74 F.4th 591
4th Cir.2023Background
- Amazon contracted with independent "Delivery Service Partners"; Kirk Delivery entered a Delivery Service Partner Program Agreement with Amazon in May 2019.
- Kirk Delivery operated Amazon-branded routes in Durham with ~450 directly employed drivers; Ahaji Amos was the owner/operator but was not a signatory to the Agreement.
- Amazon terminated Kirk Delivery as a Partner in April 2021 for alleged material breaches; Amos and Kirk Delivery sued in the Middle District of North Carolina asserting tort, contract, and employment claims arising from the Agreement.
- The Agreement contains a broad arbitration clause applying the Federal Arbitration Act (FAA) and Washington law; Amazon moved to dismiss and compel arbitration under the FAA (and alternatively under Washington law).
- The district court compelled arbitration (relying on Washington law) and declined to decide whether the FAA §1 "transportation worker" exemption applied; Amos and Kirk Delivery appealed.
- The Fourth Circuit affirmed, holding the FAA governs and the §1 exemption does not apply because the Agreement is a commercial business-to-business contract, Kirk Delivery is not a covered "class of workers," and Amos was not a party to the Agreement.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether FAA §1 "transportation worker" exemption bars arbitration | Amos: she was a "transportation worker"/employee so the exemption voids arbitration | Amazon: the Agreement is a commercial contract between businesses; FAA applies | Held: Exemption inapplicable; FAA governs and requires arbitration |
| Whether the Agreement is a "contract of employment" under §1 | Amos: the working relationship and services effectively create employment terms | Amazon: Agreement is a services contract between corporate parties, not an individual employment contract | Held: Not an employment contract; lacks hallmarks of employment (salary, benefits) |
| Whether Kirk Delivery is within the "class of workers engaged in...interstate commerce" | Plaintiffs: corporate delivery operator should qualify | Amazon: the statutory list (seamen, railroad employees) contemplates individual workers; ejusdem generis excludes corporate entities | Held: Kirk Delivery (a corporate entity) is not within that class |
| Whether Amos's individual status affects the FAA exemption or contract defenses | Amos: her individual role and alleged employment status bring claims outside arbitration; also alleges illusory/unconscionable Agreement | Amazon: Amos is not a signatory; contract defenses attacking the Agreement as a whole belong to arbitrator | Held: Amos is not a party so her status doesn't trigger §1; contract-wide validity challenges deferred to arbitrator per Buckeye Check |
Key Cases Cited
- Circuit City Stores, Inc. v. Adams, 532 U.S. 105 (2001) (§1 exemption construed narrowly; residual clause limited by ejusdem generis)
- New Prime Inc. v. Oliveira, 139 S. Ct. 532 (2019) ("contracts of employment" understood to cover contracts for performance of work by workers)
- Buckeye Check Cashing, Inc. v. Cardegna, 546 U.S. 440 (2006) (challenges to contract validity as a whole are for arbitrator unless challenge is to arbitration clause itself)
- Adkins v. Lab. Ready, Inc., 303 F.3d 496 (4th Cir. 2002) (elements required to compel arbitration under the FAA)
- Galloway v. Santander Consumer USA, Inc., 819 F.3d 79 (4th Cir. 2016) (de novo review of district court orders compelling arbitration)