Clemmons v. Kansas City Chiefs Football Club, Inc.
397 S.W.3d 503
Mo. Ct. App.2013Background
- Clemmons began employment with the Chiefs in 1972 as an at-will employee and was terminated in 2011 at age 60 after 38 years of service.
- In November 1974, Clemmons signed a document requiring arbitration of disputes, including disputes with the Chiefs, and releasing various NFL entities from claims.
- The document's promises were made only by Clemmons; the Chiefs did not promise to arbitrate or extend any mutual obligations in the contract.
- Clemmons filed age-discrimination and retaliation claims with the Missouri Human Rights Commission and received a right-to-sue letter, then sued in circuit court.
- The Chiefs moved to stay litigation and compel arbitration, but the circuit court denied the motion after a hearing.
- The appellate court affirmed, holding the arbitration agreement lacked valid consideration and therefore was not enforceable.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Was there a valid arbitration agreement with consideration? | Chiefs argued the Agreement created mutual promises to arbitrate. | Clemmons argued the Chiefs did not provide consideration; only Clemmons bound himself. | No valid arbitration contract due to lack of consideration. |
| Did the Agreement contain mutual promises binding the Chiefs to arbitrate? | Chiefs relied on incorporation of NFL arbitration norms to show mutual promises. | Clemmons contends only Clemmons bound himself; the Chiefs made no mutual promise. | No mutual promise by Chiefs; no bilateral contract. |
| Is the Chiefs’ continued at-will employment offer valid consideration to support arbitration? | Continued employment over decades could constitute consideration. | Continued at-will status is illusory and cannot support a contract formed later. | Continued at-will employment does not constitute valid consideration. |
Key Cases Cited
- Morrow v. Hallmark Cards, Inc., 273 S.W.3d 15 (Mo. App. 2008) (essential contract elements; consideration burden on movant)
- Nitro Distrib. v. Dunn, 194 S.W.3d 339 (Mo. banc 2006) (apply state contract law to arbitration agreements)
- Frye v. Speedway Chevrolet Cadillac, 321 S.W.3d 429 (Mo. App. 2010) (revocability and contract principles in arbitration)
- Whitworth v. McBride & Son Homes, Inc., 344 S.W.3d 730 (Mo. App. 2011) (contract formation and consideration in arbitration context)
- Dunn Indus. Group, Inc. v. City of Sugar Creek, 112 S.W.3d 421 (Mo. banc 2008) (incorporation by reference insufficient to create mutual obligations)
- Johnson v. McDonnell Douglas Corp., 745 S.W.2d 661 (Mo. banc 1988) (essential contract elements: offer, acceptance, consideration)