is

Ga.

2015)

to

invalidate

heavily
Sports

July

(holding

on
Bar,

28,

a

sister

LLC,

2016),

"incomprehensible"

an

and

No.

in
2)

incomplete terms should invalidate the agreement.

However, the

agreement in this case is distinguishable from the agreement in

Matthews.

The agreement in that case contained broken English

resulting

in

^^nonsensical language" that

even understand.

lA. at *2.

In

court did

addition, the

the

court

could

not

This is plainly not the case here.
not

hold that missing

terms

were the reason that the agreement was invalid.

alone

Instead,

the Matthews court found that the agreement, taken as a whole,
was entirely meaningless.
case

here.

Again, this is simply not the

Therefore, the

Court finds that the

agreement is

valid.

Finally, the Court turns to Plaintiff s argument that the
arbitration

clause

is

unconscionable.

Under

Georgia

law,

an

unconscionable contract is ^^such an agreement as no sane man not

acting under a delusion would make and that no honest man would
take advantage of."

(Ga.

Ct.

factors

App.
in

1986).

Georgia

determining

intelligence,

their

Hall v. Fruehauf Corp., 346 S.E.2d 582, 583

business

relative

look

unconscionability:

acumen

bargaining

courts

and

power,

the

''age,

experience

the

to

of

following
education,

the

parties,

conspicuousness

of

and

comprehensibility of the contract language, the oppressiveness
of the terms, and the presence or absence of meaningful choice."
NEC

Techs.,

Inc.

Plaintiff

v.

Nelson,

attempts

to

478

S.E.2d

frame
8

her

769,

771

lack

(Ga.

of

1996).

business

sophistication

as

unconscionable.

lack

of

a

reason

why the

Dkt. No. 17 p. 6.

sophistication

unconscionable.

is

arbitration

agreement

The Court disagrees.

insufficient

to

find

an

is

A mere

agreement

Saturna v. Bickley Constr. Co., 555 S.E.2d 825,

827 (Ga. Ct. App. 2001).

She also claims that she did not have

time to read the agreement sufficiently before she signed it.
This

argument

also

has

no

merit.

Under

Georgia

law, ''one

signing a document has a duty to read it and is bound by the
terms

of

a

document [s]he

does

not

read."

Gill

Plumbing

v.

Jimenez, 714 S.E.2d 342, 350 (Ga. Ct. App. 2011).

Furthermore, to the extent that Plaintiff argues that she

lacked the bargaining power to renegotiate the agreement or ask
for

more

fails.

time

to

consider

the

agreement,

this

"[0]ne may not void a contract on

argument

also

grounds of duress

merely because she entered into it with reluctance, the contract

is

very

parties

disadvantageous to
was

unequal

or

her,

there

the
was

bargaining
some

negotiations preceding the agreements."
534

S.E.2d

Plaintiff's
agreement
arbitration
such, the

446,

450

(Ga.

2000).

unconscionability
will

be

provision
Court

enforced.
of the

Thus,
2008

unfairness

of the
in

the

Kramer v. Kroqer Co.,

Thus,

argument

power

the

and
the

Agreement

Court

the
Court

rejects

arbitration
finds

the

enforceable.

As

will stay this matter pending the

resolution

through arbitration.

Bender v. A.G. Edwards & Sons, Inc., 971

F.2d 698, 699 (11th Cir. 1992).
CONCLUSION

For the reasons set forth above, it is hereby ordered that

Defendant Murray Ford of Kingsland's Motion to Dismiss (Dkt. No.
16) is DENIED.
(Dkt.

No.

However, Defendant's alternative Motion to Stay

16) is

GRANTED

and

the

Court

orders

this

action

STAYED pending resolution through arbitration.

SO ORDERED, this 13th day of January, 2017.

LISA GODBEY WODD, CHIEF JUDGE
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF GEORGIA

10

be