218 F. Supp. 3d 547
E.D. Mich.2016Background
- Plaintiff Kimberly Ankofski worked for M&O Marketing from 1996 and signed a 2010 Confidentiality and Non‑Solicitation Agreement (signed by President/co‑owner Timothy Otto) that included an arbitration clause and stated it was "not intended to be...an employment contract" and that she was an at‑will employee.
- In 2013 she was diagnosed with right vocal cord paralysis; in early 2014 she requested a reassignment of receptionist duties as an ADA accommodation, which M&O denied; she took FMLA leave and underwent surgery.
- Cleared to return with vocal restrictions in May 2014, Ankofski was told by Otto that she could not return with restrictions and was terminated; an open Supply Coordinator position existed but was given to another applicant while she was out.
- Ankofski filed an EEOC charge alleging discrimination; after a reasonable‑cause finding and Notice of Right to Sue she sued M&O and Otto for disability discrimination and retaliation under federal law.
- Defendants moved for summary judgment, arguing (1) the arbitration clause in the Confidentiality Agreement covers the claims, and (2) Otto cannot be held individually liable under Title VII; the court denied arbitration and granted summary judgment dismissing Otto.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the arbitration clause in the Confidentiality & Non‑Solicitation Agreement requires arbitration of Ankofski’s federal discrimination/retaliation claims | The Agreement concerns confidentiality only, expressly disclaims being an employment contract, and thus does not cover statutory employment claims | The clause covers "any controversy...relating to [the Agreement]" and broadly reaches disputes arising from the employment relationship, so claims should be arbitrable | Denied: court held the Agreement’s plain text and title focus on confidentiality/non‑solicitation and expressly disclaims being an employment contract, so federal discrimination claims do not “relate to” the Agreement for arbitration purposes |
| Whether Otto can be held liable as an employer (official capacity) under Title VII/ADA | Ankofski alleges Otto is the company’s alter ego (President/co‑owner who terminated her) and thus can be sued in official capacity | Otto argues supervisors cannot be held individually liable under Title VII; he sought dismissal | Granted in favor of Otto: court dismissed Otto because official‑capacity claims add nothing when the employer (M&O) is sued and employer is the proper defendant for relief |
Key Cases Cited
- Glazer v. Lehman Bros., 394 F.3d 444 (6th Cir. 2005) (ambiguities in arbitration clauses resolved favoring arbitration but courts do not override clear contractual intent)
- Javitch v. First Union Sec., Inc., 315 F.3d 619 (6th Cir. 2003) (court must determine existence and scope of arbitration agreement before compelling arbitration)
- Stolt‑Nielsen S.A. v. Animal‑Feeds Int’l Corp., 559 U.S. 662 (U.S. 2010) (parties may define issues subject to arbitration)
- In re Nestorovski Estate, 283 Mich. App. 177 (Mich. Ct. App. 2009) (three‑part test under Michigan law for scope of arbitration clauses)
- Little v. BP Expl. & Oil Co., 265 F.3d 357 (6th Cir. 2001) (discussing when a supervisor may be treated as employer/alter ego for Title VII claims)