Cecilia Tillman v. Macy's Inc.
735 F.3d 453
6th Cir.2013Background
- Macy’s sought to compel arbitration of Tillman’s Title VII claim under the Solutions InSTORE program, asserting there was an agreement to arbitrate disputes.
- Tillman attended a mandatory meeting, watched a video, and received a brochure detailing the arbitration component and opt-out process.
- Macy’s mailed Plan Document and Election Forms to Tillman and sent follow-up mailings indicating that not returning forms meant acceptance of arbitration.
- Tillman claimed she did not receive some mailings; Macy’s records show mailing and no undeliverable status for those items.
- District court denied Macy’s motion, applying Hergenreder, and held Tillman did not knowingly and voluntarily waive the right to a jury trial.
- This court reversed, holding Macy’s provided valid offer and Tillman accepted by continuing employment without opting out.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether there was a valid offer to arbitrate. | Tillman asserts no offer was made. | Macy’s mailed and communicated a four-step arbitration program with opt-out; materials formed an offer. | Yes, Macy’s provided a valid offer to arbitrate. |
| Whether Tillman accepted the offer by continued employment. | Acceptance requires explicit signing or opt-out; no acceptance occurred. | Continued employment constitutes acceptance under Michigan law. | Yes, Tillman accepted by continuing employment without returning opt-out. |
| Whether the waiver of jury trial was knowing and voluntary. | No knowing waiver due to lack of reading requirements and ambiguous language. | Plan Document and brochures clearly informed waiver; ample time to review. | Yes, waiver was knowing and voluntary. |
| Whether the opt-out mechanism was a valid mode to accept or reject arbitration. | Opt-out forms and notices were inadequate or not received. | Opt-out forms, Plan Document, and mailings provided clear notice and method to opt out. | Opt-out mechanism valid; non-return constituted assent. |
Key Cases Cited
- Hergenreder v. Bickford Senior Living Group, LLC, 656 F.3d 411 (6th Cir. 2011) (notice and offer formation central to arbitration agreement)
- Kloian v. Domino’s Pizza, LLC, 733 N.W.2d 770 (Mich. Ct. App. 2006) (objective offer and assent under Michigan law)
- Seawright v. American General Fin. Servs., Inc., 507 F.3d 967 (6th Cir. 2007) (contract-formation law governs arbitration agreements)
- Morrison v. Circuit City Stores, Inc., 317 F.3d 646 (6th Cir. 2003) (procedure-based waiver considerations in arbitration)
- Dawson v. Rent-A-Center, Inc., 490 F. App’x 727 (6th Cir. 2012) (continuing employment as acceptance of arbitration offer)
- Rembert v. Ryan’s Family Steak Houses, Inc., 596 N.W.2d 208 (Mich. Ct. App. 1999) (mutual assent may be manifested by conduct)
- Mannix v. County of Monroe, 348 F.3d 526 (6th Cir. 2003) (comparing notice levels in opting into arbitration)