904 F.3d 435
6th Cir.2018Background
- Local Union 3-G (Battle Creek) and the International Union represent employees at Kellogg’s cereal plants; bargaining units include "regular" and "non-regular" (casual) employees.
- The Master Agreement (national) and the Battle Creek Supplemental Agreement (local) contain broad grievance and arbitration clauses; a Memorandum of Agreement addresses casual-employee terms and contains two provisions potentially limiting arbitration for casuals.
- The 2015 Master Agreement provided a $15,000 ratification bonus; Kellogg refused to pay that bonus to certain former casual, seasonal, and a few regular employees on specified payroll dates.
- The Unions filed in district court to compel arbitration after Kellogg refused to arbitrate the bonus dispute; the district court initially denied, then on reconsideration granted the Unions’ motion and ordered arbitration.
- Kellogg appealed, arguing (1) judicial estoppel based on litigation in the Memphis matter, (2) arbitration clauses do not cover casual employees/this dispute, and (3) an arbitrator lacks authority to grant relief given limits on modifying agreements.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the International Union is judicially estopped from arguing arbitration applies | Union: No estoppel; prior Memphis filings do not adopt the position Kellogg asserts | Kellogg: Union previously argued arbitration did not cover casuals in Memphis, so estoppel bars contrary position | No estoppel — prior filings do not clearly adopt the alleged position, courts did not accept that position, and no unfair advantage would result |
| Whether a valid agreement to arbitrate exists and covers the bonus dispute | Union: Master and Supplemental agreements contain broad arbitration clauses covering disputes about interpretation/application | Kellogg: Memorandum exclusions for casuals mean arbitration does not cover casual employees’ claims | Arbitration compelled — broad clauses and presumption of arbitrability apply; exclusion language is ambiguous and does not clearly preclude this dispute |
| Whether extrinsic evidence (Memphis litigation) shows parties intended to exclude casuals from arbitration | Union: No forceful extrinsic evidence; prior statements do not establish mutual intent to exclude | Kellogg: Prior Memphis positions and related materials show intent to exclude casuals | Extrinsic evidence not persuasive — no clear prior judicial acceptance of the asserted position and language of agreements ambiguous in favor of arbitration |
| Whether an arbitrator would have authority to award the bonus given non-alteration clauses | Union: 2015 Master Agreement supersedes conflicting casual/seasonal language; arbitrator can enforce the bonus | Kellogg: Arbitrator cannot alter agreements; enforcing bonus for casuals would effectively amend the Supplemental Agreement | Arbitrator may award relief — 2015 Master Agreement supersedes conflicting language, so arbitrator need not alter the Supplemental Agreement to grant the bonus |
Key Cases Cited
- New Hampshire v. Maine, 532 U.S. 742 (2001) (factors guiding judicial estoppel analysis)
- Kellogg Co. v. NLRB, 840 F.3d 322 (6th Cir. 2016) (prior litigation involving similar supplemental language)
- United Steelworkers v. Cooper Tire & Rubber Co., 474 F.3d 271 (6th Cir. 2007) (standard of review for compelled arbitration)
- Teamsters Local Union 89 v. Kroger Co., 617 F.3d 899 (6th Cir. 2010) (arbitrability requires valid agreement and that dispute falls within its scope)
- AT&T Techs., Inc. v. Communications Workers, 475 U.S. 643 (1986) (presumption of arbitrability and resolving doubts in favor of arbitration)
- United Steelworkers v. Mead Corp., 21 F.3d 128 (6th Cir. 1994) (broad arbitration clauses and presumption of arbitrability)
- O-N Minerals Co. v. Int'l Brotherhood of Boilermakers, [citation="563 F. App'x 380"] (6th Cir. 2014) (two-step inquiry: agreement to arbitrate and arbitrator's authority to grant requested relief)