The opinion of the court was delivered by: Stengel, J.
Paul S. Stankiewicz filed this age-related employment discrimination case pursuant to the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., and the Pennsylvania Human Relations Act, 43 P.S. § 951, et seq. The defendant has filed a motion to dismiss the complaint pursuant to Rules 12(b)(1) and 12(b)(6) of the Federal Rules of Civil Procedure, and to compel arbitration pursuant to Section 4 of the Federal Arbitration Act, 9 U.S.C. § 4. The defendant indicates that the purpose of this motion is to determine whether a valid agreement to arbitrate exists between the parties and, if so, whether Mr. Stankiewicz's claims are within the scope of that agreement. For the following reasons, I will deny the motion in its entirety.
Paul S. Stankiewicz was born in 1947 and began his employment with Cisco in 1993, as an Accounts Manager, at the age of forty-six years. See Compl. ¶¶ 9, 10. It is important to note that when he began his career with the defendant, Mr. Stankiewicz was not presented an arbitration agreement as part of his initial employment package.
In 1996, at forty-nine years, he was promoted to National Accounts Manager. Id. ¶ 11. A year later, he became Major Accounts Manager. Id. ¶ 12. Mr. Stankiewicz had enjoyed excellent performance ratings and had developed long term relationships with clients, such that he had built substantial and lucrative accounts. Id. ¶¶ 13, 14. Around 2002, the defendant began chipping away at Mr. Stankiewicz's accounts and re-assigning them to younger employees with less experience. Id. ¶¶ 18, 74, 75. When he complained to his manager, the manager responded, "Deal with it." Id. ¶¶ 20. 21. These reassignments led to his decreased production and subsequent inability to meet a 500% increased quota imposed upon him by the defendant. Id. ¶¶ 22, 23, 24.
Shortly thereafter, the manager told Mr. Stankiewicz that because of his declining sales figures, Mr. Stankiewicz was becoming ineffective and should seek another position within the company. Id. ¶ 27. His manager issued "letters of concern" about Mr. Stankiewicz's performance. Id. ¶ 45. Finally, the defendant decided that one of the plaintiff's biggest accounts would be better handled in Texas where two junior managers worked. Id. ¶¶ 67. These junior managers had amassed drastically lower sales for that account than did Mr. Stankiewicz, and were considered the worst performers on the team. Id. ¶¶ 59, 62. The defendant told Mr. Stankiewicz that he would be terminated within two months because of this restructuring, and assured him that it was not because of his performance. Id. ¶¶ 67, 76. Mr. Stankiewicz requested to be transferred to Texas in order to remain employed but was told by the defendant that that was "not an option" for him.
Id. ¶¶ 68, 69. When he tried to get other jobs in the company, Mr. Stankiewicz was told that he would not be able to "move fast enough" for those positions. Id. ¶¶ 28, 29, 30. Finally, on October 20, 2006, Mr. Stankiewicz was terminated, a month shy of his fifty-ninth birthday. Id. ¶ 77.
The Federal Arbitration Act provides that agreements to resolve disputes by arbitration "shall be valid, irrevocable and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract." 9 U.S.C. § 2; see Harris v. Green Tree Financial Corp., 183 F.3d 173, 178 (3d Cir. 1999) (the Federal Arbitration Act "makes arbitration agreements enforceable to the same extent as other contracts"). The Supreme Court has acknowledged that the arbitrability of a particular dispute is to be determined with a "healthy regard for the federal policy favoring arbitration." Moses H. Cone Mem'l Hosp. v. Mercury Constr., 460 U.S. 1, 24-25 (1983). Accordingly, "any doubts concerning the scope of arbitrable issues should be resolved in favor of arbitration." Id. However, when considering a motion to compel arbitration which is opposed on the ground that no agreement to arbitrate had been made between the parties, a court should give to the opposing party the benefit of all reasonable doubts and inferences that may arise. Par-Knit Mills, Inc. V. Stockbridge Fabrics Co., 636 F.2d 51, 54 (3d Cir. 1980).
Arbitration is a creature of contract law. E.I. DuPont de Nemours & Co. v. Rhone Poulenc Fiber & Resin Intermediates, S.A.S., 269 F.3d 187, 195 (3d Cir. 2001). As such, "it is a way to resolve those disputes, but only those disputes, that the parties have agreed to submit to arbitration, First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 943 (1995), and "a party cannot be required to submit to arbitration any dispute which he has not agreed so to submit," AT&T Technologies, Inc. v. Communications Workers of America, 475 U.S. 643, 648 (1986). Accordingly, whether a party is bound to arbitrate is a matter to be determined by the court on the basis of the contract entered into by the parties. Id. at 649 (quoting John Wiley & Sons, Inc. v. Livingston, 376 U.S. 543, 547 (1964)).
Where the validity of an arbitration agreement is disputed, a court evaluates the agreement under state contract law. Spinetti v. Service Corp. Int'l, 324 F.3d 212, 214, 219 (3d Cir. 2003); Blair v. Scott Specialty Gases, 283 F.3d 595, 603 (3d Cir. 2002). As the parties recognize, Pennsylvania contract law applies in this case. It is well settled in Pennsylvania that where a party to a civil action seeks to compel arbitration, a court must employ a two-part test to determine if arbitration is required. Keystone Technology Group, Inc. v. Kerr Group, Inc., 824 A.2d 1223, 1227 (Pa.Super. 2003). First, it must be determined whether a valid agreement to arbitrate exists. Id. Second, if such an agreement does exist, it must be determined if the dispute involved is within the scope of the arbitration provision. Id. The scope of the arbitration is determined by the intention of the parties as ascertained in accordance with the rules governing contracts generally.
Id.There must be a meeting of the minds in order for there to be a valid contract to arbitrate. Quiles v. Financial Exchange Co., 879 A.2d 281, 285 (Pa.Super. 2005).
Under Pennsylvania law, contract formation requires: (1) a mutual manifestation of an intention to be bound, (2) terms sufficiently definite to be enforced, and (3) consideration. Kirleis v. Dickie, McCamey & Chilote, P.C., 560 F.3d 156, 160 (3d Cir. 2009). As in the formation of any contract, "there must be an intended, definite, specific offer before any offer can be accepted or any enforceable contract created." Morosetti v. La. Land & Exploration Co., 564 A.2d 151, 152 (Pa. 1989). Further, "the acceptance of the offer must be absolute and identical with the terms of the offer." Quiles, 879 A.2d at 285 (quoting Hedden v. Lupinsky, 176 A.2d 406, 408 (Pa. 1962)); see also Kirleis v. Dickie, McCamey & Chicolte, PC, 2007 U.S. Dist. LEXIS 53542, at *20 (W.D. Pa. July 24, 2007) (an argument that plaintiff must have known or should have asked falls short of the standard required by Pennsylvania law that plaintiff actually agree to arbitrate her claims).
In the employment context, arbitration agreements will be upheld when they are "specific enough (i.e., unambiguous) to cover the employee's claims" and "the employee has expressly agreed to abide by the terms of [the] agreement. Id. at 160-161 (emphasis in original) (quoting Quiles, 879 A.2d at 285). The Pennsylvania Supreme Court has held that an agreement to arbitrate must be "clear and unmistakable" and cannot arise "by implication." Id. at 161 (quoting Emmaus Mun. Auth. v. Eltz, 204 A.2d 926, 927 (Pa. 1964)). Thus, before a party to a lawsuit can be ordered to arbitrate, there should be an express, ...