The opinion
IN THE UNITED STATES DISTRICT COURT FOR THE
WESTERN DISTRICT OF MISSOURI
SOUTHERN DIVISION
NICHOLAS MOELLER, )
)
Plaintiff, )
)
v. ) Case No.: 6:25-cv-03031-MDH
)
NEW PRIME INC., d/b/a/ PRIME, INC. )
)
Defendant. )
ORDER
Before the Court is Defendant New Prime Inc’s Motion to Dismiss Case or Stay
Proceedings and Compel Arbitration (Doc. 4). Defendant has filed its suggestions in support,
Plaintiff has filed his suggestions in opposition (Doc. 6) and Defendant has filed a reply (Doc. 7).
The motion is now ripe for adjudication on the merits. For the reasons stated herein, Defendant’s
Motion to Stay Proceedings is GRANTED.
BACKGROUND
This case arises from an allegation of retaliation in violation of the Surface Transportation
Assistance Act (“STAA”). Plaintiff is a resident of Sioux Falls, South Dakota. Defendant is a
general for-profit business with its principal office in Springfield, Missouri.
On or around April 5, 2024, Plaintiff began training with the Defendant. Plaintiff alleges
during training he identified and reported a safety issue concerning vehicle malfunctions and
warnings, which directly impacted the safety of operations under federal transportation laws.
Plaintiff alleges he reported these concerns to his trainer who instructed the Plaintiff to continue
driving and refused to allow the Plaintiff to address and resolve the safety issue at the next available
stop. Plaintiff alleges it was reported to his driver leader and an associate on May 7, 2024, the day
of Plaintiff’s termination. Plaintiff alleges he reiterated his concerns to the head of security during
the termination meeting. Plaintiff alleges he was abruptly terminated by Defendant under false
pretenses of violating its no-firearms policy, despite the Defendant having been aware of Plaintiff’s
possession of a firearm prior to the incident.
Defendant brings this current motion stating as part of Plaintiff’s employment with
Defendant, he signed an Arbitration Agreement on March 13, 2024, mandating Plaintiff arbitrate
any and all disputes arising out of or relating to the parties’ relationship … and the termination of
the parties’ relationship. Defendant argues it applies to any and disputes between the parties
whether arising under federal, state, local, or common law. Defendant asks the Court to either
dismiss Plaintiff’s Complaint and/or to stay the proceedings and compel Plaintiff to submit his
claims to arbitration.
STANDARD
A party who has not agreed to arbitrate a dispute cannot be forced to do so. AT&T
Technologies, Inc. v. Communications Workers of America, 475 U.S. 643, 648, 106 S.Ct. 1415, 89
L.Ed.2d 648 (1986). The validity of an arbitration agreement is determined by reference to state
law. See Perry v. Thomas, 482 U.S. 483, 493–94 n. 9, 107 S.Ct. 2520, 96 L.Ed.2d 426 (1987). As
the governing law of the Arbitration Agreement is governed by the Missouri Uniform Arbitration
Act, Missouri law controls the validity of Defendant’s Arbitration Agreement. Under Missouri
law, the Court must engage in a three-step process, deciding: 1) whether a valid contract exists; 2)
whether the specific dispute falls within the scope of the arbitration agreement; and 3) the court
must determine if the agreement is subject to revocation based upon contract principles, such as
whether it is procedurally or substantively unconscionable. Whitworth v. McBride & Son Homes,
Inc., 344 S.W.3d 730, 736 (Mo. App. W.D. 2011), citing Nitro Distributing, Inc. v. Dunn, 194
S.W.3d 339, 345 (Mo. banc 2006). “Whether an arbitration agreement is valid is a matter of state
contract law.” Faber v. Menard, Inc., 367 F.3d 1048, 1052 (8th Cir. 2004).
ANALYSIS
Defendant argues as part of his employment Plaintiff signed an Arbitration Agreement,
agreeing to, among other things arbitrate such claims like the current action. Plaintiff argues that
this case should remain in federal court because: 1) no valid contract was formed; 2) Plaintiff has
a non-waivable federal right under STAA; 3) Missouri’s pro-arbitration policy does not override
federal protections; 4) he did not knowingly or voluntarily waive his rights; and 5) the Arbitration
agreement is substantively unconscionable and overly broad. (Doc. 6, pages 1–2). The Court will
take each argument in turn.
I. Contract Formation
Plaintiff argues that he was not an employee on March 13, 2024, the date the Arbitration
Agreement was signed, and that the arbitration agreement was not supported by any consideration.
(Doc. 6, page 2). Defendant argues that the timing of his employment relating to Plaintiff signing
the Arbitration Agreement is completely irrelevant when consideration arises out of or is
comprised of the mutual obligation and agreement to arbitrate. (Doc. 7, page 2). Defendant further
argues that the parties mutual promise to arbitrate claims per the agreement is sufficient
consideration for a valid contract. Id.
In Missouri, legal consideration is essential for the formation of any contract, including
one for arbitration. Kunzie v. Jack-In-The-Box, Inc., 330 S.W.3d 476 (Mo. App. E.D. 2010).
Consideration is created by “either a promise (to do or refrain from doing something) or the transfer
or giving up of something of value to the other party.” Morrow v. Hallmark Cards, Inc., 273
S.W.3d 15, 25 (Mo. App. W.D. 2008).
Here, the Arbitration Agreement explicitly states:
YOU and New Prime Inc. d/b/a Prime, Inc. (“PRIME”) mutually agree to resolve
any and all disputes between them––including but not limited to any and all
disputes arising out of or relating to . . . the termination of the parties’ relationship–
–through final binding and individual arbitration instead of through a lawsuit.
(Doc. 4-2, Page 2). Plaintiff promised to resolve any disputes arising out of or relating to the
termination of the parties’ relationship through binding arbitration. Defendant also made the same
promise to resolve any disputes arising out of or relating to the termination of the parties’
relationship through arbitration. The mutual promise to resolve disputes through arbitration is
considered sufficient consideration. The Court therefore finds that the Arbitration Agreement was
supported by consideration and thus a valid contract exists.
II. Scope of the Arbitration Agreement
The terms of the Arbitration Agreement state that the parties “mutually agree to resolve
any and all disputes between them … including … the termination of the parties’ relationship …
through final binding and individual arbitration instead of through a lawsuit in court.” (Doc. 4-2,
page 2). Plaintiff argues that the STAA and federal protections give him a right to bring his claim
in court rather than arbitration and thus brings this issue outside the terms of the Arbitration
Agreement. (Doc. 6, page 2).
a. STAA
Plaintiff argues the STAA gives whistleblowers the right to file a claim in federal court if
the Department of Labor has not issued a final decision within 210 days. Id. Plaintiff states he
exercised this right after the statutory period expired without a decision. Id. Plaintiff argues that
courts have long held that statutory rights under federal law cannot be waived by pre-dispute
arbitration agreements unless Congress has clearly stated otherwise. Id. Defendant argues that the
Arbitration Agreement does not waive Plaintiff’s right under the STAA but mandates that it must
be through arbitration as opposed to the Court. (Doc. 7, page 6). Further, Defendant argues that 49
U.S.C. § 31105(c) does not create a non-waivable statutory right to bring a STAA action in federal
court and that this Court has enforced arbitration agreements in actions arising out of similar
provisions like Tile VII of the Civil Rights Act. Id.
49 U.S.C. § 31105 governs employee protections concerning commercial motor vehicle
safety. 49 U.S.C. § 31105(c) specifically states:
if the Secretary of Labor has not issued a final decision within 210 days after the
filing of the complaint and if the delay is not due to the bad faith of the employee,
the employee may bring an original action at law or equity for de novo review in
the appropriate district court of the United States, which shall have jurisdiction over
such an action without regard to the amount in controversy, and which action shall,
at the request of either party to such action, be tried by the court with a jury.
49 U.S.C. § 31105(c). Resolving disputes via arbitration is in the public interest. Coleman v. Bristol
Care, Inc., No. 6:18-CV-04069-MDH, 2018 WL 3848821, at *3 (W.D. Mo. Aug. 13, 2018) (citing
Shearson/American Express, Inc. v. McMahon, 482 U.S. 220, 226 (1987)).
Here, 49 U.S.C. § 31105(c) specifically states Plaintiff “may bring an original action at law
or equity for de novo review in the appropriate district court of the United States.” 49 U.S.C. §
31105(c) (emphasis added). Plaintiff is not compelled to bring this action within the district court
but may do so at his discretion. However, Plaintiff, as discussed earlier, signed his intent to
arbitrate matters through a valid arbitration clause that specifically touches upon the issue he
wishes to bring through to the federal district court. Plaintiff, having agreed to resolve this claim
in arbitration, has effectively given up his right to federal court review, instead agreeing to settle
this issue through arbitration. The Court finds that Plaintiff is to bring his STAA through
arbitration. For the reasons stated, the Court finds Plaintiff’s STAA claim is within the scope of
the Arbitration Agreement.
b. Federal Protections
Plaintiff next argues that while Missouri favors arbitration as a matter of public policy, that
preference does not override federal protections for whistleblowers under STAA. (Doc. 6, pages
3–4). Additionally, Plaintiff argues that federal law controls where it offers greater protections,
and his right to bring a claim in this Court is expressly granted by Congress under § 31105(c). Id.
at page 4. Defendant argues that 49 U.S.C. § 31105(c) does not create a non-waivable statutory
right to bring a STAA action in federal court and that this Court has enforced arbitration
agreements in actions arising out of similar provisions like Tile VII of the Civil Rights Act. (Doc.
7, page 6).
As discussed above, Plaintiff sighed his intent to arbitrate matters through a valid
arbitration clause that specifically touches upon the issue he wishes to bring through to the federal
district court. Plaintiff, having agreed to resolve this claim in arbitration, the Court finds that
Plaintiff is to bring his STAA through arbitration.
III. Subject to Revocation
Plaintiff argues that the arbitration clause was hidden within a flurry of onboarding forms
during a rushed orientation and thus had no opportunity to ask questions or negotiate terms,
rendering the agreement procedurally unconscionable. (Doc. 6, page 3). Defendant argues that
Plaintiff was warned to read the Arbitration Agreement carefully. (Doc. 7, page 3). Defendant
states that the Arbitration Agreement stated it was a binding contract requiring the parties to
resolve disputes through final and binding arbitration, that Plaintiff acknowledged he read,
understood and agreed to be bound by the Arbitration Agreement and took the time to consider the
consequences of his decision. Id. at pages 3–4. Defendant states the Arbitration Agreement also
stated it was not mandatory and Plaintiff could opt out, including how to opt out and a form to do
so attached. Id. at page 4. Defendant argues that a party is deemed to have knowledge of the
contents of any contract he signs and thus Plaintiff is bound by the Arbitration Agreement. Id.
Under Missouri law, a party who signs a document after having an opportunity to review
its contents is, absent fraud or duress, bound by its terms. Williams v. Insomnia Cookies, LLC, 715
F. Supp. 3d 1205, 1212–13 (E.D. Mo. 2024) (citing Warren v. Paragon Techs. Grp., Inc., 950
S.W.2d 844, 846 (Mo. 1997) (en banc) (“[p]arties are presumed to read what they sign”)). A party
“may not avoid the consequences of the agreement on the basis that they did not know what they
were signing.” Bertocci v. Thoroughbred Ford, Inc., 530 S.W.3d 543, 553 (Mo. Ct. App. 2017).
“A signer’s failure to read and understand a contract is not, without fraud or the signer’s lack of
capacity to contract, a defense to the contract.” Chochorowski v. Home Depot U.S.A, 404 S.W.3d
220, 228 (Mo. 2013) (en banc) (citing Robinson v. Title Lenders, Inc., 364 S.W.3d 505, 509 n.4
(Mo. 2012)) (additional citations omitted).
The Court finds that the Arbitration Agreement was not procedurally unconscionable. At
the top of the Arbitration Agreement was the following text:
PLEASE REIVEW THIS AGREEMENT CAREFULLY. THIS
AGREEMENT IS A BINDING CONTRACT THAT REQUIRES THE
PARTIES TO RESOLVE DISPUTES N AN INDIVIDUAL BASIS. TO THE
FULLEST EXTENT PERMITTED BY LAW THROUGH FINAL AND
BINDING ARBITRATION. UNLESS YOU VALIDLY OPT OUT OF
ARBITRATION AS PROVIDED BELOW IN SECTION 8. BY SIGNING
THIS AGREEMENT BELOW, YOU EXPRESSLY ACKNOWLEDGE
THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE
BOUND BY, ALL THE TERMS FO THIS AGREEMENT AND HAVE
TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THAT
DECISION.
BY SIGNING THE AGREEMENT, YOU ALSO ACKNOWLEDGE THAT
YOU HAVE HAD THE OPPORTUNTIY TO REQUEST CHANGES BE
MADE TO THE ARBITRATION AGREEMENT. BY WAY OF EXAMPLE,
IF YOU WOULD PREFER FOR ANY ARBITRATION TO TAKE PLACE
INYOUR STATE OF RESIDENCE RATHER THAN SPRINGIFLED,
MISSOURI, PRIME WILL AGREE TO THAT AND WILL REVISE THIS
AGREEEMENT ACCORDINGLY.
(Doc. 4-2, page 2). Although Plaintiff alleges the forms where hidden within a flurry of onboarding
forms during a rushed orientation, that does not in itself create a procedurally unconscionable
contract. Under Missouri law parties are presumed to read what they sign. A party may not avoid
the consequences on the agreement on the basis they did not know what they were signing. For the
reasons stated, the Court finds the Arbitration Agreement was not procedurally unconscionable.
Plaintiff next argues that the Arbitration Agreement purports to cover “any and all
disputes,” including federal statutory rights, without providing clear notice of what rights are being
waived. (Doc. 6, page 3). Plaintiff contends that such board and vague language is unenforceable
where employees are unaware of the legal consequences. Id. Defendant argues an arbitration may
be compelled under a broad arbitration clause so long as the underlying factual allegations touch
on matters covered by the provisions. (Doc. 7, page 5). Further, Defendant argues that the
Arbitration Agreement lists out specific examples including “any and all disputes arising out of or
relating to . . . the termination of the parties’ relationship.” (Doc. 4-2, page 2).
There is a public policy favoring the resolution of disputes via arbitration. Coleman v.
Bristol Care, Inc., No. 6:18-CV-04069-MDH, 2018 WL 3848821, at *3 (W.D. Mo. Aug. 13, 2018)
(citing Shearson/American Express, Inc. v. McMahon, 482 U.S. 220, 226 (1987)). An arbitration
may be compelled under a broad arbitration clause so long as the underlying factual allegations
touch on matters covered by the provisions. 3M Co. v. Amtex Sec., Inc., 542 F.3d 1193, 1199 (8th
Cir. 2008) (internal citations omitted).
Here, the clause at issue states:
YOU and New Prime, Inc. d/b/a/ Prime, Inc. (“PRIME”) mutually agree to resolve
any and all disputes between them––including but not limited to any and all
disputes arising out of or relating to the parties’ relationship; disputes regarding the
Training Program Contract; YOUR participation in the Prime Training Program;
the TNT Training program; or the Upgrade Orientation program; YOUR work for
prime as an employee or independent contractor or otherwise; and the termination
of the parties’ relationship––through final, binding, and individual arbitration
instead of through a lawsuit in court.
(Doc. 4-2, page 2) (emphasis added). The underlying factual allegations include the terminations
of the parties’ relationship, specifically Defendant terminating Plaintiff under alleged false
pretenses. The Court finds the underlying factual allegations are touched upon by matters of the
Arbitration Agreement provision quoted above. For the reasons stated, the Arbitration Agreement
is not substantively unconscionable.
CONCLUSION
For the reasons stated herein, Defendant’s Motion to Dismiss the Case or Stay Proceedings
and Compel Arbitration is GRANTED. The Court finds good cause to stay this case with respect
to Plaintiff’s claims against Defendant until such a time as their resolution in arbitration.
Accordingly, Plaintiff and Defendant are COMPELLED to submit to arbitration. It is hereby
ORDERED that Plaintiff will provide the Court with notice upon the resolution of Plaintiff’s
claims against Defendant in arbitration.
IT IS SO ORDERED.
DATED: May 5, 2025 /s/ Douglas Harpool
DOUGLAS HARPOOL
UNITED STATES DISTRICT JUDGE