Lord v. Accenture LLP

Background

Mariann Lord sued Accenture LLP, alleging violations of the federal Age Discrimination in Employment Act and the New Jersey Law Against Discrimination. She alleged that Accenture terminated her employment because of her age. The opinion states that Lord was 64 when Accenture terminated her on July 23, 2020, after she had worked for the company for 13 years.

Lord’s 2012 employment agreement included a dispute-resolution section requiring arbitration of employment-related disputes, including discrimination claims. It stated that arbitration would occur in New York unless the parties agreed otherwise. The agreement also provided that New York courts had exclusive jurisdiction over court proceedings to compel arbitration or enter judgment on an arbitration award, and that the parties waived objections to jurisdiction and venue in those proceedings. The agreement selected New York law.

The Parties’ Positions

Accenture moved under 28 U.S.C. § 1404(a), a federal law allowing a court to transfer a civil case to another proper federal district for convenience and the interests of justice. Accenture argued that Lord’s claims were covered by the arbitration provision and that the case should be transferred so Accenture could seek to compel arbitration in New York.

Lord did not dispute that her claims fell within the arbitration provision’s scope. Instead, she argued that the provision was unconscionable, meaning unfairly one-sided or imposed under improper circumstances, and therefore unenforceable under Pennsylvania law. Accenture responded that the contract required application of New York law and that the provision was not unconscionable under that law.

Court’s Analysis

The court declined to decide whether the arbitration provision was enforceable. It explained that the employment agreement assigned New York courts exclusive jurisdiction over proceedings to compel arbitration. The court also noted that the provision might contain a delegation clause giving the arbitrator authority to decide challenges to the arbitration provision’s enforceability, but it did not resolve that issue because the parties had not fully briefed it.

The court first found that venue was proper in the Southern District of New York. It relied on Accenture’s two New York offices and on the agreement’s provisions consenting to New York jurisdiction and waiving venue objections for proceedings to compel arbitration.

The court then weighed the private and public interests relevant to a transfer under Section 1404(a). Lord’s choice of a New Jersey forum weighed against transfer, and the convenience factor weighed slightly against transfer. The witness and records factors were neutral because there was no evidence that relevant witnesses, books, or records would be unavailable in New York.

The public-interest factors, however, strongly favored transfer. The court concluded that judicial efficiency would be served by having a New York court decide the arbitration issue because that court could then either address the rest of the case or compel arbitration. New York law would govern the contract, and the agreement designated New York courts for proceedings to compel arbitration. The court found that the remaining public-interest factors were mostly neutral, including the fact that a New York federal judge could decide Lord’s New Jersey state-law claim.

Disposition

The court granted Accenture’s motion to transfer venue. It ordered that the case be transferred to the U.S. District Court for the Southern District of New York under 28 U.S.C. § 1404(a). The court did not decide whether the arbitration provision was enforceable or whether arbitration was ultimately required.