Timothy SKRYNNIKOV, Plaintiff, v. FEDERAL NATIONAL MORTGAGE ASSOCIATION, Defendant.
Civil Action No. 11-0609 (GK).
United States District Court, District of Columbia.
May 8, 2013.
IV. Conclusion
This Court has considered Plaintiffs’ remaining arguments and has found them without merit. Thus, for the foregoing reasons, Defendants’ motion to dismiss the complaint is GRANTED WITH PREJUDICE and Defendants’ motion for Rule 11 sanctions is DENIED. An appropriate order accompanies this memorandum opinion.
Damien G. Stewart, Washington, DC, for Defendant.
MEMORANDUM OPINION
GLADYS KESSLER, District Judge.
Plaintiff Timothy Skrynnikov (“Plaintiff” or “Skrynnikov“) brings this action against Defendant Federal National Mortgage Association (“Defendant” or “Fannie Mae“) alleging retaliation under the Federal False Claims Act (“FCA“),
This matter is before the Court on Defendant‘s Motion to Dismiss and Its Motion to Compel Arbitration [Dkt. No. 26]. Upon consideration of the Motion, Opposition [Dkt. No. 29], and Reply [Dkt. No. 30], and the entire record herein, and for the reasons set forth below, the motion to compel arbitration is granted.
I. BACKGROUND1
Fannie Mae is a government-sponsored corporation chartered by Congress, with its headquarters in the District of Columbia. SAC § 5. Skrynnikov was employed by Fannie Mae as a Senior Financial Analyst from October 9, 2007 until November 13, 2009, when his employment was terminated. SAC ¶¶ 6, 38. Skrynnikov alleges that Fannie Mae eliminated his position in retaliation for his investigation into and disclosure of purported falsehoods in executive compensation data that Fannie Mae reported to the United States Senate Committee on Finance in March 2009. SAC ¶¶ 11-17, 38-42. Skrynnikov also alleges that the elimination of his position interfered with his rights under the FMLA and DCFMLA because it came at the conclusion of an approved medical leave of absencе. Id. ¶¶ 26-38, 43-50.
When Skrynnikov applied for his job in October 2007, he signed an application form acknowledging that “as a condition of employment, all Fannie Mae employees must agree to be bound by Fannie Mae‘s Dispute Resolution Policy, which requires that certain employment-related claims be submitted to arbitration before a suit can be brought on them in сourt.” Def.‘s Mem. P. & A., Ex. 1 (“Employment Application“) at 4 [Dkt. No. 26-1]. Similarly, when Skrynnikov signed and accepted Fannie Mae‘s offer of employment, he did so subject to the understanding that Fan-
The Dispute Resolution Policy, a copy of which accompanied Fannie Mae‘s Offer Letter, provides that a Fannie Mae employee is required to arbitrate “all claims ... against Fannie Mae ... involving a legally-protected right, that directly or indirectly relate to his or her employment or the termination of that employment[.]” Def.‘s Mem. P. & A., Ex. 3 (“Dispute Resolution Policy” or “Policy“) § 2 [Dkt. No. 26-3]. The Policy elaborates that the claims to which it applies may “involv[e] rights protected by any federal, state, or other governmental constitution [sic], statute, ordinance, regulation, or common law.” Id. The Policy also states that “[t]he arbitrator will resolve all disputes over the interpretation and applicability of the Policy, and over the arbitrability of all matters presented under it.” Id. § 16.
On March 23, 2011, Skrynnikov filed this case against Fannie Mae asserting a qui tam claim under the FCA on behalf of the United States, as well as various employment-related claims on his own behalf. [Dkt. No. 1]. On March 27, 2012, Skrynnikov‘s qui tam claim was dismissed on motion of the Government pursuant to
On November 6, 2012, Fannie Mae moved to dismiss the FMLA and DCFMLA claims pursuant to
II. STANDARD OF REVIEW2
A motion to compel arbitration is effectively “a request for summary disposition of the issue of whether or not there ha[s] been a meeting of the minds on the agrеement to arbitrate[,]” and therefore such a motion is properly reviewed under the summary judgment standard of
“Under this standard, the party seeking to compel arbitration must first present ‘evidence sufficient to demonstrate an enforceable agreement to arbitrate.‘” Fox v. Computer World Servs. Corp., No. 12-0374(ABJ), 920 F.Supp.2d 90, 96 (D.D.C. 2013) (quoting Hill v. Waсkenhut Servs. Int‘l., 865 F.Supp.2d 84, 89 (D.D.C. June 7, 2012)). The burden then shifts to the opposing party “to show that there is a genuine issue of material fact as to the making of the agreement[]” so as to preclude the court from deciding the motion to compel as a matter of law. Haire v. Smith, Currie & Hancock LLP, No. 12-749(JDB), 925 F.Supp.2d 126, 129, 2013 WL 751035, at *2 (D.D.C. Feb. 28, 2013) (citing Hill, 865 F.Supp.2d at 89). To sustain its burden, the nonmoving party must ““go beyond the pleadings and by [its] own affidavits, or by depositiоns, answers to interrogatories, and admissions on file, designate specific facts showing that there is a genuine issue for trial.” Amirmotazedi v. Viacom, Inc., 768 F.Supp.2d 256, 260 (D.D.C. 2011) (citing Celotex Corp. v. Catrett, 477 U.S. 317, 322, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986); Laningham v. U.S. Navy, 813 F.2d 1236, 1242 (D.C. Cir. 1987)).
III. ANALYSIS
A. Legal Standard Under the Federal Arbitration Act
The Federal Arbitration Act (“FAA“),
Although “arbitration is a matter of contract and a party cannot be required to submit to arbitration any dispute which he has not agreed to so submit[,]” United Steelworkers of Am. v. Warrior & Gulf Navigation Co., 363 U.S. 574, 582, 80 S.Ct. 1347, 4 L.Ed.2d 1409 (1960), the FAA “establishes a liberal federal policy favoring arbitration agreements.” CompuCredit Corp. v. Greenwood, 565 U.S. 95, 132 S.Ct. 665, 669, 181 L.Ed.2d 586 (2012) (citation and quotation marks omitted). Therefore, as our Court of Appeals has emphasized, “any doubts concerning the scope of arbitrable issues should be resolved in favor of arbitration[.]” Wolff v. Westwood Mgmt., LLC, 558 F.3d 517, 520 (D.C. Cir. 2009) (citing Moses H. Cone Mem‘l Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24-25, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983)). This principle applies “even when the claims at issue are federal statutory claims, unless the FAA‘s mandate has been ‘overridden by a contrary congressional command.‘” CompuCredit Corp., 132 S.Ct. at 669 (quoting Shearson/Am. Express Inc. v. McMahon, 482 U.S. 220, 226, 107 S.Ct. 2332, 96 L.Ed.2d 185 (1987)).
Although the Supreme Court has lоng recognized and enforced a “liberal federal policy favoring arbitration agreements,” Moses H. Cone Memorial Hosp., 460 U.S. at 24, it has also made clear that there is an exception to this policy: the question whether the parties have submitted a particular dispute to arbitration, i.e., the “question of arbitrability” is “an issue for judicial determination [u]nless the parties clearly аnd unmistakably provide otherwise[.]” AT & T Technologies, Inc. v. Communications Workers of America, 475 U.S. 643, 649, 106 S.Ct. 1415, 89 L.Ed.2d 648 (1986) (emphasis added). As the court will discuss infra at III.B.1., in this case, the actual language in the Policy is clear and unmistakable.
B. The Dispute Resolution Policy Requires Each of the Pending Disputes to Be Submitted to Arbitration
When a party invokes the FAA to compel arbitration, the Court first must
1. There Is a Valid Agreement to Arbitrate
In support of its Motion to Compel, Fannie Mae has submitted copies of Skrynnikov‘s Employment Application, Fannie Mae‘s Offer Letter, and its Dispute Resolution Policy. Skrynnikov‘s signature on the Employment Application and Offer Letter evidences his acceptance of the Dispute Resolution Policy, particularly because these documents emphasize the Policy‘s requirement that he submit “certain employment-related claims to the mandatory arbitration process for final resolution prior to filing [such] claims in a court of law.” Offer Letter at 1; see also Employment Application at 4 (“I acknowledge that, as a condition of employment, all Fannie Mae employees must agree to be bound by Fannie Mae‘s Dispute Resolution Policy, which requires that certain employment-related claims be submitted to arbitration before a suit can be brought on them in court.“).
Under District of Columbia law, “one who signs a contract has a duty to read it and is obligated according to its terms.” Curtis v. Gordon, 980 A.2d 1238, 1244 (D.C. 2009) (quoting Pers Travel, Inc. v. Canal Square Assocs., 804 A.2d 1108, 1110-11 (D.C. 2002)); see also Hughes v. CACI, Inc.-Commercial, 384 F.Supp.2d 89, 96 (D.D.C. 2005) (“[A] signature on a contract indicatеs ‘mutuality of assent’ and a party is bound by the contract unless he or she can show special circumstances relieving him or her of such an obligation.“) (citation and quotation marks omitted).
Skrynnikov does not deny that he signed Fannie Mae‘s Dispute Resolution Policy, and does not suggest that any special circumstances exist which would relieve him of his obligations under the Policy. Instead, he cites several cases addressing arbitration provisions in collective bargaining agreements for the proposition that the arbitration agreement in this case is unenforceable because it is not “clear and unmistakable” and contains only “sweeping broad statements.” Pl.‘s Opp‘n at 10 (citing, inter alia, Carson v. Giant Food, Inc., 175 F.3d 325, 331-32 (4th Cir. 1999)).
However, Skrynnikov did not accept the Dispute Resolution Policy as part of a collective bargaining agreement, and therefore, the stricter standard applicable in collective bargaining cases is not applicable in this case. See, e.g., Wright v. Universal Maritime Serv. Corp., 525 U.S. 70, 80-81, 119 S.Ct. 391, 142 L.Ed.2d 361 (1998) (distinguishing “union‘s waiver of the rights of represented employeеs” from “individual‘s waiver of his own rights,” and noting that “clear and unmistakable” standard did not apply to latter); Carson, 175 F.3d at 331 (“[C]ollective bargaining agreements to arbitrate[,] ... unlike contracts executed by individuals, must be ‘clear and unmistakable.‘“) (emphasis added) (citing Wright, 525 U.S. at 79-80).
Therefore, the Dispute Resolution Policy is not unenforceable simply because it uses
Finally, the actual language in the Policy is, in fact, clear and unmistakable.
2. Each of the Pending Disputes Falls Within the Scope of the Arbitration Agreement
Skrynnikov also argues that even if the agreеment is enforceable, it only applies to “a small subset of the possible claims [he] might bring,” and does not apply to his FCA claim because he did not “explicitly or by implication, agree to arbitrate claims under the False Claims Act.” Pl.‘s Opp‘n at 9-11.5
The District of Columbia “adheres to an objective law of contracts, meaning that the written language embоdying the terms of an agreement will govern the rights and liabilities of the parties regardless of the intent of the parties at the time they entered into the contract, unless the written language is not susceptible of a clear and definite undertaking, or unless there is fraud, duress, or mutual mistake.” Dyer v. Bilaal, 983 A.2d 349, 354-55 (D.C. 2009) (citation and internal punctuation marks omitted). In determining whether a contraсt is susceptible of a clear and definite interpretation, courts examine the document on its face and give the language its plain meaning. Tillery v. Dist. of Columbia Contract App. Bd., 912 A.2d 1169, 1176 (D.C. 2006) (citation omitted).
The Dispute Resolution Policy states that it applies to any “claims that an employee might make against Fannie Mae ... involving a legally-protected right, that directly оr indirectly relate to his or her employment or the termination of that employment[.]” Policy § 2 (emphasis added). This language, which is broad and inclusive, has previously been held to apply to whistleblower claims similar to Skrynnikov‘s. See Taylor v. Fannie Mae, 839 F.Supp.2d 259, 263 (D.D.C. 2012) (retaliation claim under Sarbanes-Oxley whistleblower provision subject to Fannie Mae‘s Dispute Resolution Policy); Kimpson v. Fannie Mae Corp., No 06-18(RWR), 2007 WL 1020799, at *3 (D.D.C. Mar. 31, 2007) (noting “inclusive and comprehensive language of the policy“).
More importantly, even if the scope of the arbitration agreement is ambiguous, as Skrynnikov contends, the Policy provides that “[t]he arbitrator will resolve all disputes over the ... arbitrability of all matters presented under it[,]” Policy § 16 (emphasis added), and thus it “clearly аnd unmistakably” reserves the authority to decide which claims are arbitrable to the arbitrator, rather than the court. See Carson, 175 F.3d at 330 (“Those who wish to let an arbitrator decide which issues are arbitrable need only state that ‘all disputes concerning the arbitrability of particular disputes under this contract are hereby committed to arbitration,’ or words to that clear effect.“). That is precisely what Fannie Mae has written into its Policy. Therefore, Skrynnikov‘s FCA claim must be submitted to the arbitrator who will decide arbitrability issues.
C. Fannie Mae‘s Rule 12(b)(6) Defenses Must Also Be Submitted to Arbitration
Fannie Mae also asks the Court to dismiss Skrynnikov‘s DCFMLA claim on
However, Fannie Mae‘s Dispute Resolution Policy expressly provides that claims brought under the FMLA (and by logical extension, the DCFMLA) are subject to arbitration. Sеe Policy § 2 (“For example, claims asserting rights protected by the ... Family and Medical Leave Act would be covered by the Policy.“). The Policy also states that “[i]f [Fannie Mae] contends that [a] claim was not made within the time limit [set by law for bringing suit on that claim in court] the arbitrator may be requested to decide the issue before any hearing on the substancе of the claim.” Policy § 6 (emphasis added). The Policy further contemplates that if Fannie Mae “assert[s] that the employee‘s claim is barred because it does not involve a legally-protected right, ... the arbitrator may be requested to rule on this issue as a preliminary matter before conducting a hearing on the substance of the employеe‘s claim.” Policy § 2 (emphasis added).
Thus, it is perfectly clear that the arbitration agreement commits the resolution of Fannie Mae‘s defenses under
Moreover, although parties may waive their right to arbitration by acting “inconsistently with the arbitration right,” Khan v. Parsons Global Servs., Ltd., 521 F.3d 421, 425 (D.C. Cir. 2008) (citation omitted), Fannie Mae has made clear that, notwithstanding its request for dismissal of the FMLA and DCFMLA claims under
Accordingly, the Court will enforce the arbitration clause in its entirety, deny Fannie Mae‘s
D. The Case Will Be Stayed
The FAA provides that when the court is satisfied that the issues before it are subject to arbitration, the court shall “stay the trial of the action until such arbitration has been had in accordance with the terms of the agreement[.]”
IV. CONCLUSION
For the foregoing reasons, Fannie Mae‘s motion to compel arbitration is GRANTED, and its motion to dismiss pursuant to