Grace v. Steward Health Care System, LLC et al.

Filing 19

Memorandum of Opinion and Order Further proceedings in the within cause are perpetually stayed against Defendant Steward Health Care System, LLC, subject to reopening upon written motion of Plaintiff or any other proper party in interest, af ter the bankruptcy case is closed, dismissed, or discharge in bankruptcy is granted or denied, or the granting of relief from the stay imposed by 11 U.S.C. § 362 or any injunction imposed by virtue of 11 U.S.C. § 524. Further, for the reas ons set forth herein, Defendants Christina Stanko and Carol Snowbergers' Motion to Dismiss and Compel Arbitration (ECF No. 11 ) of Plaintiff's claim for unlawful retaliatory termination in violation of the FMLA (Count I) is granted. The within case is hereby closed. Judge Benita Y. Pearson on 8/29/2024. (JLG)

PEARSON, J.
UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF OHIO
EASTERN DIVISION

JOANNE GRACE,
Plaintiff,
v.
STEWARD HEALTH CARE
SYSTEM, LLC, et al.,
Defendants.

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CASE NO. 4:23CV2178

JUDGE BENITA Y. PEARSON

MEMORANDUM OF OPINION
AND ORDER
[Resolving ECF No. 11]

Pending is Defendants Steward Health Care System, LLC (“Steward”), Christina Stanko
(“Stanko”), and Carol Snowberger (“Snowberger”)’s Motion to Dismiss and Compel Arbitration
(ECF No. 11). Defendants contend that Plaintiff Joanne Grace cannot maintain this lawsuit in
federal court because her claims of discrimination and retaliation under the Family and Medical
Leave Act (“FMLA”), 29 U.S.C. § 2601 et seq. (Count I), the Age Discrimination in
Employment Act (“ADEA”), 29 U.S.C. § 621 et seq. (Counts II and IV), and Ohio Rev. Code
§ 4112.02(A) and (I) (Counts III and V) are covered by an Arbitration Agreement (ECF No. 112) between Steward and Plaintiff.1
After the within motion was fully briefed, a voluntary petition for relief in a case under
Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) was filed by Steward
in the United States Bankruptcy Court for the Southern District of Texas, being Case No.

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Count I is asserted against all Defendants. Counts II through V are asserted
against Steward only.

(4:23CV2178)
24-90304, and is being jointly administered under the lead case Steward Health Care System
LLC, Case No. 24-90213. Therefore, further proceedings in the within cause are perpetually
stayed against Steward subject to reopening upon written motion of Plaintiff or any other proper
party in interest, after the bankruptcy case is closed, dismissed, or discharge in bankruptcy is
granted or denied, or the granting of relief from the stay imposed by 11 U.S.C. § 362 or any
injunction imposed by virtue of 11 U.S.C. § 524. See Judgment Entry Perpetually Staying
Further Proceedings Against Defendant Steward Health Care System, LLC Only (ECF No. 17).
In response to ECF No. 17, Plaintiff subsequently filed a Notice (ECF No. 18) advising the
Court, Stanko, and Snowberger that she will continue to pursue Count I of the Complaint (ECF
No. 1) against Stanko and Snowberger for unlawful retaliatory termination in violation of the
FMLA.
I. Background
Because this case is addressed at the motion-to-dismiss stage, the following allegations as
set out in the Complaint (ECF No. 1) are taken as true and construed in the light most favorable
to Plaintiff. See Ohio Pub. Emps. Ret. Sys. v. Fed. Home Loan Mortg. Corp., 830 F.3d 376, 38283 (6th Cir. 2016). Plaintiff worked as a nurse for ValleyCare Health System of Ohio from 1976
until Steward took over operations of Hillside Rehabilitation Hospital (“Hillside”) and the
Northside Medical Center in 2017. After the transition, Plaintiff chose to continue working for
Steward as a Nurse Manager. She also had Patient Advocacy job duties. In 2020, Steward hired
Stanko as Director of Nursing and she became Plaintiff’s supervisor. Subsequently, Stanko
began “culling” older nurses and replacing them with substantially younger nurses. Stanko

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regularly made comments to Plaintiff about her age, including suggesting that she retire.
Snowberger is the Human Resources Director for Hillside. In December 2021, Plaintiff
complained to her about Stanko’s age-based comments and remarks. Snowberger dismissed
Plaintiff’s complaints. After falling ill with COVID-19 in February 2022, Plaintiff requested and
was given leave under the FMLA. Five days after Plaintiff returned to work, Stanko terminated
her employment in March 2022, citing department staffing level cutbacks as a result of the
pandemic. An individual in their 20s, however, was hired to replace Plaintiff. Plaintiff (71 years
old) then filed FMLA retaliation and ADEA discrimination claims with the Equal Employment
Opportunity Commission (“EEOC”).
As a condition of Plaintiff’s continued employment with Steward, Defendants assert
Grace was required to complete an Arbitration Agreement (ECF No. 11-2). The Agreement
states that “claims arising under federal, state, or local law based upon or related to
discrimination, harassment, and retaliation,” including claims brought under the FMLA against
Steward’s employees, must be resolved through arbitration. ECF No. 11-2 at PageID #: 65-66.
Steward placed the Arbitration Agreement in “Steward University,” which is Steward’s name for
its employee web-based training platform, so that Steward employees, like Plaintiff, could review
the Arbitration Agreement and, if they agreed to its terms, could electronically sign the
Agreement. Defendants claim Plaintiff agreed to arbitration when she completed the online
training titled “Arbitration Agreement With Signature SH 19” on June 12, 2019. See Employee
Transcript of Joanne Grace (ECF No. 11-3) at PageID #: 70. In addition to the transcript of
Plaintiff’s completed training, Defendants have produced the Arbitration Agreement (ECF No.

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11-3), a Certificate of Achievement presented to Plaintiff for the successful completion of
“Arbitration Agreement With Signature SH 19” (ECF No. 11-4), and Snowberger’s Declaration
stating that Plaintiff “electronically reviewed, signed, and accepted the Arbitration Agreement’s
terms.” ECF No. 11-1 at PageID #: 64, ¶ 6.
Plaintiff signed into her training account with a unique user ID and password.
Declaration of Joanne Grace (ECF No. 13-1) at PageID #: 86, ¶¶ 6-7. While she admits to
completing online training for Steward, she denies signing or even seeing the Arbitration
Agreement. See ECF No. 13-1 at PageID #: 87, ¶ 9 (“I did not complete an ‘arbitration’ training
and I never agreed to arbitration or signed an arbitration agreement.”). Plaintiff also declares
Steward’s information technology (“IT”) helpdesk could access her account and had previously
done so to solve computer issues. See ECF No. 13-1 at PageID #: 87, ¶ 8.
II. Standard of Review
The Federal Arbitration Act (“FAA”), 9 U.S.C. § 1 et seq., generally applies to
employment contracts with arbitration provisions. Circuit City Stores, Inc. v. Adams, 532 U.S.
105, 109 (2001). When a party fails or refuses to arbitrate under a written arbitration agreement,
the aggrieved party may petition the court for an order compelling the failing party to uphold the
agreement. 9 U.S.C.A. § 4. In examining a motion to compel arbitration, “courts treat the facts
as they would in ruling on a summary judgment motion, construing all facts and reasonable
inferences that can be drawn therefrom in a light most favorable to the non-moving party.” Jones
v. U-HAUL Co. of Mass. and Ohio, Inc., 16 F. Supp.3d 922, 930 (S.D. Ohio 2014) (quoting
Raasch v. NCR Corp., 254 F. Supp.2d 847, 851 (S.D. Ohio 2003)). Arbitration agreements are

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favored and are to be broadly construed with doubts being resolved in favor of arbitrability.
AT&T Technologies, Inc. v. Comms. Workers of America, 475 U.S. 643, 648-50 (1986); Moses
H. Cone Mem’l Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24-25 (1983). The FAA reflects an
“emphatic federal policy in favor of arbitral dispute resolution,” Mitsubishi Motors Corp. v. Soler
Chrysler-Plymouth, Inc., 473 U.S. 614, 631 (1985), and it evinces a “liberal federal policy
favoring arbitration agreements,” AT&T Mobility LLC v. Concepcion, 563 U.S. 333, 345-46
(2011) (“[O]ur cases . . . have repeatedly described the [FAA] as embodying a national policy
favoring arbitration and a liberal federal policy favoring arbitration agreements” (internal
quotation marks and citations omitted)). All doubts or ambiguities concerning the scope of the
parties’ agreement should be resolved in favor of arbitration. Moses H. Cone, 460 U.S. at 24-25
(1983).
“When considering a motion to stay proceedings and compel arbitration under the [FAA],
a court has four tasks: first, it must determine whether the parties agreed to arbitrate; second, it
must determine the scope of that agreement; third, if federal statutory claims are asserted, it must
consider whether Congress intended those claims to be nonarbitrable; and fourth, if the court
concludes that some, but not all, of the claims in the action are subject to arbitration, it must
determine whether to stay the remainder of the proceedings pending arbitration.” Stout v. J.D.
Byrider, 228 F.3d 709, 714 (6th Cir. 2000). Because arbitration agreements are contracts, they
are governed by state contract law. Glazer v. Lehman Bros. Inc., 394 F.3d 444, 450 (6th Cir.
2005), cert. denied, 546 U.S. 1214 (2006) (citing Fazio v. Lehman Bros., Inc., 340 F.3d 386, 394

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(6th Cir. 2003)). As such, the court applies Ohio contract law when analyzing the formation of
the arbitration agreement in the case at bar. Jones, 16 F. Supp.3d at 930.
III. Analysis
A. Agreement to Arbitrate
At issue in this case is whether the parties agreed to arbitration. Under Ohio contract law,
both parties must manifest their assent to enter into the agreement. Dantz v. Am. Apple Grp.,
LLC., 123 Fed.Appx. 702, 707 (6th Cir. 2005). Plaintiff contends she never viewed or signed an
arbitration agreement from Defendants. See ECF No. 1 at PageID #: 6, ¶ 61; ECF No. 13-1 at
PageID #: 87, ¶ 9. In general, “an ‘unequivocal denial’ that takes the form of admissible
‘evidence’ can create a genuine dispute of fact.” Boykin v. Fam. Dollar Stores of Mich., LLC, 3
F.4th 832, 841 (6th Cir. 2021). Mindful of the Court’s obligation to construe facts and inferences
in Plaintiff’s favor and not to weigh evidence at this juncture, the Court is not required to accept
Plaintiff’s implausible version of events in order to survive dismissal and an order compelling
arbitration. “When opposing parties tell two different stories, one of which is blatantly
contradicted by the record, so that no reasonable jury could believe it, a court should not adopt
that version of the facts for purposes of ruling on a motion for summary judgment.” Scott v.
Harris, 550 U.S. 372, 380 (2007). “For instance, where self-serving testimony is blatantly and
demonstrably false, it understandably may not create a genuine issue of material fact, thereby
allowing a court to grant summary judgment.” Davis v. Gallagher, 951 F.3d 743, 750 (6th Cir.
2020) (emphasis in original).

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The Court finds that Plaintiff’s electronic signature on Stewart’s arbitration agreement is
authentic, valid, and binding. A signature may include a physical signature or an electronic
signature. See Ohio Rev. Code § 1306.06(A) (“A record or signature may not be denied legal
effect or enforceability solely because it is in electronic form.”). In contradicting Plaintiff’s
denial, Defendants submit evidence that a user with Plaintiff’s unique user ID and password
logged into the Steward University employee web-based training platform and completed the
training titled “Arbitration Agreement With Signature SH 19” on June 12, 2019. See ECF No.
11-3 at PageID # 70. Plaintiff does not deny she completed the other training modules from the
same work day as documented on the training transcript, and admits to being required to take
several online training modules when hired by Steward. See ECF No. 13-1 at PageID #: 87, ¶ 9.
Snowberger declares she placed the Arbitration Agreement (ECF No. 11-2) provided by Stewart
on the training site for Plaintiff to review and that the agreement was reviewed and Plaintiff
electronically signed it. See ECF No. 11-1 at PageID #: 63, ¶ 3; PageID #: 64, ¶ 6. This
evidence adequately supports Defendants’ position that Plaintiff completed the “Arbitration
Agreement With Signature SH 19” training and accepted the terms of the agreement. See Jones
v. U-Haul Co. of Mass. & Ohio Inc., 16 F. Supp.3d 922, 934-35 (S.D. Ohio 2014) (holding that
the use of a unique employee ID proved the employee accessed and electronically signed an
employment dispute resolution agreement, despite the employee’s denial). Despite suggesting IT
can access her account, Plaintiff submits no evidence that anyone else logged into her account
and completed the Arbitration Agreement. See Morgan v. United Healthcare Servs., Inc., No.
1:12-cv-676-HJW, 2013 WL 1828940, at *3 (S.D. Ohio April 30, 2013) (rejecting plaintiff’s

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contention that despite using her unique employee ID to electronically sign an arbitration
agreement, the company might have accessed her account and manufactured her signature).
Other than a general denial, Plaintiff does not provide facts negating the evidence that she
completed the arbitration agreement training. See Townsend v. Pinewood Social, LLC, No.
3:24-cv-00003, 2024 WL 1642790, at *6-7 (M.D. Tenn. April 16, 2024); Nealey v. Heritage
Oaks Mgmt. Enters. USA, LLC, No. 2:18-cv-1759, 2020 WL 2507332, at *4 (S.D. Ohio May 15,
2020) (holding plaintiff’s self-serving affidavit was insufficient to create a genuine issue of
material fact when defendant submitted sufficient evidence to establish the parties agreed to
arbitrate). The Court, however, leaves open the possibility that Plaintiff’s denial in the present
case was merely misguided, the result of a faulty memory, etc.
Moreover, 9 U.S.C. § 2 does not require a signature on arbitration agreements, only that
the agreement is in writing. Consequently, continued employment can act as assent to enter into
an arbitration agreement. Dantz, 123 Fed.Appx. at 707-708. Plaintiff continued her employment
with Steward for almost three years after completing the arbitration agreement training, i.e., from
June 12, 2019 until March 18, 2022. See ECF No. 11-3 at PageID #: 70; ECF No. 1 at PageID #:
5, ¶ 48. See Nealey, 2020 WL 2507332, at *4 (holding plaintiff’s continued employment
manifested her assent to the Employee Acknowledgements that contained a binding arbitration
agreement); AT&T Mobility Servs., LLC v. Boyd, No. 1:19cv2539, 2020 WL 6203831, at *12
(N.D. Ohio Oct. 22, 2020) (holding that plaintiff agreed to arbitration by reviewing the
arbitration agreement, not exercising an opt out option, and continuing his employment beyond
the date when he would be bound by the agreement). According to Snowberger, the Human

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Resources Director for Hillside, Steward would not have continued to employ Plaintiff had she
failed to complete the arbitration agreement. See ECF No. 11-1 at PageID #: 63, ¶ 3. See
Sherman v. Serv. Corp. Int’l, No. 3:16CV0011, 2017 WL 36270, at *2 (N.D. Ohio Jan. 4, 2017)
(enforcing an electronic arbitration agreement because the agreement was a condition of the
plaintiff’s employment); Raasch, 254 F. Supp.2d at 864 (finding when “an employer informs its
employees that from this point forward, certain disputes must be directed to arbitration, while the
employees are not obligated to continue in their employment, as long as they do, they are
obligated to comply”).
Upon establishing Plaintiff completed the arbitration agreement training, Defendants
provide sufficient evidence that Plaintiff was aware of the agreement which was a condition of
her employment. As such, the completed agreement training and Plaintiff’s continued
employment constitutes her assent to enter into the Arbitration Agreement (ECF No. 11-2) under
Ohio law.
B. Scope and Arbitrability of Agreement
Plaintiff’s claim of unlawful retaliatory termination in violation of the FMLA against
Stanko and Snowberger falls within the scope of the Arbitration Agreement (ECF No. 11-2).
The agreement explicitly states that “claims arising under federal, state, or local law based upon
or related to discrimination, harassment, and retaliation,” including claims brought under the
FMLA, must be resolved through arbitration. ECF No. 11-2 at PageID #: 66. The agreement
also explicitly covers all employees that may be the subject of the claims. See ECF No. 11-2 at
PageID #: 65 (“this Agreement applies to claims and disputes that . . . You may have against the

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Company, and/or its/their . . . employees . . . (each and of all of whom/which may enforce this
Agreement”). Under the FAA, employment-related claims may be subject to arbitration. Van
Hauter v. First Watch Restaurants, Inc., No. 5:19CV1827, 2019 WL 4918685, at *3 (N.D. Ohio
Oct. 4, 2019). As such, Congress did not intend to exempt them from arbitration. Therefore,
Plaintiff does not bring a claim outside the scope of the Arbitration Agreement (ECF No. 11-2).
Upon concluding that Plaintiff’s claims are subject to arbitration, a district court may
dismiss the action or, if requested by a party, stay the action. The FAA “instructs that ‘upon
being satisfied that the issue involved in such suit or proceeding is referable to arbitration,’ the
court ‘shall on application of one of the parties stay the trial of the action until such arbitration
has been had in accordance with the terms of the agreement, providing the applicant for the stay
is not in default in proceeding with such arbitration.’ ” Hilton v. Midland Funding, LLC, 687
Fed.Appx. 515, 518 (6th Cir. 2017) (quoting 9 U.S.C. § 3). Plaintiff’s claim against Stanko and
Snowberger is subject to binding arbitration. When a federal court finds that all issues raised in a
claim are arbitrable and must be submitted to arbitration and a party has requested a stay of the
court proceeding pending arbitration, the FAA compels the court to stay the proceeding. Smith v.
Spizzirri, 601 U.S. 472, 475-76 (2024). Plaintiff, however, has not requested a stay of the court
proceedings pending arbitration under 9 U.S.C. § 3. Accordingly, the Court’s retention of
jurisdiction over Plaintiff’s claim against Stanko and Snowberger during the pendency of
arbitration would serve no purpose, and dismissal of the claim is appropriate.

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IV. Conclusion
For the foregoing reasons, Defendants Christina Stanko and Carol Snowberger s’ Motion
to Dismiss and Compel Arbitration (ECF No. 11) of Plaintiff’s claim for unlawful retaliatory
termination in violation of the FMLA (Count I) is granted. The within case is hereby CLOSED.

IT IS SO ORDERED.

August 29, 2024
Date

/s/ Benita Y. Pearson
Benita Y. Pearson
United States District Judge

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