United States District Court, M.D. Pennsylvania
MALACHY E. MANNION United States District Judge
before the court is a motion to dismiss or, in the
alternative, compel arbitration, (Doc. 11), filed by
the defendants. The defendants' motion was filed in
response to the plaintiff's
(“Glenwright's”) amended complaint, (Doc.
16). Their motion seeks dismissal of
Glenwright's claims or, in the alternative, enforcement
of an arbitration agreement between Glenwright and defendant
Carbondale Nursing Home, Inc. (“Carbondale”).
Based on the foregoing, the defendants' motion is GRANTED
IN PART and DENIED IN PART. Glenwright must arbitrate her
claims against Carbondale. The claims against defendant
Genesis Eldercare Network Services, Inc.
(“Genesis”) may proceed and Genesis will be
allowed to file a renewed motion at the close of discovery.
was employed by Carbondale, a healthcare facility, for
approximately six (6) years as a registered nurse and
supervisor. Genesis is the managing entity of Carbondale. At
some point before or during her employment, Glenwright signed
an arbitration agreement with Carbondale. (Doc.
24-9). Glenwright does not dispute that she signed
this agreement. (Doc. 24, ¶3; see also
Doc. 24-9, at 3). The agreement provides as follows:
[A]ny . . . dispute arising out of the [employee's]
employment or the termination of . . . employment (including,
but not limited to claims of unlawful termination based on
race, sex, age, national origin, disability, breach of
contract or any other bias prohibited by law) [will be
submitted] . . . exclusively to binding arbitration under the
Federal Arbitration Act.
(Doc. 24-9, at 1). The agreement also states that
the employee's dispute must be initiated by the employee
delivering a written request for arbitration within one year
from the date of the alleged incident. (Id.). If the
employee does not submit a timely request, the agreement
states the employee's “right to raise any claims
arising out of the [employee's] termination” will
have been waived. (Id.). In addition, in two
instances, the agreement provides that the employee will be
responsible for his or her own legal costs and half the cost
of arbitration. (Doc. 24-9, at 2-3).
employment was terminated, effective May 20, 2014. Leading up
to her termination, on December 10, 2012, Glenwright suffered
an injury at work. She filed a workers' compensation
claim for this injury in February of 2013 and was unable to
work until August of 2013. Glenwright's work injury
exacerbated her arthritis and degenerative knee condition.
When she returned to work she required accommodations for
these disabilities, including adjustments to her duties and
work schedule. She was granted her requested accommodations
from August of 2013 until her termination. After seeking
accommodations, Glenwright alleged that she was assigned to
“menial and physically challenging job duties that she
had rarely been required to perform in the past.” (Doc.
16, at ¶20). She described this as
“unwarranted discipline” designed to “force
her out of the workplace.” (Id. ¶21).
14, 2014, Glenwright was informed that her workplace could no
longer accommodate her injuries. She was notified that her
employment would be terminated, effective May 20, 2014, if
she did not apply for a leave of absence. Glenwright notified
her workplace, verbally and in writing, that she would not
request a leave of absence because she did not need one and
requested the continuance of her existing accommodations. No
further accommodations were provided.
October 9, 2014, Glenwright filed a charge with the Equal
Opportunity Employment Commission (“EEOC”)
asserting claims under the Americans with Disabilities Act of
1990 (“ADA”), 42 U.S.C. §12101
et seq. and she dual-filed claims under the
Pennsylvania Human Relations Act (“PHRA”), 43 Pa.
Stat. §951 et seq. with the Pennsylvania Human
Relations Commissions (“PHRC”). (Doc.
24-8). These charges listed Carbondale as the
respondent, but did not list Genesis explicitly. On May 18,
2016, Glenwright filed a complaint in this court. (Doc.
1). At that time, Glenwright was still in the
process of exhausting her administrative remedies with
respect to her ADA and PHRA claims; thus, her complaint did
not contain those claims. Within her complaint, Glenwright
notified the court that she intended to file an amended
complaint once she completed the administrative process.
(Doc. 1, at ¶2 n. 1). On August 11, 2016,
Glenwright filed an unopposed motion to amend/correct her
complaint. (Doc. 9). On August 12, 2016, the court
granted the motion, (Doc. 10), and the amended
complaint was docketed that same day. (Doc. 16). Her
amended complaint included claims under Section 504 of the
Rehabilitation Act of 1973, 29 U.S.C. §701 et seq.
(Counts I-II), claims under the Family Medical Leave Act of
1993, 29 U.S.C. §2601 et seq. (Counts III-IV), a
wrongful discharge claim under Pennsylvania law (Count V),
claims under the ADA (Counts VI-VIII), and claims under the
PHRA (Counts IX-XI).
August 16, 2016, the defendants filed the current motion with
a supporting brief. (Doc. 11, Doc. 12). In
addition, the defendants filed a statement of facts with the
underlying arbitration agreement attached as an exhibit.
(Doc. 13). The defendants' motion seeks
dismissal based on the limitations period provided for in the
arbitration agreement. In the alternative, the defendants
request that this court compel arbitration. As another
alternative argument, the defendants argue that this court
lacks subject-matter jurisdiction over the claims against
Genesis because Glenwright failed to exhaust her
administrative remedies with respect to Genesis. On September
27, 2016, after requesting and receiving two extensions of
time, Glenwright filed her brief in opposition, contesting
the validity of the agreement, among other arguments. (Doc.
23). She also filed a counter statement of facts
with several exhibits attached. (Doc. 24). On
October 17, 2016, after requesting and receiving an extension
of time, the defendants filed a reply brief. (Doc.
September 19, 2016, after the defendants' motion had been
filed, the court held a telephone case management conference
with the parties. (See Doc. 18).
Immediately thereafter, the court issued a scheduling order
setting various case management deadlines, including a
February 13, 2017 deadline for fact discovery. (Doc.
20). No supplemental briefs or exhibits have been
provided to the court during the course of this discovery. On
February 8, 2017, the plaintiff filed an unopposed motion
seeking to extend the original deadlines, which the court
granted. (See Docs. 28-29). Thus, to date,
the parties are still in the process of discovery.
Motion to Compel Arbitration
Guidotti v. Legal Helpers Debt Resolution, L.L.C.,
716 F.3d 764 (3d Cir. 2013), the Third Circuit Court of
Appeals clarified the appropriate standard to be applied to a
motion to compel arbitration that is filed prior to the
benefit of discovery. The court held that where the
affirmative defense of arbitrability is apparent on the face
of the complaint or those documents relied upon in the
complaint the standard under Federal Rule of Civil
Procedure 12(b)(6) should be applied. Id. at
773-74. In those cases, the Federal Arbitration Act
(“FAA”), 9 U.S.C. §1 et
seq., would favor speedy resolution of the motion
without the delay of discovery. Id. at 773.
more deliberate pace is required” when either (1) the
complaint and documents referenced therein do not establish
with “requisite clarity” that the parties agreed
to arbitrate or (2) “the opposing party has come forth
with reliable evidence that is more than a ‘naked
assertion . . . that it did not intend to be bound, '
even though on the face of the pleadings it appears that it
did.” Id. at 774 (quoting Somerset
Consulting, LLC v. United Capital Lenders, LLC, 832
F.Supp.2d 474, 479 (E.D. Pa. 2011) and Par-Knit Mills,
Inc. v. Stockbridge Fabrics Co., Ltd, 636 F.2d 51, 55
(3d Cir. 1980)). In those instances the motion should be
resolved according to the standard provided by Federal
Rule of Civil Procedure 56. Id.
the issue of arbitrability is not apparent on the face of the
complaint, normally, “the motion to compel arbitration
must be denied pending further development of the factual
record.” Id. “[A] restricted inquiry
into the factual issues will be necessary to properly
evaluate whether there was a meeting of the minds on the
agreement to arbitrate, and the non-movant must be given the
opportunity to conduct limited discovery.” Id.
(internal citations and quotations omitted). After this, the
appropriate standard to be applied is the standard provided
by Rule 56.
the issue of arbitrability is not apparent on the face of
Glenwright's amended complaint or any documents cited
within or attached to the amended complaint. The
defendants' arguments are entirely premised on the
arbitration agreement attached to the motion to compel
arbitration. Glenwright contests the validity of this
agreement. Normally, a plaintiff would be “entitled to
discovery on the question of arbitrability before [this]
court entertains further briefing” on the issue.
Guidotti, 716 F.3d at 776 (quoting
Somerset, 832 F.Supp.2d at 482). However, at this
stage of the litigation, the parties have already engaged in
several months of discovery. Despite this, Glenwright has not
submitted or attempted to submit any supplemental briefing or
exhibits to further her arguments with respect to the issue
of arbitrability. Denying the defendants' motion in its
entirety at this time solely to provide additional time for
discovery would be inefficient, especially where the
allowance of discovery to engage in the arbitrability
analysis is, typically, quite limited.
on February 8, 2017, Glenwright requested more time for
discovery generally. (Doc. 28). The court granted
her request. (Doc. 29). The court will not further
extend the discovery deadline. Instead, the court will rule
on the defendants' motion using the summary judgment
standard set forth in Federal Rule of Civil Procedure
56 in light of the briefing, exhibits, and statements of
facts submitted by all parties.
Rule 56 Summary Judgment Standard
allows a court to enter summary judgment “if the movant
shows that there is no genuine dispute as to any material
fact and the movant is entitled to judgment as a matter of
law.” Fed. R. Civ. P. 56(a); see also
Celotex Corp. v. Catrett, 477 U.S. 317 (1986). A factual
dispute is genuine if a reasonable jury could find for the
nonmovant, and is material if it will affect the outcome of
the case. Anderson v. Liberty Lobby, Inc., 477 U.S.
242, 248 (1986); Aetna Cas. & Sur. Co. v.
Ericksen, 903 F.Supp. 836, 838 (M.D. Pa. 1995). In
support of their argument, the movant and nonmovant must
point to “particular parts of materials in the record,
including depositions, documents, electronically stored
information, affidavits or declarations, stipulations
(including those made for purposes of the motion only),
admissions, interrogatory answers, or other materials”
or show that the other party's evidence does “not
establish the absence or presence of a genuine
dispute.” Fed. R. Civ. P. 56(c)(1)(A), (B).
movant can also meet the Rule 56 standard by showing that
“on all the essential elements of its case on which it
bears the burden of proof at trial, no reasonable jury could
find for the nonmoving party.” In re Bressman,
327 F.3d 229, 238 (3d Cir. 2003). The nonmoving party must
then “do more than simply show that there is some
metaphysical doubt as to material facts.” Boyle v.
Cnty. of Allegheny, 139 F.3d 386, 393 (3d Cir. 1998)
(quoting Matsushita Elec. Indus. Co. v. Zenith Radio
Corp., 475 U.S. 574, 586 (1986)). In assessing the
parties' arguments, “the court must draw all
reasonable inferences in favor of the nonmoving party, and it
may not make credibility determinations or weigh the
evidence.” Guidotti, 716 F.3d at 772 (quoting
Reeves v. Sanderson Plumbing Prods., Inc., 530 U.S.
133, 150 (2000)).
Administration Exhaustion-Rule 12(b)(1)
addition to seeking dismissal or arbitration based on the
arbitration agreement, the defendants' motion challenges
this court's subject-matter jurisdiction under
Federal Rule of Civil Procedure 12(b)(1). The
defendants allege that Glenwright failed to exhaust her
administrative remedies with respect to Genesis. “A
motion to dismiss under Rule 12(b)(1) challenges the
jurisdiction of the court to address the merits of the
plaintiff's complaint.” Vieth v.
Pennsylvania, 188 F.Supp.2d 532, 537 (M.D. Pa. 2002).
The failure to exhaust administrative remedies is a
jurisdictional issue and the appropriate device to raise this
issue is a motion to dismiss under Rule 12(b)(1). See
Batchelor v. Rose Tree Media Sch. Dist., 759 F.3d 266,
271 (3d Cir. 2014). A Rule 12(b)(1) dismissal is not a
judgment on the merits, but only a determination that the
court lacks the authority to hear the case. Swope v.
Central York Sch. Dist., 796 F.Supp.2d 592, 599 (M.D.
Pa. 2011). Because the district court is a court of limited
jurisdiction, the burden of establishing jurisdiction always
rests upon the party asserting it. See Kokkonen v.
Guardian Life. Ins. Co. of America, 511 U.S. 375, 377
attack on the court's jurisdiction may be either
“facial” or “factual” and the
“distinction determines how the pleading must be
reviewed.” Constitution Party of Pennsylvania v.
Aichele, 757 F.3d 347, 357 (3d Cir. 2014). A facial
attack tests the sufficiency of the pleadings, while a
factual attack challenges whether a plaintiff's claims
fail to comport factually with jurisdictional prerequisites.
Id. at 358; see also S.D. v. Haddon Heights Bd.
of Educ., 833 F.3d 389, 394 n. 5 (3d Cir. 2016). If the
defendant brings a factual attack, the district court may
look outside the pleadings to ascertain facts needed to
determine whether jurisdiction exists. Id.
a facial attack, a district court must accept the allegations
stated in a plaintiff's complaint and review “only
whether the allegations on the face of the complaint, taken
as true, allege facts sufficient to invoke the jurisdiction
of the district court.” Taliaferro v. Darby Twp.
Zoning Bd., 458 F.3d 181, 188 (3d Cir. 2006) (internal
quotation marks omitted). “Thus, a facial attack calls
for a district court to apply the same standard of review it
would use in considering a motion to dismiss under Rule
12(b)(6), i.e., construing the alleged facts in
favor of the nonmoving party. This is in marked contrast to
the standard of review applicable to a factual attack, in
which a court may weigh ...