## Facts

- Andrew Foss applied online for a non-management position with Circuit City while under age 18.
- The online application required assent to a Dispute Resolution Agreement providing for binding arbitration of employment-related disputes and indicated minors must obtain parental consent.
- Foss falsely indicated that his mother had provided parental consent; neither parent reviewed or consented to the arbitration agreement.
- Before being hired, Foss also signed a hard-copy version of the same arbitration agreement while still a minor.
- Foss began work in Maine in October 2004, turned 18 on February 4, 2005, and later transferred to a store in Keene, New Hampshire.
- Foss alleged his supervisor created a hostile work environment through sexually explicit comments and crude, gender-based language.
- Foss alleged retaliation after internal complaints; after giving two weeks’ notice, he was terminated before the notice period ended.
- Foss sued under Title VII for hostile work environment sexual harassment and retaliation.
- Circuit City moved to compel arbitration and to stay or dismiss the federal action under the Federal Arbitration Act (FAA).

## Issues

1. Whether an arbitration agreement entered into by a minor employee is enforceable after the employee reaches the age of majority under Maine contract law.
2. Whether continued employment after turning 18 constitutes ratification of the arbitration agreement.
3. Whether the employee’s misrepresentation that parental consent was obtained estops the employee from disaffirming the agreement.
4. Whether the FAA requires enforcement notwithstanding state-law contract defenses that make the agreement voidable.

## Decision

- The court denied Circuit City’s motion to compel arbitration and to stay or dismiss the action.
- The court held the arbitration agreement was voidable because Foss entered into it while a minor and he effectively disaffirmed it.
- The court held Foss did not ratify the agreement after reaching majority because there was no clear, post-majority manifestation of intent to be bound.
- The court held Foss’s misrepresentation about parental consent did not bar him from invoking the infancy defense.
- The court allowed the Title VII claims to proceed in federal court.

## Legal Principles

- Under Maine law, contracts entered into by minors are generally voidable at the minor’s option upon reaching majority, subject to limited exceptions.
- The FAA enforces arbitration agreements only where a valid agreement exists; state-law defenses applicable to contracts generally (including infancy) govern contract formation and validity.
- Ratification after majority requires a clear manifestation of intent to be bound; mere continued employment, without explicit reaffirmation, is insufficient on these facts.
- A minor’s misrepresentation regarding consent or capacity does not necessarily estop the minor from disaffirming a voidable contract under the infancy doctrine.

## Conclusion

The court refused to compel arbitration because the employee signed the arbitration agreement while a minor, did not clearly ratify it after turning 18, and was not barred from disaffirming it by his misrepresentation about parental consent; without a valid agreement to arbitrate under Maine law, the FAA provided no basis to force arbitration.


Foss v. Circuit City Stores, Inc., 477 F. Supp. 2d 230 (D. Me. 2007)