Flag!: The Second Circuit Drops a Penalty on the NFL’s Arbitration Procedures
By Alice K. Jump and Lucia Mead
With the NFL season about to commence, a recent ruling by the Court of Appeals for the Second Circuit highlights some interesting employment and dispute resolution issues. On August 14, 2025, the Second Circuit upheld a the lower court’s ruling in Flores v. N.Y. Football Giants, allowing Brian Flores, a National Football League (NFL) coach, to continue pursuing race discrimination claims against the NFL and several of its teams in federal court. This decision came despite Flores having signed arbitration agreements with the league and the teams in question.
Brian Flores, who previously served as head coach for the Miami Dolphins, filed a putative class action in the Southern District of in February of 2022 alleging systemic racial discrimination in the NFL’s hiring practices. The lawsuit targeted the league as well as specific NFL franchises, including the Denver Broncos, New York Giants, and Houston Texans. Flores claimed that, despite his qualifications and success with the Dolphins, he was passed over for head coach positions in favor of less qualified candidates. The case also challenged the effectiveness of the NFL’s “Rooney Rule,” intended to ensure that teams interview minority candidates for top coaching positions.
Central to the issue was the arbitration clause included in Flores’ employment contracts, which referenced the NFL Constitution and conferred broad authority upon NFL Commissioner Roger Goodell to arbitrate disputes. The courts, however, found this provision to be problematic.
In March of 2023, U.S. District Judge Valerie Caproni of the Southern District of New York initially ruled that the NFL Constitution’s arbitration agreement was unenforceable. The clause was deemed “illusory”[1] under Massachusetts law, since it allowed unilateral modification by the league and failed to guarantee Flores access to a neutral forum. Judge Caproni compelled arbitration only for claims against the Miami Dolphins, Arizona Cardinals, and Tennessee Titans, where Flores had different a contractual arrangement, but permitted Flores’s case against the Broncos, Giants, Texans, and the NFL itself to move forward in federal court.
On appeal, the Second Circuit affirmed Judge Caproni’s decision, noting that the NFL’s arbitration clause granted the Commissioner “unilateral substantive and procedural authority.” [2] This arrangement undermined the impartiality of the arbitration process, depriving Flores of the ability to adequately vindicate his claims. The court reasoned that such a provision “provides for arbitration in name only” [3] and failed to meet the fairness standards mandated by the Federal Arbitration Act (FAA), making it unenforceable.
By declaring the arbitration agreement to be unenforceable, the Second Circuit ensured that Flores’ claims of racial discrimination would be heard in a public court, subject to the transparency and scrutiny that litigation entails. This ruling underscores a crucial point for employers: arbitration agreements, which might offer a quicker and more cost-effective alternative to traditional litigation, can be invalidated if the agreement fails to adhere to the necessary legal standards.
[1] Flores v. N.Y. Football Giants, Inc., No. 23-1185-cv, slip op. at 11 (2d Cir. Aug. 14, 2025).
[2] Id at 3.
[3] Id at 19-20.
This article is intended as a general discussion of these issues only and is not to be considered legal advice or relied upon. For more information, please contact RPJ Partner Alice K. Jump who counsels clients on litigation, alternative dispute resolution and business counseling, with particular emphasis on representing clients in the financial services and real estate industries as well as educational and non-profit institutions. Ms. Jump is admitted to practice law in New York and before the United States District Courts for the Southern and Eastern Districts of New York and the United States Court of Appeals for the Second Circuit.