14 Penn Plaza LLC, et al. v. Pyett, et al.

The question presented by this case is whether a provi-sion in a collective-bargaining agreement that clearly and unmistakably requires union members to arbitrate claimsarising under the Age Discrimination in Employment Act of 1967 (ADEA), 81 Stat. 602, as amended, 29 U. S. C.§621 et seq., is enforceable. The United States Court of Appeals for the Second Circuit held that this Court'sdecision in Alexander v. Gardner-Denver Co., 415 U. S. 36 (1974), forbids enforcement of such arbitration provisions.We disagree and reverse the judgment of the Court of Appeals.

I Respondents are members of the Service Employees International Union, Local 32BJ (Union). Under the National Labor Relations Act (NLRA), 49 Stat. 449, asamended, the Union is the exclusive bargaining represen-tative of employees within the building-services industry in New York City, which includes building cleaners, por-ters, and doorpersons. See 29 U. S. C. §159(a). In this role, the Union has exclusive authority to bargain on behalf of its members over their "rates of pay, wages, hours of employment, or other conditions of employment.” Ibid. Since the 1930's, the Union has engaged in industry-wide collective bargaining with the Realty Advisory Boardon Labor Relations, Inc. (RAB), a multiemployer bargain-ing association for the New York City real-estate industry.The agreement between the Union and the RAB is embod-ied in their Collective Bargaining Agreement for Contrac-tors and Building Owners (CBA). The CBA requires unionmembers to submit all claims of employment discrimina-tion to binding arbitration under the CBA's grievance anddispute resolution procedures:

"§30 NO DISCRIMINATION. There shall be no dis-crimination against any present or future employee byreason of race, creed, color, age, disability, national origin, sex, union membership, or any other character-istic protected by law, including, but not limited to,claims made pursuant to Title VII of the Civil RightsAct, the Americans with Disabilities Act, the Age Dis-crimination in Employment Act, the New York StateHuman Rights Law, the New York City HumanRights Code, . . . or any other similar laws, rules, or regulations. All such claims shall be subject to thegrievance and arbitration procedures (Articles V and VI) as the sole and exclusive remedy for violations.Arbitrators shall apply appropriate law in renderingdecisions based upon claims of discrimination.” App.to Pet. for Cert. 48a.1

—————— 1Article V establishes the grievance process, which applies to allclaims regardless of whether they are subject to arbitration under the CBA. Article VI establishes the procedures for arbitration and postar-bitration judicial review, and, in particular, provides that the arbitrator"shall . . . decide all differences arising between the parties as to inter-pretation, application or performance of any part of this Agreement andsuch other issues as the parties are expressly required to arbitrate Petitioner 14 Penn Plaza LLC is a member of the RAB. It owns and operates the New York City office building where, prior to August 2003, respondents worked as nightlobby watchmen and in other similar capacities. Respon-dents were directly employed by petitioner Temco Service Industries, Inc. (Temco), a maintenance service and clean-ing contractor. In August 2003, with the Union's consent, 14 Penn Plaza engaged Spartan Security, a unionized security services contractor and affiliate of Temco, to provide licensed security guards to staff the lobby andentrances of its building. Because this rendered respon-dents' lobby services unnecessary, Temco reassigned them to jobs as night porters and light duty cleaners in other locations in the building. Respondents contend that thesereassignments led to a loss in income, caused them emo-tional distress, and were otherwise less desirable than their former positions. At respondents' request, the Union filed grievanceschallenging the reassignments. The grievances alleged that petitioners: (1) violated the CBA's ban on workplacediscrimination by reassigning respondents on account of their age; (2) violated seniority rules by failing to promote one of the respondents to a handyman position; and (3) failed to equitably rotate overtime. After failing to obtainrelief on any of these claims through the grievance proc-ess, the Union requested arbitration under the CBA.

After the initial arbitration hearing, the Union with-drew the first set of respondents' grievances—the age-discrimination claims—from arbitration. Because it had consented to the contract for new security personnel at 14 Penn Plaza, the Union believed that it could not legiti-mately object to respondents' reassignments as discrimi-natory. But the Union continued to arbitrate the seniority and overtime claims, and, after several hearings, the claims were denied. In May 2004, while the arbitration was ongoing but after the Union withdrew the age-discrimination claims,respondents filed a complaint with the Equal EmploymentOpportunity Commission (EEOC) alleging that petitionershad violated their rights under the ADEA. Approximatelyone month later, the EEOC issued a Dismissal and Notice of Rights, which explained that the agency's "'review of the evidence . . . fail[ed] to indicate that a violation ha[d] occurred,'” and notified each respondent of his right to sue. Pyett v. Pennsylvania Building Co., 498 F. 3d 88, 91 (CA2 2007).

Respondents thereafter filed suit against petitioners in the United States District Court for the Southern District of New York, alleging that their reassignment violated the ADEA and state and local laws prohibiting age discrimi-nation.2 Petitioners filed a motion to compel arbitration ofrespondents' claims pursuant to §3 and §4 of the Federal Arbitration Act (FAA), 9 U. S. C. §§3, 4.3 The District Court denied the motion because under Second Circuit precedent, "even a clear and unmistakable union-—————— negotiated waiver of a right to litigate certain federal and state statutory claims in a judicial forum is unenforce-able.” App. to Pet. for Cert. 21a. Respondents immedi-ately appealed the ruling under §16 of the FAA, which authorizes an interlocutory appeal of "an order . . . refus-ing a stay of any action under section 3 of this title” or "denying a petition under section 4 of this title to orderarbitration to proceed.” 9 U. S. C. §§16(a)(1)(A)–(B).

The Court of Appeals affirmed. 498 F. 3d 88. According to the Court of Appeals, it could not compel arbitration of the dispute because Gardner-Denver, which "remains good law,” held "that a collective bargaining agreement could not waive covered workers' rights to a judicial forum for causes of action created by Congress.” 498 F. 3d, at 92, 91, n.

3 (citing Gardner-Denver, 415 U. S., at 49–51). The Court of Appeals observed that the Gardner-Denver deci-sion was in tension with this Court's more recent decision in Gilmer v. Interstate/Johnson Lane Corp., 500 U. S. 20 (1991), which "held that an individual employee who had agreed individually to waive his right to a federal forum could be compelled to arbitrate a federal age discrimina-tion claim.” 498 F. 3d, at 91, n. 3 (citing Gilmer, supra, at 33–35; emphasis in original). The Court of Appeals also noted that this Court previously declined to resolve thistension in Wright v. Universal Maritime Service Corp., 525 U. S. 70, 82 (1998), where the waiver at issue was not "clear and unmistakable.” 498 F. 3d, at 91, n. 3.

The Court of Appeals attempted to reconcile Gardner-Denver and Gilmer by holding that arbitration provisionsin a collective-bargaining agreement, "which purport to waive employees' rights to a federal forum with respect tostatutory claims, are unenforceable.” 498 F. 3d, at 93–94. As a result, an individual employee would be free tochoose compulsory arbitration under Gilmer, but a labor union could not collectively bargain for arbitration on behalf of its members. We granted certiorari, 552 U. S. ___ (2008), to address the issue left unresolved in Wright, which continues to divide the Courts of Appeals,4 and now reverse.

II

A

The NLRA governs federal labor-relations law. As permitted by that statute, respondents designated the Union as their "exclusive representativ[e] . . . for the purposes of collective bargaining in respect to rates of pay, wages, hours of employment, or other conditions of em-ployment.” 29 U. S. C. §159(a). As the employees' exclu-sive bargaining representative, the Union "enjoys broad authority . . . in the negotiation and administration of [the] collective bargaining contract.” Communications Workers v. Beck, 487 U. S. 735, 739 (1988) (internal quota-tion marks omitted). But this broad authority "is accom-panied by a responsibility of equal scope, the responsibility and duty of fair representation.” Humphrey v. Moore, 375 U. S. 335, 342 (1964). The employer has a correspondingduty under the NLRA to bargain in good faith "with the representatives of his employees” on wages, hours, and conditions of employment. 29 U. S. C. §158(a)(5); see also §158(d). In this instance, the Union and the RAB, negotiating onbehalf of 14 Penn Plaza, collectively bargained in good faith and agreed that employment-related discrimination claims, including claims brought under the ADEA, would be resolved in arbitration. This freely negotiated termbetween the Union and the RAB easily qualifies as a "conditio[n] of employment” that is subject to mandatory bargaining under §159(a). See Litton Financial Printing Div., Litton Business Systems, Inc. v. NLRB, 501 U. S. 190, 199 (1991) ("[A]rrangements for arbitration of dis-putes are a term or condition of employment and a manda-tory subject of bargaining”); Steelworkers v. Warrior & Gulf Nav. Co., 363 U. S. 574, 578 (1960) ("[A]rbitration of labor disputes under collective bargaining agreements is part and parcel of the collective bargaining process itself”); Textile Workers v. Lincoln Mills of Ala., 353 U. S. 448, 455 (1957) ("Plainly the agreement to arbitrate grievancedisputes is the quid pro quo for an agreement not to strike”). The decision to fashion a CBA to require arbitra-tion of employment-discrimination claims is no different from the many other decisions made by parties in design-ing grievance machinery.5 Respondents, however, contend that the arbitration clause here is outside the permissible scope of the collec-tive-bargaining process because it affects the "employees' individual, non-economic statutory rights.” Brief for Re-spondents 22; see also post, at 5–6 (SOUTER, J., dissent-ing). We disagree. Parties generally favor arbitration precisely because of the economics of dispute resolution. See Circuit City Stores, Inc. v. Adams, 532 U. S. 105, 123 (2001) ("Arbitration agreements allow parties to avoid thecosts of litigation, a benefit that may be of particular importance in employment litigation, which often involves smaller sums of money than disputes concerning commer-cial contracts”). As in any contractual negotiation, a unionmay agree to the inclusion of an arbitration provision in acollective-bargaining agreement in return for other con-cessions from the employer. Courts generally may notinterfere in this bargained-for exchange. "Judicial nullifi-cation of contractual concessions . . . is contrary to whatthe Court has recognized as one of the fundamental poli-cies of the National Labor Relations Act—freedom of contract.” NLRB v. Magnavox Co., 415 U. S. 322, 328 (1974) (Stewart, J., concurring in part and dissenting in part) (internal quotation marks and brackets omitted).

As a result, the CBA's arbitration provision must behonored unless the ADEA itself removes this particularclass of grievances from the NLRA's broad sweep. See Mitsubishi Motors Corp. v. Soler Chrysler-Plymouth, Inc., 473 U. S. 614, 628 (1985). It does not. This Court has squarely held that the ADEA does not preclude arbitrationof claims brought under the statute. See Gilmer, 500 U. S., at 26–33.

In Gilmer, the Court explained that "[a]lthough allstatutory claims may not be appropriate for arbitration,'having made the bargain to arbitrate, the party should beheld to it unless Congress itself has evinced an intention to preclude a waiver of judicial remedies for the statutoryrights at issue.'” Id., at 26 (quoting Mitsubishi Motors Corp., supra, at 628). And "if Congress intended the sub-stantive protection afforded by the ADEA to include pro-tection against waiver of the right to a judicial forum, thatintention will be deducible from text or legislative history.” 500 U. S., at 29 (internal quotation marks and brackets omitted). The Court determined that "nothing in the text of the ADEA or its legislative history explicitly precludesarbitration.” Id., at 26–27. The Court also concluded that arbitrating ADEA disputes would not undermine the statute's "remedial and deterrent function.” Id., at 28 (internal quotation marks omitted). In the end, the em-ployee's "generalized attacks” on "the adequacy of arbitra-tion procedures” were "insufficient to preclude arbitrationof statutory claims,” id., at 30, because there was no evi-dence that "Congress, in enacting the ADEA, intended to preclude arbitration of claims under that Act,” id., at 35.

The Gilmer Court's interpretation of the ADEA fullyapplies in the collective-bargaining context. Nothing in the law suggests a distinction between the status of arbi-tration agreements signed by an individual employee and those agreed to by a union representative. This Court has required only that an agreement to arbitrate statutoryantidiscrimination claims be "explicitly stated” in the collective-bargaining agreement. Wright, 525 U. S., at 80 (internal quotation marks omitted). The CBA under review here meets that obligation. Respondents incor-rectly counter that an individual employee must person-ally "waive” a "[substantive] right” to proceed in court for awaiver to be "knowing and voluntary” under the ADEA. 29 U. S. C. §626(f)(1). As explained below, however, theagreement to arbitrate ADEA claims is not the waiver of a"substantive right” as that term is employed in the ADEA. Wright, supra, at 80; see infra, at 15–16. Indeed, if the "right” referred to in §626(f)(1) included the prospective waiver of the right to bring an ADEA claim in court, even a waiver signed by an individual employee would be inva-lid as the statute also prevents individuals from "waiv[ing] rights or claims that may arise after the date the waiver isexecuted.” §626(f)(1)(C).6


Examination of the two federal statutes at issue in this case, therefore, yields a straightforward answer to the question presented: The NLRA provided the Union and the RAB with statutory authority to collectively bargainfor arbitration of workplace discrimination claims, and Congress did not terminate that authority with respect tofederal age-discrimination claims in the ADEA. Accord-ingly, there is no legal basis for the Court to strike downthe arbitration clause in this CBA, which was freely nego-tiated by the Union and the RAB, and which clearly andunmistakably requires respondents to arbitrate the age-discrimination claims at issue in this appeal. Congress has chosen to allow arbitration of ADEA claims. The Judiciary must respect that choice.

B The CBA's arbitration provision is also fully enforceable under the Gardner-Denver line of cases. Respondentsinterpret Gardner-Denver and its progeny to hold that "aunion cannot waive an employee's right to a judicial forum under the federal antidiscrimination statutes” because "allowing the union to waive this right would substitutethe union's interests for the employee's antidiscriminationrights.” Brief for Respondents 12. The "combination of union control over the process and inherent conflict of interest with respect to discrimination claims,” they argue, "provided the foundation for the Court's holding [in Gard-ner-Denver] that arbitration under a collective-bargainingagreement could not preclude an individual employee's right to bring a lawsuit in court to vindicate a statutorydiscrimination claim.” Id., at 15. We disagree.

1

The holding of Gardner-Denver is not as broad as re-spondents suggest. The employee in that case was covered by a collective-bargaining agreement that prohibited "discrimination against any employee on account of race,color, religion, sex, national origin, or ancestry” and thatguaranteed that "[n]o employee will be discharged . . . except for just cause.” 415 U. S., at 39 (internal quotation marksomitted). The agreement also included a "multistep griev-ance procedure” that culminated in compulsory arbitration for any "differences aris[ing] between the Company and theUnion as to the meaning and application of the provisions ofthis Agreement” and "any trouble aris[ing] in the plant.” Id., at 40–41 (internal quotation marks omitted).The employee was discharged for allegedly producing too many defective parts while working for the respondent as a drill operator. He filed a grievance with his unionclaiming that he was "'unjustly discharged'” in violation of the "'just cause'” provision within the CBA. Then at the final prearbitration step of the grievance process, the employee added a claim that he was discharged because of his race. Id., at 38–42.

The arbitrator ultimately ruled that the employee had been "'discharged for just cause,'” but "made no referenceto [the] claim of racial discrimination.” Id., at 42. After obtaining a right-to-sue letter from the EEOC, the em-ployee filed a claim in Federal District Court, allegingracial discrimination in violation of Title VII of the Civil Rights Act of 1964. The District Court issued a decision, affirmed by the Court of Appeals, which granted summaryjudgment to the employer because it concluded that "the claim of racial discrimination had been submitted to the arbitrator and resolved adversely to [the employee].” Id., at 43. In the District Court's view, "having voluntarily elected to pursue his grievance to final arbitration under the nondiscrimination clause of the collective-bargainingagreement,” the employee was "bound by the arbitraldecision” and precluded from suing his employer on anyother grounds, such as a statutory claim under Title VII. Ibid.

This Court reversed the judgment on the narrow groundthat the arbitration was not preclusive because the collec-tive-bargaining agreement did not cover statutory claims. As a result, the lower courts erred in relying on the "doc-trine of election of remedies” to bar the employee's TitleVII claim. Id., at 49. "That doctrine, which refers to situations where an individual pursues remedies that arelegally or factually inconsistent” with each other, did notapply to the employee's dual pursuit of arbitration and aTitle VII discrimination claim in district court. The em-ployee's collective-bargaining agreement did not mandatearbitration of statutory antidiscrimination claims. Id., at 49–50. "As the proctor of the bargain, the arbitrator's task is to effectuate the intent of the parties.” Id., at 53. Be-cause the collective-bargaining agreement gave the arbi-trator "authority to resolve only questions of contractualrights,” his decision could not prevent the employee frombringing the Title VII claim in federal court "regardless ofwhether certain contractual rights are similar to, or dupli-cative of, the substantive rights secured by Title VII.” Id., at 53–54; see also id., at 50.

The Court also explained that the employee had not waived his right to pursue his Title VII claim in federal court by participating in an arbitration that was premised on the same underlying facts as the Title VII claim. See id., at 52. Thus, whether the legal theory of preclusionadvanced by the employer rested on "the doctrines ofelection of remedies” or was recast "as resting instead onthe doctrine of equitable estoppel and on themes of res judicata and collateral estoppel,” id., at 49, n. 10 (internal quotation marks omitted), it could not prevail in light of the collective-bargaining agreement's failure to addressarbitration of Title VII claims. See id., at 46, n. 6 ("[W]e hold that the federal policy favoring arbitration does not establish that an arbitrator's resolution of a contractual claim is dispositive of a statutory claim under Title VII” (emphasis added)).

The Court's decisions following Gardner-Denver have not broadened its holding to make it applicable to the facts of this case. In Barrentine v. Arkansas-Best Freight Sys-tem, Inc., 450 U. S. 728 (1981), the Court considered "whether an employee may bring an action in federaldistrict court, alleging a violation of the minimum wageprovisions of the Fair Labor Standards Act, . . . after having unsuccessfully submitted a wage claim based onthe same underlying facts to a joint grievance committee pursuant to the provisions of his union's collective-bargaining agreement.” Id., at 729–730. The Court held that the unsuccessful arbitration did not preclude the federal lawsuit. Like the collective-bargaining agreement in Gardner-Denver, the arbitration provision under review in Barrentine did not expressly reference the statutoryclaim at issue. See 450 U. S., at 731, n. 5. The Court thus reiterated that an "arbitrator's power is both derived from,and limited by, the collective-bargaining agreement” and "[h]is task is limited to construing the meaning of the collective-bargaining agreement so as to effectuate the collective intent of the parties.” Id., at 744.

McDonald v. West Branch, 466 U. S. 284 (1984), was decided along similar lines. The question presented inthat case was "whether a federal court may accord preclu-sive effect to an unappealed arbitration award in a casebrought under [42 U. S. C. §1983].” Id., at 285. The Court declined to fashion such a rule, again explaining that"because an arbitrator's authority derives solely from the contract, Barrentine, supra, at 744, an arbitrator may not have authority to enforce §1983” when that provision is left unaddressed by the arbitration agreement. Id., at 290. Accordingly, as in both Gardner-Denver and Barren-tine, the Court's decision in McDonald hinged on the scopeof the collective-bargaining agreement and the arbitrator'sparallel mandate.

The facts underlying Gardner-Denver, Barrentine, and McDonald reveal the narrow scope of the legal rule arisingfrom that trilogy of decisions. Summarizing those opin-ions in Gilmer, this Court made clear that the Gardner-Denver line of cases "did not involve the issue of the en-forceability of an agreement to arbitrate statutory claims.” 500 U. S., at 35. Those decisions instead "involved the quite different issue whether arbitration of contract-basedclaims precluded subsequent judicial resolution of statu-tory claims. Since the employees there had not agreed to arbitrate their statutory claims, and the labor arbitratorswere not authorized to resolve such claims, the arbitration in those cases understandably was held not to precludesubsequent statutory actions.” Ibid.; see also Wright, 525 U. S., at 76; Livadas v. Bradshaw, 512 U. S. 107, 127, n. 21 (1994).7 Gardner-Denver and its progeny thus do not control the outcome where, as is the case here, the collec-tive-bargaining agreement's arbitration provision ex-pressly covers both statutory and contractual discrimina-tion claims.8

2

We recognize that apart from their narrow holdings, the Gardner-Denver line of cases included broad dicta that was highly critical of the use of arbitration for the vindica-tion of statutory antidiscrimination rights. That skepti-cism, however, rested on a misconceived view of arbitra-tion that this Court has since abandoned. First, the Court in Gardner-Denver erroneously as-sumed that an agreement to submit statutory discrimina-tion claims to arbitration was tantamount to a waiver of those rights. See 415 U. S., at 51. ("[T]here can be no prospective waiver of an employee's rights under Title VII” (emphasis added)). For this reason, the Court stated, "the rights conferred [by Title VII] can form no part of the collective-bargaining process since waiver of these rights would defeat the paramount congressional purpose behind Title VII.” Ibid.; see also id., at 56 ("we have long recog-nized that 'the choice of forums inevitably affects the scopeof the substantive right to be vindicated'” (quoting U. S. Bulk Carriers, Inc. v. Arguelles, 400 U. S. 351, 359–360 (1971) (Harlan, J., concurring))).The Court was correct in concluding that federal anti-discrimination rights may not be prospectively waived, see 29 U. S. C. §626(f)(1)(C); see supra, at 9, but it confused an agreement to arbitrate those statutory claims with a prospective waiver of the substantive right. The decision to resolve ADEA claims by way of arbitration instead of litigation does not waive the statutory right to be free from workplace age discrimination; it waives only the right toseek relief from a court in the first instance. See Gilmer, supra, at 26 ("'[B]y agreeing to arbitrate a statutory claim, a party does not forgo the substantive rights afforded bythe statute; it only submits to their resolution in an arbi-tral, rather than a judicial, forum'” (quoting Mitsubishi Motors Corp., 473 U. S., at 628)). This "Court has been quite specific in holding that arbitration agreements can be enforced under the FAA without contravening the policies of congressional enactments giving employees specific protection against discrimination prohibited byfederal law.” Circuit City Stores, Inc., 532 U. S., at 123. The suggestion in Gardner-Denver that the decision to arbitrate statutory discrimination claims was tantamount to a substantive waiver of those rights, therefore, reveals a distorted understanding of the compromise made when an employee agrees to compulsory arbitration.

In this respect, Gardner-Denver is a direct descendant of the Court's decision in Wilko v. Swan, 346 U. S. 427 (1953), which held that an agreement to arbitrate claimsunder the Securities Act of 1933 was unenforceable. See id., at 438. The Court subsequently overruled Wilko and, in so doing, characterized the decision as "pervaded by . . .'the old judicial hostility to arbitration.'” Rodriguez de Quijas v. Shearson/American Express, Inc., 490 U. S. 477, 480 (1989). The Court added: "To the extent that Wilko rested on suspicion of arbitration as a method of weaken-ing the protections afforded in the substantive law towould-be complainants, it has fallen far out of step with our current strong endorsement of the federal statutesfavoring this method of resolving disputes.” Id., at 481; see also Mitsubishi Motors Corp., supra, at 626–627 ("[W]eare well past the time when judicial suspicion of the desir-ability of arbitration and of the competence of arbitraltribunals inhibited the development of arbitration as analternative means of dispute resolution”). The timeworn "mistrust of the arbitral process” harbored by the Court in Gardner-Denver thus weighs against reliance on anything more than its core holding. Shearson/American Express Inc. v. McMahon, 482 U. S. 220, 231–232 (1987); see also Gilmer, 500 U. S., at 34, n. 5 (reiterating that Gardner-Denver's view of arbitration "has been undermined by [theCourt's] recent arbitration decisions”). Indeed, in light of the "radical change, over two decades, in the Court's receptivity to arbitration,” Wright, 525 U. S., at 77, reliance on any judicial decision similarly littered with Wilko's overt hostility to the enforcement of arbitration agree-ments would be ill advised. 9 Second, Gardner-Denver mistakenly suggested that certain features of arbitration made it a forum "well suited to the resolution of contractual disputes,” but "a compara-tively inappropriate forum for the final resolution of rights created by Title VII.” 415 U. S., at 56. According to the Court, the "factfinding process in arbitration” is "not equivalent to judicial factfinding” and the "informality ofarbitral procedure . . . makes arbitration a less appropri-ate forum for final resolution of Title VII issues than the federal courts.” Id., at 57, 58. The Court also questioned the competence of arbitrators to decide federal statutoryclaims. See id., at 57 ("[T]he specialized competence ofarbitrators pertains primarily to the law of the shop, notthe law of the land”); Barrentine, 450 U. S., at 743 ("Al-though an arbitrator may be competent to resolve many preliminary factual questions, such as whether the em-ployee 'punched in' when he said he did, he may lackcompetence to decide the ultimate legal issue whether an employee's right to a minimum wage or to overtime pay under the statute has been violated”). In the Court's view, "the resolution of statutory or constitutional issues is a primary responsibility of courts, and judicial constructionhas proved especially necessary with respect to Title VII, whose broad language frequently can be given meaningonly by reference to public law concepts.” Gardner-Denver, supra, at 57; see also McDonald, 466 U. S., at 290 ("An arbitrator may not . . . have the expertise required to resolve the complex legal questions that arise in §1983 actions”).

These misconceptions have been corrected. For exam-ple, the Court has "recognized that arbitral tribunals are readily capable of handling the factual and legal complexi-ties of antitrust claims, notwithstanding the absence of judicial instruction and supervision” and that "there is noreason to assume at the outset that arbitrators will not follow the law.” McMahon, supra, at 232; Mitsubishi Motors Corp., 473 U. S., at 634 ("We decline to indulge the presumption that the parties and arbitral body conductinga proceeding will be unable or unwilling to retain compe-tent, conscientious, and impartial arbitrators”). An arbi-trator's capacity to resolve complex questions of fact and law extends with equal force to discrimination claimsbrought under the ADEA. Moreover, the recognition thatarbitration procedures are more streamlined than federallitigation is not a basis for finding the forum somehow inadequate; the relative informality of arbitration is one of the chief reasons that parties select arbitration. Parties "trad[e] the procedures and opportunity for review of thecourtroom for the simplicity, informality, and expedition ofarbitration.” Id., at 628. In any event, "[i]t is unlikely . . .that age discrimination claims require more extensive discovery than other claims that we have found to bearbitrable, such as RICO and antitrust claims.” Gilmer, 500 U. S., at 31. At bottom, objections centered on the nature of arbitration do not offer a credible basis for dis-crediting the choice of that forum to resolve statutoryantidiscrimination claims.10

Third, the Court in Gardner-Denver raised in a footnote a "further concern” regarding "the union's exclusive con-trol over the manner and extent to which an individual grievance is presented.” 415 U. S., at 58, n. 19. The Court suggested that in arbitration, as in the collective-bargaining process, a union may subordinate the interests of an individual employee to the collective interests of allemployees in the bargaining unit. Ibid.; see also McDon-ald, supra, at 291 ("The union's interests and those of the individual employee are not always identical or evencompatible. As a result, the union may present the em-ployee's grievance less vigorously, or make different strategic choices, than would the employee”); see also Barren-tine, supra, at 742; post, at 8, n. 4 (SOUTER, J., dissenting).

We cannot rely on this judicial policy concern as a source of authority for introducing a qualification into the ADEA that is not found in its text. Absent a constitu-tional barrier, "it is not for us to substitute our view of . . . policy for the legislation which has been passed by Con-gress.” Florida Dept. of Revenue v. Piccadilly Cafeterias, Inc., 554 U. S. ___, ___ (2008) (slip op., at 18) (internal quotation marks omitted). Congress is fully equipped "toidentify any category of claims as to which agreements toarbitrate will be held unenforceable.” Mitsubishi Motors Corp., supra, at 627. Until Congress amends the ADEA to meet the conflict-of-interest concern identified in the Gardner-Denver dicta, and seized on by respondents here,there is "no reason to color the lens through which the arbitration clause is read” simply because of an alleged conflict of interest between a union and its members. Mitsubishi Motors Corp., supra, at 628. This is a "battl[e]that should be fought among the political branches andthe industry. Those parties should not seek to amend the statute by appeal to the Judicial Branch.” Barnhart v. Sigmon Coal Co., 534 U. S. 438, 462 (2002).

The conflict-of-interest argument also proves too much. Labor unions certainly balance the economic interests of some employees against the needs of the larger work force as they negotiate collective-bargain agreements and im-plement them on a daily basis. But this attribute of or-ganized labor does not justify singling out an arbitrationprovision for disfavored treatment. This "principle ofmajority rule” to which respondents object is in fact the central premise of the NLRA. Emporium Capwell Co. v. Western Addition Community Organization, 420 U. S. 50, 62 (1975). "In establishing a regime of majority rule, Congress sought to secure to all members of the unit the benefits of their collective strength and bargaining power, in full awareness that the superior strength of some indi-viduals or groups might be subordinated to the interest of the majority.” Ibid. (footnote omitted); see also Ford Motor Co. v. Huffman, 345 U. S. 330, 338 (1953) ("Thecomplete satisfaction of all who are represented is hardlyto be expected”); Pennsylvania R. Co. v. Rychlik, 352 U. S. 480, 498 (1957) (Frankfurter, J., concurring). It was Con-gress' verdict that the benefits of organized labor outweigh the sacrifice of individual liberty that this system neces-sarily demands. Respondents' argument that they were deprived of the right to pursue their ADEA claims infederal court by a labor union with a conflict of interest istherefore unsustainable; it amounts to a collateral attack on the NLRA.

In any event, Congress has accounted for this conflict of interest in several ways. As indicated above, the NLRA has been interpreted to impose a "duty of fair representa-tion” on labor unions, which a union breaches "when its conduct toward a member of the bargaining unit is arbi-trary, discriminatory, or in bad faith.” Marquez v. Screen Actors, 525 U. S. 33, 44 (1998). This duty extends to "chal-lenges leveled not only at a union's contract administra-tion and enforcement efforts but at its negotiation activi-ties as well.” Beck, 487 U. S., at 743 (citation omitted).Thus, a union is subject to liability under the NLRA if itillegally discriminates against older workers in either the formation or governance of the collective-bargaining agree-ment, such as by deciding not to pursue a grievance onbehalf of one of its members for discriminatory reasons. See Vaca v. Sipes, 386 U. S. 171, 177 (1967) (describing the duty of fair representation as the "statutory obligation to serve the interests of all members without hostility ordiscrimination toward any, to exercise its discretion withcomplete good faith and honesty, and to avoid arbitrary conduct” (emphasis added)). Respondents in fact broughta fair representation suit against the Union based on its withdrawal of support for their age-discrimination claims. See n. 2, supra. Given this avenue that Congress hasmade available to redress a union's violation of its duty to its members, it is particularly inappropriate to ask thisCourt to impose an artificial limitation on the collective-bargaining process. In addition, a union is subject to liability under theADEA if the union itself discriminates against its mem-bers on the basis of age. See 29 U. S. C. §623(d); see also 1 B. Lindemann & P. Grossman, Employment Discrimina-tion Law 1575–1581 (4th ed. 2007) (explaining that a laborunion may be held jointly liable with an employer under federal antidiscrimination laws for discriminating in theformation of a collective-bargaining agreement, knowingly acquiescing in the employer's discrimination, or inducingthe employer to discriminate); cf. Goodman v. Lukens Steel Co., 482 U. S. 656, 669 (1987). Union members may also file age-discrimination claims with the EEOC and the National Labor Relations Board, which may then seekjudicial intervention under this Court's precedent. See EEOC v. Waffle House, Inc., 534 U. S. 279, 295–296 (2002). In sum, Congress has provided remedies for thesituation where a labor union is less than vigorous indefense of its members' claims of discrimination under the ADEA. III Finally, respondents offer a series of arguments con-tending that the particular CBA at issue here does notclearly and unmistakably require them to arbitrate theirADEA claims. See Brief for Respondents 44–47. But respondents did not raise these contract-based argumentsin the District Court or the Court of Appeals. To the contrary, respondents acknowledged on appeal that the CBA provision requiring arbitration of their federal anti-discrimination statutory claims "is sufficiently explicit” in precluding their federal lawsuit. Brief for Plaintiffs-Appellees in No. 06–3047–cv(L) etc. (CA2), p. 9. In light ofrespondents' litigating position, both lower courts assumedthat the CBA's arbitration clause clearly applied to re-spondents and proceeded to decide the question left unre-solved in Wright. We granted review of the question presented on that understanding. "Without cross-petitioning for certiorari, a prevailing party may, of course, 'defend its judgment on any ground properly raised below whether or not that ground wasrelied upon, rejected, or even considered by the DistrictCourt or the Court of Appeals.'” Granfinanciera, S. A. v. Nordberg, 492 U. S. 33, 38–39 (1989) (quoting Washington v. Confederated Bands and Tribes of Yakima Nation, 439 U. S. 463, 476, n. 20 (1979)). But this Court will affirm on grounds that have "'not been raised below . . . "only in exceptional cases.”'” Nordberg, supra, at 39 (quoting Heckler v. Campbell, 461 U. S. 458, 468–469, n. 12 (1983)).This is not an "exceptional case.” As a result, we find that respondents' alternative arguments for affirmance have been forfeited. See, e.g., Rita v. United States, 551 U. S. 338, 360 (2007); Sprietsma v. Mercury Marine, 537 U. S. 51, 56, n. 4 (2002). We will not resurrect them on respon-dents' behalf. Respondents also argue that the CBA operates as a substantive waiver of their ADEA rights because it not only precludes a federal lawsuit, but also allows the Unionto block arbitration of these claims. Brief for Respondents28–30. Petitioners contest this characterization of the CBA, see Reply Brief for Petitioners 23–27, and offer record evidence suggesting that the Union has allowed respondents to continue with the arbitration even thoughthe Union has declined to participate, see App. to Pet. for Cert. 42a. But not only does this question require resolu-tion of contested factual allegations, it was not fullybriefed to this or any court and is not fairly encompassed within the question presented, see this Court's Rule14.1(a). Thus, although a substantive waiver of federally protected civil rights will not be upheld, see Mitsubishi Motors Corp., 473 U. S., at 637, and n. 19; Gilmer, 500 U. S., at 29, we are not positioned to resolve in the first instance whether the CBA allows the Union to prevent respondents from "effectively vindicating” their "federal statutory rights in the arbitral forum,” Green Tree Finan-cial Corp.-Ala. v. Randolph, 531 U. S. 79, 90 (2000). Reso-lution of this question at this juncture would be particu-larly inappropriate in light of our hesitation to invalidate arbitration agreements on the basis of speculation. See id., at 91.

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See: http://www.supremecourtus.gov/opinions/08pdf/07-581.pdf

We hold that a collective-bargaining agreement thatclearly and unmistakably requires union members to arbitrate ADEA claims is enforceable as a matter of fed-eral law. The judgment of the Court of Appeals is re-versed, and the case is remanded for further proceedingsconsistent with this opinion.