Corey Tucker v. United Wholesale Mortgage, Inc.

• Court: Court of Appeals for the Sixth Circuit
• Decided: April 10, 2025
• Docket: 24-1595
• Status: Unpublished

Opinion

NOT RECOMMENDED FOR PUBLICATION File Name: 25a0197n.06

Case No. 24-1595

UNITED STATES COURT OF APPEALS FOR THE SIXTH CIRCUIT FILED Apr 10, 2025 ) KELLY L. STEPHENS, Clerk COREY TUCKER, ) Plaintiff-Appellant, ) ) ON APPEAL FROM THE UNITED v. ) STATES DISTRICT COURT FOR ) THE EASTERN DISTRICT OF UNITED WHOLESALE MORTGAGE, INC., ) MICHIGAN Defendant-Appellee. ) OPINION )

Before: SUTTON, Chief Judge; BATCHELDER and RITZ, Circuit Judges.

SUTTON, Chief Judge. Corey Tucker, an African-American man, sued his employer,

United Wholesale Mortgage, after his co-workers allegedly made racist remarks to him and his

supervisors allegedly fired him for complaining about it. The district court granted United’s

motion to compel arbitration and to dismiss his complaint. We affirm.

I.

Tucker worked as an account executive for United Wholesale Mortgage. He alleges that

his co-workers made racist and insensitive comments about him, played pranks at his expense,

then discouraged him from reporting them to human resources. Tucker reported one of the

incidents anyway. The company, as he tells it, retaliated by abruptly terminating him for “walking

around” when he was supposed to be “mak[ing] phone calls” to prospective clients. R.1 at 4–6.

Company officials did not fire his white co-workers for doing the same. No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

That prompted this lawsuit. Tucker brought claims under 42 U.S.C. § 1981, Title VII, and

Michigan’s Elliott-Larsen Civil Rights Act. United moved to enforce its arbitration agreement

with Tucker and to dismiss the complaint. It attached a signed employment agreement with an

arbitration clause, which says that Tucker and United must submit any dispute arising “out of the

employment relationship,” including “ANY DISCRIMINATION OR OTHER STATUTORY

CLAIMS,” to arbitration. R.6-1 at 16. In view of this agreement, the district court granted

United’s motion to dismiss the complaint and compelled the parties to arbitrate.

II.

We review decisions compelling arbitration afresh. Great Earth Cos. v. Simons, 288 F.3d

878, 888 (6th Cir. 2002). In the context of a motion to dismiss under Civil Rule 12(b)(6), the

district court must focus on the allegations pleaded in the complaint. Bates v. Green Farms Condo.

Ass’n, 958 F.3d 470, 483 (6th Cir. 2020). If the court looks beyond the complaint to an arbitration

agreement or other evidence outside the four corners of the complaint, we treat it like a summary

judgment motion under Civil Rule 56. Boykin v. Fam. Dollar Stores of Mich., LLC, 3 F.4th 832,

838 (6th Cir. 2021).

The district court relied on evidence outside the complaint: the employment agreement

attached to United’s motion and Tucker’s affidavit attached to his reply brief. It also used the

language of summary judgment to conclude that Tucker’s claims “do not create a genuine issue of

material fact.” R.13 at 11. Civil Rule 56 thus guides our handling of this appeal.

At issue is whether Tucker signed a binding arbitration agreement covering the dispute.

Under Rule 56, United bears the “initial duty” to present evidence allowing a “trier of fact to find

2 No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

all required elements of a contract.” Boykin, 3 F.4th at 839. If United does so, Tucker must

establish a “genuine” dispute over whether a valid arbitration contract governs the case. Id.

The Federal Arbitration Act frames the case after that. An agreement “to settle by

arbitration a controversy . . . arising out of such contract or transaction,” it says, is “valid,

irrevocable, and enforceable.” 9 U.S.C. § 2. This imperative “reflects the fundamental principle

that arbitration is a matter of contract.” Rent-A-Ctr., W., Inc. v. Jackson, 561 U.S. 63, 67 (2010).

Because arbitration delayed is arbitration denied, Congress urges us to move such cases “out of

court and into arbitration as quickly and easily as possible.” Moses H. Cone Mem’l Hosp. v.

Mercury Constr. Corp., 460 U.S. 1, 22 (1983).

The existence of an arbitration clause leaves this court with a modest role. We consider

only issues “relating to the making and performance of the agreement to arbitrate,” Prima Paint

Corp. v. Flood & Conklin Mfg. Co., 388 U.S. 395, 404 (1967), such as whether a valid contract

exists and whether it covers Tucker’s claims. In answering this threshold question, we look to

state law, Fazio v. Lehman Bros., 340 F.3d 386, 393 (6th Cir. 2003), including whether “generally

applicable contract defenses” invalidate the agreement, Dr.’s Assocs., Inc. v. Casarotto, 517 U.S.

681, 686–87 (1996).

The parties agree that Michigan law applies. It says that a contract requires a valid offer

and acceptance. See McMillon v. City of Kalamazoo, 983 N.W.2d 79, 81 (Mich. 2023). If a signed

agreement exists, only some kinds of denials raise a genuine dispute of material fact. It does not

suffice, for example, for a claimant merely to testify that he “does not ‘remember’ signing an

arbitration contract or receiving information about arbitration.” Boykin, 3 F.4th at 839–40; Tinder

v. Pinkerton Sec., 305 F.3d 728, 735–36 (7th Cir. 2002). By contrast, an “unequivocal denial” that

3 No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

the individual signed the agreement may create a genuine dispute over whether someone agreed

to arbitrate. Boykin, 3 F.4th at 840 (quotation omitted).

If a valid arbitration agreement exists, we must determine its scope. As a matter of federal

and Michigan law, this court resolves “any doubts concerning the scope of arbitrable issues” “in

favor of arbitration.” Moses H. Cone, 460 U.S. at 24–25; Fromm v. Meemic Ins., 690 N.W.2d 528,

531 (Mich. Ct. App. 2004). That presumption grows stronger when an “extremely broad”

arbitration clause embraces “any controversy arising out of” the contract at issue. Nestle Waters

N. Am., Inc. v. Bollman, 505 F.3d 498, 505 (6th Cir. 2007) (quotation omitted). We will exclude

a claim only in the face of the “positive assurance that the arbitration clause” excludes it. See id.

at 504 (quotation omitted).

United met its initial burden of establishing an agreement to arbitrate. It supplied the

affidavit of a human-resources officer attesting that Tucker created a profile on its online system

for hiring and onboarding employees. After using that profile, Tucker signed an employment

agreement. The agreement required employees to arbitrate every “material dispute” that “arises

out of the employment relationship.” R.6-1 at 16. To emphasize the point, it warned that a person

signing the agreement “ACKNOWLEDGES THAT HE OR SHE IS GIVING UP THE RIGHT

TO A TRIAL IN A COURT OF LAW AS TO ANY DISCRIMINATRION OR OTHER

STATUTORY CLAIMS,” and must instead pursue them in “BINDING ARBITRATION.” R.6-

1 at 16. At the bottom, the contract contained a checkbox and a warning that clicking it was

“equivalent to a handwritten signature.” R.6-1 at 18; see Mich. Comp. Laws § 450.837(1) (giving

legal effect to electronic signatures). Tucker signed the contract by clicking the checkbox on

December 16, 2021.

4 No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

This expansive arbitration agreement covers all discrimination or other statutory claims

arising from his job with United Wholesale. It includes Tucker’s workplace discrimination and

retaliation claims under 42 U.S.C. § 1981, Title VII, and the Elliott-Larsen Civil Rights Act. See

Rent-A-Ctr., 561 U.S. at 65 (sending a § 1981 claim to arbitration); Willis v. Dean Witter Reynolds,

Inc., 948 F.2d 305, 309 (6th Cir. 1991) (sending a Title VII claim to arbitration); Rembert v. Ryan’s

Fam. Steak Houses, Inc., 596 N.W.2d 208, 210 (Mich. Ct. App. 1999) (sending a Civil Rights Act

claim to arbitration).

There is no genuine dispute that Tucker accepted the agreement. Faced with United’s

documents, he presents only an affidavit that he “do[es] not recall signing an arbitration

agreement.” R.7-1 at 3. That bare assertion is precisely the kind of “convenient memory lapse[]”

insufficient to create a genuine factual dispute that precludes summary judgment. Boykin, 3 F.4th

at 839. Otherwise, a bald disclaimer of memory would permit a plaintiff to access a trial every

time, undermining the virtues of “speed and simplicity and inexpensiveness” Congress embraced

through the Federal Arbitration Act. Lamps Plus, Inc. v. Varela, 587 U.S. 176, 185 (2019)

(quotation omitted).

Tucker resists this conclusion. He claims that he “was never told” what he was signing,

did not “understand the document or its implications,” and lacked “adequate time to review all the

employment documents.” R.7-1 at 3. Tucker’s contention that he did not understand the

agreement, as an initial matter, presupposes that he did sign it and thus rests awkwardly next to his

disavowal. Even so, the argument fails anyway. Because Michigan courts presume that people

read what they sign, “one who signs a contract” may not turn around and renounce it by saying

“that he did not read it, or that he supposed it was different in its terms.” Farm Bureau Mut. Ins.

of Mich. v. Nikkel, 596 N.W.2d 915, 920 (Mich. 1999) (quotation omitted). Notice about the scope

5 No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

and meaning of a contract comes from its words, id., which in this instance use capitalized terms

to explain its broad coverage. Nor does Tucker’s naked statement that he lacked adequate time,

clothed with no details about how much time he did have to sign his contract, create a genuine

dispute that fraud or duress vitiates the contract. See Meemic Ins. v. Fortson, 954 N.W.2d 115,

124–25 (Mich. 2020) (fraud); Beachlawn Bldg. Corp. v. City of St. Clair Shores, 121 N.W.2d 427,

429–30 (Mich. 1963) (duress).

Tucker suggests that the agreement, insofar as it required arbitrating his Elliott-Larsen

claims, was “procedurally unfair” and invalid under Michigan law. See Rembert, 596 N.W.2d at

224. But he forfeited this argument by failing to raise it before the district court. Swiger v. Rosette,

989 F.3d 501, 505–06 (6th Cir. 2021). Nor would it have made a difference anyway. Tucker’s

claim that he lacked notice supplies no detail or other support. It amounts to speculation at worst

and merely reprises his earlier arguments at best. See Lewis v. Philip Morris Inc., 355 F.3d 515,

533 (6th Cir. 2004).

Tucker insists that United failed to inform him about the arbitration clause until he sued.

That doesn’t matter. He does not identify any principle of Michigan law that an employer must

remind employees—a second time—of the written terms of a signed contract.

Tucker in the alternative contests the scope of the agreement. In claiming that his Title VII

claims are not arbitrable, he faces the stiff winds of contrary precedent. Regrettably for Tucker,

we have already held that arbitration agreements may cover Title VII claims. Willis, 948 F.2d at

312.

As for his state claims, Tucker urges us to hold the case in abeyance and wait for the

Michigan Supreme Court to decide a pending case about whether “claims under the Elliott-Larsen

Civil Rights Act” “may be subjected to mandatory arbitration as a condition of employment under

6 No. 24-1595, Tucker v. United Wholesale Mortgage, Inc.

Michigan law.” Saidizand v. Gojet Airlines, 991 N.W.2d 208 (Mich. 2023) (mem.). We decline

the request. To the extent Tucker thinks that Michigan will “prohibit[] outright the arbitration of

a particular type of claim, the analysis is straightforward: The conflicting rule is displaced by the

[Federal Arbitration Act].” AT&T Mobility LLC v. Concepcion, 563 U.S. 333, 341 (2011). To the

extent Tucker thinks that the Michigan Supreme Court will disqualify certain contracts that

transgress “general rules” of procedural fairness under Michigan law, Rembert, 596 N.W.2d at

211, he has not established any likelihood that such a ruling would cover his circumstances.

We affirm.