A. The parties expect that differences may arise between the company and the employees arising out of or relating to the employee's employment with the company or the termination of that employment.
B. The parties agree that resolution of any differences in the courts is rarely timely or cost-effective for either party.
C. The company and the employee accordingly wish to arbitrate claims in order to establish and gain the benefits of a speedy, impartial and cost-effective dispute resolution procedure.
D. THE PARTIES RECOGNIZE THAT THIS AGREEMENT TO ARBITRATE SHALL WAIVE EACH PARTIES RIGHT TO HAVE CLAIMS RESOLVED IN A JUDICIAL FORUM BY EITHER TRIAL BEFORE A JUDGE OR TRIAL BEFORE A JURY.
In consideration of the matters described above, and of the mutual benefits and obligations set forth in this agreement, the parties agree as follows:
AGREEMENT TO ARBITRATE
Except as otherwise provided in this agreement, the company and the employee consent to the resolution by arbitration of all claims or controversies for which a court otherwise would be authorized by law to grant relief, whether or not arising out of, relating to or associated with the employee's employment with the company, or its termination, which the company may have against the employee or that employee may have against the company or against its officers, directors, employees or agents in their capacity as such or otherwise. The termination claims covered by this agreement include, but are not limited to: claims for wages or other compensation due; claims for breach of any contract or covenant, express or implied; tort claims, claims for discrimination, including but not limited to discrimination based on race, sex, religion, national origin, age, marital status, sexual orientation, disability or medical condition; claims for benefits, except as excluded in the following Section; and claims for violation of any federal, state or other governmental constitution, statute, ordinance or regulation.
CLAIMS NOT COVERED BY THIS AGREEMENT
This agreement does not apply to or cover claims for workers' compensation benefits; claims for unemployment compensation benefits; claims for injunctive or other equitable relief for unfair competition or the use or unathorized disclosure of trade secrets or confidential information; and claims based upon an employee pension or other benefit plan the terms of which contain an arbitration or other non-judicial dispute resolution procedure in which case the provisions of such plan shall apply. Nothing in this agreement affects an employee's right to file a discrimination charge with an administrative agency such as THE EQUAL EMPLOYMENT OPPORTUNITY COMMISSION, STATE OF MICHIGAN UNEMPLOYMENT COMMISSION, OR STATE OF MICHIGAN WORKERS COMPENSATION COMMISSION.
Any arbitration required by this agreement shall be conducted in accordance with procedures specified in the FEDERAL ARBITRATION ACT at 9 USC 1 and in accordance with the rules of appellate review, right to representation, and procedure as stated in REMBERT v. RYAN'S FAMILY STEAK HOUSES, INC. (a Michigan appellate court decision) as supplemented by the attached exhibit acknowledges having received and read prior to signing this agreement.
Each party's promise to resolve their claims by arbitration in accordance with the provisions of this agreement, rather than through the courts, is consideration for the other party's like promise. In addition, the consideration by the company of the employee's application for employment, or employment by company, or participation in the company's bonus, profit sharing, or stock option program are independent considerations for employee's agreement to arbitrate termination claims.
Employee understands and agrees that the company is engaged in transactions involving interstate commerce and that his or her employment involves such commerce.
TERM; MODIFICATION AND REVOCATION
This agreement shall survive the employer-employee relationship between the company and the employee and shall apply to any termination claim whether it arises or is asserted during or after termination of the employee's employment with the company. This agreement can be modified or revoked only by a writing signed by both parties that refers to this agreement and specifically states an intent to modify or revoke this agreement. In addition the company may unilaterally upon 30 days advance written notice to the employee modify the arbitration procedures attached hereto at EXHIBIT A.
CONSTRUCTION AND ENFORCEABILITY
Any issue or dispute concerning the formation, interpretation, or enforceablility of this agreement, including any claim or contention that all or any part of this agreement is void or voidable, shall be subject to arbitration as provided in this agreement. The arbitrator, and not any federal, state, or local court or agency, shall have authority to decide any such issue or dispute. The decision of an arbitrator on any such issue or dispute, as well as on any termination claim submitted to arbitration as provided in this agreement, shall be final and binding upon the parties.
If any provision of this agreement is adjudged to be void or otherwise unenforceable, in whole or in part, or in conflict with a mandatory provision of applicable law such adjudication shall not affect the validity of the remainder of the agreement, and the conflicting provision shall be modified automatically so as not to be void or otherwise unenforceable, or in conflict with a mandatory provision of applicable law. In the event of automatic modification with respect to a provision the remainder of the rules and procedures shall not be affected and the claims shall proceed to arbitration under the remaining provisions of this agreement.
Captions and section headings used in this agreement are for convenience of reference only and shall not be deemed part of the contents of this agreement and shall not affect its interpretation.
Either party may bring an action in any court of competent jurisdiction to compel arbitration under this agreement and to render judgment to enforce the arbitration award in accordance with the arbitrator's decision. Except as otherwise provided in this agreement, both the company and the employee agree that neither party shall initiate or prosecute any lawsuit or administrative action (other than an adminstrative charge of discrimination) that relates in any way to any termination claim covered by this agreement.
NOT AN EMPLOYMENT AGREEMENT
This agreement is not, and shall not be construed to create, any contract of employment, express or implied.
SOLE AND ENTIRE AGREEMENT
This is the complete agreement of the parties on the subject of arbitration of disputes, except for any arbitration provision contained in any pension or other benefit plan. This agreement supersedes any proper or contemporaneous oral or written agreement or understanding on the subject. In executing this agreement, neither party is relying on any representation, oral or written, on the subject of the effect, enforceability or meaning of this agreement, except as specifically set forth in this agreement.
Employee acknowledges that he or she has carefully read this agreement, that he or she understands its terms, that all understandings between the employee and the company relating to the subjects covered in this agreement are contained in it, and that he or she has entered into this agreement voluntarily and not in reliance on any promises or representations by the company other than those contained in this agreement itself. Without limiting the above, employee further acknowledges and agrees that pursuant to this agreement employee is giving up any right he or she might possess to have disputed claims litigated in a court or jury trial.
Employee further acknowledges that he or she has had a reasonable period of time to review and consider this agreement before signing it and that he or she has had an opportunity to the extent he or she wishes.