Circuit City Stores, Inc. A Virginia Corp. v. Saint Clair Adams, a California Resident, 279 F.3d 889 (9th Cir. 2002). · Go Syfert
Circuit City Stores, Inc. A Virginia Corp. v. Saint Clair Adams, a California Resident, 279 F.3d 889 (9th Cir. 2002). Cases Citing This Book View Copy Cite
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cited 3× by 3 distinct cases, last quoted 2009 · …the is procedurally unconscionable because it is a contract of adhesion. at p. 893
425 citation events (422 in the last 25 years) across 51 distinct courts.
Strongest positive: Jordan M. Hooge v. L. Michelle Sugerman, et al. (utd, 2026-03-03) · Strongest negative: Western Rim Property Services Inc. v. Paula Bazan-Garcia (texapp, 2014-12-31)
Treatment trajectory · 2000 → 2026 · click a year to view as-of
2000 2013 2026
Top citers, strongest first. 50 distinct citers. How cited ↗
examined Cited "but see" Western Rim Property Services Inc. v. Paula Bazan-Garcia (3×) also: Cited as authority (rule)
Tex. App. · 2014 · signal: but see · confidence high
But see Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir.2002) (holding that plaintiff employees should not “have to pay either unreasonable costs or any arbitrators' fees or expenses as a condition of access to the arbitration forum”). 5 “Total cost” refers to the total cost of pursuing a claim in either forum, notwithstanding who will be financing the claim.
discussed Cited "but see" in Re Olshan Foundation Repair Company, LLC and Olshan Foundation Repair Company of Dallas, Ltd.
Tex. · 2010 · signal: but see · confidence high
But see Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir.2002) (holding that plaintiff employees should not "have to pay either unreasonable costs or any arbitrators' fees or expenses as a condition of access to die arbitration forum”). .
discussed Cited as authority (verbatim quote) Jordan M. Hooge v. L. Michelle Sugerman, et al.
D. Utah · 2026 · quote attribution · 1 verbatim quote · confidence high
eneral contract defenses such as . . . duress . . . 17 grounded in state contract law.
discussed Cited as authority (verbatim quote) Todd Johnston v. Uber Technologies, Inc.
N.D. Cal. · 2019 · quote attribution · 1 verbatim quote · confidence high
because was employed in california, we look to california contract law to 26 determine whether the agreement is valid.
discussed Cited as authority (verbatim quote) Delmore v. Ricoh Americas Corp. (2×) also: Cited as authority (rule)
N.D. Cal. · 2009 · quote attribution · 1 verbatim quote · confidence high
the is procedurally unconscionable because it is a contract of adhesion.
discussed Cited as authority (verbatim quote) McArdle v. AT & T MOBILITY LLC (2×) also: Cited as authority (rule)
N.D. Cal. · 2009 · quote attribution · 1 verbatim quote · confidence high
the is procedurally unconscionable because it is a contract of adhesion.
discussed Cited as authority (verbatim quote) Nagrampa v. Mailcoups, Inc.
9th Cir. · 2006 · signal: see also · quote attribution · 1 verbatim quote · confidence high
the dra is procedurally unconscionable because it is a contract of adhesion: a standard-form contract . . . .
discussed Cited as authority (verbatim quote) Lucas v. Gund, Inc. (2×) also: Cited as authority (rule)
C.D. Cal. · 2006 · signal: see · quote attribution · 1 verbatim quote · confidence high
because was employed in california, we look to california contract law to determine whether the agreement is valid.
examined Cited as authority (verbatim quote) Acorn v. Household International, Inc. (3×) also: Cited as authority (rule)
N.D. Cal. · 2002 · quote attribution · 2 verbatim quotes · confidence high
general contract defenses ... grounded in state contract law may operate' to invalidate arbitration agreements
discussed Cited as authority (quoted) Moua v. Optum Servs., Inc.
C.D. Cal. · 2018 · signal: see also · quote attribution · 1 verbatim quote · confidence low
the not only placed arbitration agreements on equal footing with other contracts, but established a federal policy in favor of arbitration.
examined Cited as authority (quoted) Hill v. ASSURANCEFORENINGEN SKULD (Gjensidig)
D. Guam · 2016 · signal: see also · quote attribution · 1 verbatim quote · confidence low
the not 7 only placed arbitration agreements on equal footing with other contracts, but established a federal 8 policy in favor of arbitration, and a federal common law of arbitrability which preempts state law 9 disfavoring arbitration.
examined Cited as authority (quoted) Pacific Renewable Energy Solutions, Inc. v. Sedna Aire Americas, LLC
D. Guam · 2014 · signal: see also · quote attribution · 1 verbatim quote · confidence low
the not only placed arbitration agreements on equal footing with other contracts, 27 but established a federal policy in favor of arbitration, and a federal common law of arbitrability 28 which preempts state law disfavoring arbitration.
discussed Cited as authority (rule) Dean Fuller v. Brookdale Senior Living Communities, Inc., and Brookdale Employee Services, LLC
D. Idaho · 2026 · confidence medium
This issue, however, is ultimately immaterial to the Court’s analysis. the formation of contracts.” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002) (quoting First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 944 (1995)).
cited Cited as authority (rule) Justin Jackson v. Upgrade Loans Incorporated
D. Ariz. · 2026 · confidence medium
Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 18 II. 19 Upgrade hired Jackson as a team lead for its account servicing department.
discussed Cited as authority (rule) Reese Turbin, et al. v. Thumbtack, Inc.
N.D. Cal. · 2025 · confidence medium
Since 3 “unconscionability is a defense to contracts generally and does not single out arbitration 4 agreements for special scrutiny, it is also a valid reason not to enforce an arbitration agreement 5 under the FAA.” Circuit City Stores v. Adams, 279 F.3d 889, 895 (9th Cir. 2002).
discussed Cited as authority (rule) Huberman v. McDermott Will & Emery LLP
Ill. App. Ct. · 2025 · confidence medium
App. 3d 214, 226 (2d Dist. 2008) (quoting Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002)). -8- 1-24-1212 ¶ 25 Gateway disputes about whether parties are bound by a given arbitration clause raises a “question of arbitrability.” Howsam v. Dean Witter Reynolds, Inc., 537 U.S. 79, 84 (2002).
discussed Cited as authority (rule) Carbonell v. SeatGeek, Inc.
D. Nev. · 2025 · confidence medium
Co., 42 F.3d 1292, 1294 (9th 16 Cir. 1994); see also Goldman, Sachs & Co. v. City of Reno, 747 F.3d 733, 743 (9th Cir. 2014). 17 18 Accordingly, state law governs contractual defenses raised to invalidate an agreement to arbitrate. 19 Shroyer v. New Cingular Wireless Servs., Inc., 498 F.3d 976, 988 (9th Cir. 2007); Cir. City Stores, 20 Inc. v. Adams, 279 F.3d 889, 895 (9th Cir. 2002). 21 B.
discussed Cited as authority (rule) Jet Aviation Flight Services Incorporated v. 7BD LLC
D. Ariz. · 2025 · confidence medium
Thus, “[i]n determining the validity of an agreement to arbitrate, federal 26 courts ‘should apply ordinary state-law principles that govern the formation of contracts.’” 27 Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002) (quoting First Options 28 of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)); see also A.R.S. § 12–3006(A) (“An 1 agreement . . . to arbitrat[e] any existing or subsequent controversy arising between the 2 parties to the agreement is valid, enforceable and irrevocable except on a ground that exists 3 at law or in equity for the revocation of a …
discussed Cited as authority (rule) Goudarzi v. JP Morgan Chase Bank NA
W.D. Wash. · 2025 · confidence medium
Accordingly, courts place arbitration agreements on 15 “equal footing with other contracts,” and recognize “a federal policy in favor of arbitration[.]” Cir. 16 City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002).
discussed Cited as authority (rule) Collette Rochelle Stewart v. Allstate Insurance Company
C.D. Cal. · 2025 · confidence medium
See, e.g., id. (finding unconscionable a one-sided filing requirements provision and a one- sided “preliminary injunction carve-out”’): Armendariz, 24 Cal. 4th at 119 (holding that a one-sides arbitration requirement is unconscionable); Cir. Stores, 279 F.3d at 894-95 (finding substantively unconscionable an agreement that unilaterally required employees to arbitrate claims against their employer).
discussed Cited as authority (rule) G&G Closed Circuit Events, LLC v. Fanmio Inc.
D. Nev. · 2025 · confidence medium
Shroyer v. New Cingular Wireless Servs., Inc., 498 F.3d 976, 988 (9th Cir. 2007); Cir. 19 City Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir. 2002). 20 When a party seeks to compel arbitration, courts apply a “summary judgment-type 21 standard,” which permits reliance on pertinent evidence outside the four corners of the complaint. 22 Cross v. National Union Fire Insur.
discussed Cited as authority (rule) Myers v. Experian Information Solutions Incorporated
D. Ariz. · 2024 · confidence medium
Thus, “[i]n determining the validity of an agreement to arbitrate, federal 15 courts ‘should apply ordinary state-law principles that govern the formation of contracts.’” 16 Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002) (quoting First Options 17 of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)); see also A.R.S. § 12–3006(A) (“An 18 agreement . . . to arbitrat[e] any existing or subsequent controversy arising between the 19 parties to the agreement is valid, enforceable and irrevocable except on a ground that exists 20 at law or in equity for the revocation of…
discussed Cited as authority (rule) Zamudio v. Aerotek, Inc.
E.D. Cal. · 2024 · confidence medium
However, a scheme that makes each party bear half of the 25 costs of the arbitration “alone would render an arbitration agreement unenforceable.” Circuit City 26 Stores, Inc. v. Adams, 279 F.3d 889, 894 (9th Cir. 2002). 27 Here, the arbitration agreement provides in relevant part: 1 I will pay any JAMS filing or administrative fee up to the amount of the initial filing fee to commence an action in a Court that otherwise 2 would have jurisdiction ("filing fee"), and the Company will pay any amount in excess of the filing fee. 3 The Company will pay any other JAMS administrative fees, the 4 …
cited Cited as authority (rule) Sasiada v. Switch, Ltd
D. Nev. · 2024 · confidence medium
Shroyer v. New Cingular Wireless Servs., Inc., 498 F.3d 976, 988 (9th 3 Cir. 2007); Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir. 2002). 4 III.
cited Cited as authority (rule) Rajabian v. Mercedes-Benz USA LLC
D. Ariz. · 2023 · confidence medium
Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 6 2002). 7 B.
discussed Cited as authority (rule) Krautstrunk v. JPMorgan Chase & Company
D. Ariz. · 2023 · confidence medium
Thus, “[i]n determining the validity of an 1 agreement to arbitrate, federal courts ‘should apply ordinary state-law principles that 2 govern the formation of contracts.’” Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th 3 Cir. 2002) (citing First Options of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)). 4 III.
discussed Cited as authority (rule) Berbig v. U-Haul Co of Arizona
D. Idaho · 2023 · confidence medium
In determining the validity of an arbitration agreement, federal courts “apply ordinary state-law principles that govern the formation of contracts.” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002) (internal quotation marks and citation omitted); Accordingly, “generally applicable contract defenses, such as fraud, duress or unconscionability, may be applied to invalidate arbitration agreements without contravening federal law.” Al-Safin v. Circuit City Stores, Inc., 394 F.3d 1254, 1257 (9th Cir. 2005) (internal quotations and citation omitted).
discussed Cited as authority (rule) Blair v. INFORM Software Corporation
N.D. Cal. · 2023 · confidence medium
App’x 581, 583 (9th Cir. 2006); Ingle v. Cir. City Stores, Inc., 4 328 F.3d 1165, 1178 (9th Cir. 2003); Ting v. AT&T, 319 F.3d 1126 , 1151 (9th Cir. 2003); 5 Ferguson v. Countrywide Credit Indus., 298 F.3d 778, 785 (9th Cir. 2002); Cir. City Stores, Inc. v. 6 Adams, 279 F.3d 889, 894 (9th Cir. 2002) (reasoning that term requiring employee to split 7 arbitrator’s fees with employer “alone would render an arbitration agreement unenforceable”). 8 There is no significant difference between the cost-allocation terms of the arbitration provision in 9 this case and those rejected in precedent…
discussed Cited as authority (rule) Tinker v. CrimShield Incorporated
D. Ariz. · 2022 · confidence medium
Cal. Mar. 25, 2020). || unenforceable if they “fail to provide for all of the types of relief that would otherwise be 2|| available in court” or require the employee to pay “unreasonable costs.” Circuit City 3|| Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir. 2002). 4 Under the FCRA, Tinker would be entitled to costs and reasonable fees if he succeeds on his claims.
discussed Cited as authority (rule) Robertson v. Argent Trust Company
D. Ariz. · 2022 · confidence medium
Choice Of Law 17 As noted, § 2 of the FAA provides that arbitration agreements such as the one 18 appearing in the Plan shall be valid, irrevocable, and enforceable, “save upon such grounds 19 as exist at law or in equity for the revocation of any contract.” Thus, “general contract 20 defenses such as fraud, duress, or unconscionability . . . may operate to invalidate 21 arbitration agreements.” Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 22 In general, courts look to “state contract law” when evaluating the availability of 23 the general contract defenses …
discussed Cited as authority (rule) East v. PNC Bank National Association
D. Ariz. · 2022 · confidence medium
“In determining the validity of an agreement to 5 arbitrate, federal courts ‘should apply ordinary state-law principles that govern the 6 formation of contracts.’” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 7 2002) (quoting First Options of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)).
cited Cited as authority (rule) Myers v. Racerworld LLC
D. Ariz. · 2022 · confidence medium
First Options of Chi., Inc. v. Kaplan, 514 U.S. 938 , 944 1 (1995); Cir. City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 2 II.
discussed Cited as authority (rule) Alfia v. Coinbase Global, Inc.
N.D. Cal. · 2022 · confidence medium
A finding of a contract of 16 17 adhesion is essentially a finding of procedural unconscionability.” Id.; Circuit City 18 Stores, Inc. v. Adams, 279 F.3d 889, 893 (9th Cir.2002). 19 Second, in Defendant’s Reply it argues that both the 2017 and 2019 User 20 21 Agreements compel Mr. Alfia to arbitrate.
cited Cited as authority (rule) Suski v. Coinbase Global, Inc.
N.D. Cal. · 2022 · confidence medium
The principles of state contract law are applied in determining 1 944 (1995); Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002).
discussed Cited as authority (rule) Barnett v. V.T. Motors LLC (2×) also: Cited "see"
D. Ariz. · 2021 · confidence medium
Thus, “[i]n 3 determining the validity of an agreement to arbitrate, federal courts ‘should apply 4 ordinary state-law principles that govern the formation of contracts.’” Cir. City Stores, 5 Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002) (citing First Options of Chi., Inc. v. 6 Kaplan, 514 U.S. 938, 944 (1995)).
cited Cited as authority (rule) Burmudez v. Dragados USA, Inc.
E.D. Cal. · 2021 · confidence medium
Circuit 3 City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002).
discussed Cited as authority (rule) Escobar v. National Maintenance Contractors, LLC
D. Or. · 2021 · confidence medium
The Ninth Circuit has made clear that “the arbitral forum must allow the employee to adequately pursue statutory rights” and “to provide for all of the types of relief that would otherwise be available in court.” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 895 (9th Cir. 2002).
discussed Cited as authority (rule) Denson v. Keplr Vision, LLC
S.D. Cal. · 2021 · confidence medium
Circuit City Stores, 14 Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 15 DISCUSSION 16 Denson raises several arguments in opposition to the motion: (1) the FAA is 17 inapplicable, (2) the arbitration agreement is invalid, (3) the agreement (if valid) is 18 unenforceable, and (4) Defendants waived their right to arbitrate.
discussed Cited as authority (rule) Hill v. BBVA Bank, N.A.
S.D. Cal. · 2021 · confidence medium
The FAA reflects 18 both a “liberal federal policy favoring arbitration agreements” and the “fundamental 19 principle that arbitration is a matter of contract.” AT&T Mobility LLC v. Concepcion, 563 20 U.S. 333 , 339 (2011) (quotations and citations omitted); see also Kilgore v. Keybank, Nat’l 21 Ass’n, 718 F.3d 1052, 1057 (9th Cir. 2013) (en banc) (“The FAA was intended to 22 ‘overcome an anachronistic judicial hostility to agreements to arbitrate, which American 23 courts had borrowed from English common law.’” (quoting Mitsubishi Motors Corp. v. 24 Soler Chrysler-Plymouth…
discussed Cited as authority (rule) West v. Reliant Financial Corporation
S.D. Cal. · 2021 · confidence medium
If it does, “and 4 if the agreement delegates the arbitrability issue to an arbitrator, a court may not decide the 5 arbitrability issue.” Id. 6 When determining whether a valid and enforceable agreement to arbitrate has been 7 established for the purposes of the FAA, the Court should apply “ordinary state-law 8 principles that govern the formation of contracts to decide whether the parties agreed to 9 arbitrate a certain matter.” First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938 , 944 10 (1995); Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002).
discussed Cited as authority (rule) Thomas-Lawson v. Carrington Mortgage Services LLC
C.D. Cal. · 2021 · confidence medium
MOTION TO COMPEL ARBITRATION 13 The Federal Arbitration Act (“FAA”) “provides that arbitration agreements 14 ‘shall be valid, irrevocable, and enforceable, save upon such grounds that exist at law 15 or in equity for the revocation of any contract.’” Circuit City Stores, Inc. v. Adams, 16 279 F.3d 889, 892 (9th Cir. 2002) (emphasis omitted) (quoting 9 U.S.C. § 2 ).
cited Cited as authority (rule) Theis v. AFLAC Incorporated
D. Mont. · 2021 · confidence medium
(Doc. 22 at 7, citing Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002)).
discussed Cited as authority (rule) Cisco Systems, Inc. v. Chung
N.D. Cal. · 2021 · confidence medium
Thus, state contract defenses 27 may be applied to invalidate arbitration clauses if those defenses apply to contracts 1 Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 2 Regarding the scope of the agreement, “any doubts concerning the scope of 3 arbitrable issues should be resolved in favor of arbitration.” Moses H.
discussed Cited as authority (rule) Solorio v. ABC Phones of North Carolina, Inc. (2×)
E.D. Cal. · 2021 · confidence medium
Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 893 (9th Cir. 2002). 18 b Surprise 19 Under California law, Plaintiffs cannot avoid the terms of a contract by asserting they did not— 20 or were unable to—read the terms of an arbitration agreement before signing it.
discussed Cited as authority (rule) Roberson v. SFM LLC
D. Ariz. · 2020 · confidence medium
“In determining the validity of an agreement to 9 arbitrate, federal courts ‘should apply ordinary state-law principles that govern the 10 formation of contracts.’” Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 11 2002) (citing First Options of Chi., Inc. v. Kaplan, 514 U.S. 938, 944 (1995)).
cited Cited as authority (rule) Robinson v. Bodily RV, Inc
D. Idaho · 2020 · confidence medium
Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002).
discussed Cited as authority (rule) Guadalupe Beltran v. Procare Pharmacy LLC
C.D. Cal. · 2020 · confidence medium
LEGAL STANDARD 15 The Federal Arbitration Act (“FAA”) “provides that arbitration agreements 16 ‘shall be valid, irrevocable, and enforceable, save upon such grounds that exist at law 17 or in equity for the revocation of any contract.’” Circuit City Stores, Inc. v. Adams, 18 279 F.3d 889, 892 (9th Cir. 2002) (quoting 9 U.S.C. § 2 ).
cited Cited as authority (rule) Yeomans v. World Financial Group
N.D. Cal. · 2020 · confidence medium
Cal. Jan. 31, 2012) (citing Circuit City Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th 21 Cir. 2002)).
discussed Cited as authority (rule) Sobaszkiewicz v. FedEx Ground Package System, Inc.
N.D. Cal. · 2020 · confidence medium
Doctor’s Assocs., Inc. v. Casarotto, 517 U.S. 681, 687 (1996); Circuit City 15 Stores, Inc. v. Adams, 279 F.3d 889, 892 (9th Cir. 2002). 16 Regarding the scope of the agreement, “any doubts concerning the scope of 17 arbitrable issues should be resolved in favor of arbitration.” Moses H.
cited Cited as authority (rule) Duarte v. Mission Federal Credit Union
S.D. Cal. · 2020 · confidence medium
Circuit City Stores, Inc., v. Adams, 279 F. 3d 889, 892 (9th Cir. 20 2002).
Retrieving the full opinion text from the archive…
CIRCUIT CITY STORES, INC. a Virginia Corporation, Plaintiff-Appellee,
v.
Saint Clair ADAMS, a California Resident, Defendant-Appellant
Rex Darrell Bepry, Davis, .Grimm & Payne, Seattle, Washington, for the plaintiff-appellee., Angela Alioto, Steven L. Robinson, The Law Offices of Mayor Joseph L. Alioto and Angela Alioto, San Francisco, CA, for the defendant-appellant.
Fletcher, Nelson, Brunetti.
Cited by 218 opinions  |  Published
3 passages pin-cited by 3 cases
Pinpoint authority: #31,600 of 633,719
Citer courts: D. Guam (2) · C.D. California (1)

OPINION

D.W. NELSON, Circuit Judge:

The Supreme Court granted certiorari, reversed this court’s prior decision, and remanded for proceedings in accordance with its opinion in Circuit City Stores, Inc. v. Adams, 532 U.S. 105, 121 S.Ct. 1302, 149 L.Ed.2d 234 (2001). Now that the Federal Arbitration Act (“FAA”), 9 U.S.C. § 1 et seq., applies to the arbitration agreement in this case, we must decide whether the district court erred in exercising its authority under the Act to compel arbitration.

I. FACTUAL AND PROCEDURAL BACKGROUND

On October 23, 1995, Saint Clair Adams completed an application to work as a sales person at Circuit City. As part of the application, Adams signed the “Circuit City Dispute Resolution Agreement” (“DRA”). The DRA requires employees to submit all claims and disputes to binding arbitration. [1] Incorporated into the DRA are a set of “Dispute Resolution Rules and Procedures” (“dispute resolution rules” or “rules”) that define the claims subject to arbitration, discovery rules, allocation of fees, and available remedies. Under these rules, the amount of damages is restricted: back pay is limited to one year, front pay to two years, and punitive damages to the greater of the amount of front and back pay awarded or $5000. In addition, the employee is required to split the costs of the arbitration, including the daily fees of the arbitrator, the cost of a reporter to transcribe the proceedings, and the expense of renting the room in which the arbitration is held, unless the employee prevails and the arbitrator decides to order Circuit City to pay the employee’s share of the costs. Notably, Circuit City is not required under the agreement to arbitrate any claims against the employee.

An employee cannot work at Circuit City without signing the DRA. If an applicant refuses to sign the DRA (or with[*892] draws consent within three days), Circuit City will not even consider his application.

In November 1997, Adams filed a state court lawsuit against Circuit City and three co-workers alleging sexual harassment, retaliation, constructive discharge, and intentional infliction of emotional distress under the California Fair Employment and Housing Act (“FEHA”), Cal. Gov’t Code § 12900 et seq., and discrimination based on sexual orientation under Cal. Labor Code § 1102.1. Adams sought compensatory, punitive, and emotional distress damages for alleged repeated harassment during his entire term of employment.

Circuit City responded by filing a petition in federal district court for the Northern District of California to stay the state court proceedings and compel arbitration pursuant to the DRA. On April 29, 1998, the district court granted the petition. On appeal, we reversed on the ground that Section 1 of the FAA exempted Adams’ employment contract from the FAA’s coverage. Circuit City Stores, Inc. v. Adams, 194 F.3d 1070 (9th Cir.1999). The Supreme Court reversed our decision and remanded.

II. DISCUSSION

Circuit City has devised an arbitration agreement that functions as a thumb on Circuit City’s side of the scale should an employment dispute ever arise between the company and one of its employees. We conclude that such an arrangement is unconscionable under California law. [2]

A. Applicable Law

The FAA was enacted to overcome courts’ reluctance to enforce arbitration agreements. See Allied-Bruce Temninix Cos. v. Dobson, 513 U.S. 265, 270, 115 S.Ct. 834, 130 L.Ed.2d 753 (1995). The Act not only placed arbitration agreements on equal footing with other contracts, but established a federal policy in favor of arbitration, see Southland Corp. v. Keating, 465 U.S. 1, 10, 104 S.Ct. 852, 79 L.Ed.2d 1 (1984), and a federal common law of arbi-trability which preempts state law disfavoring arbitration. See Allied-Bruce, 513 U.S. at 281, 115 S.Ct. 834; Moses H. Cone Mem’l Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24-25, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983).

Section 2 of the FAA provides that arbitration agreements “shall be valid, irrevocable, and enforceable, save upon such grounds that exist at law or in equity for the revocation of any contract.” 9 U.S.C. § 2 (emphasis added). In determining the validity of an agreement to arbitrate, federal courts “should apply ordinary state-law principles that govern the formation of contracts.” First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 944, 115 S.Ct. 1920, 131 L.Ed.2d 985 (1995). Thus, although “courts may not invalidate arbitration agreements under state laws applicable only to arbitration provisions,” general contract defenses such as fraud, duress, or unconscionability, grounded in state contract law, may operate to invalidate arbitration agreements. Doctor’s Assocs., Inc. v. Casarotto, 517 U.S. 681, 687, 116 S.Ct. 1652, 134 L.Ed.2d 902 (1996).

Adams argues that the DRA is an unconscionable contract of adhesion. Because Adams was employed in California, we look to California contract law to determine whether the agreement is valid. See Ticknor v. Choice Hotels Int'l, Inc., 265 F.3d 931 (9th Cir.2001) (applying Montana law to decide whether arbitration clause was valid).

[*893] Under California law, a contract is unenforceable if it is both procedurally and substantively unconscionable. Armendariz v. Found. Health Psychcare Svcs., Inc., 24 Cal.4th 83, 99 Cal.Rptr.2d 745, 6 P.3d 669, 690 (2000). When assessing procedural unconscionability, we consider the equilibrium of bargaining power between the parties and the extent to which the contract clearly discloses its terms. Stirlen v. Supercuts, Inc., 51 Cal.App.4th 1519, 60 Cal.Rptr.2d 138, 145 (1997). A determination of substantive unconscionability, on the other hand, involves whether the terms of the contract are unduly harsh or oppressive. Id.

B. The DRA and Unconscionability

The DRA is procedurally unconscionable because it is a contract of adhesion: a standard-form contract, drafted by the party with superior bargaining power, which relegates to the other party the option of either adhering to its terms without modification or rejecting the contract entirely. Id. at 145-46 (indicating that a contract of adhesion is procedurally unconscionable). Circuit City, which possesses considerably more bargaining power than nearly all of its employees or applicants, drafted the contract and uses it as its standard arbitration agreement for all of its new employees. The agreement is a prerequisite to employment, and job applicants are not permitted to modify the agreement’s terms — they must take the contract or leave it. See Armendariz, 99 Cal.Rptr.2d 745, 6 P.3d at 690 (noting that few applicants are in a position to refuse a job because of an arbitration agreement).

The California Supreme Court’s recent decision in Armendariz counsels in favor of finding that the Circuit City arbitration agreement is substantively unconscionable as well. In Armendariz, the California court reversed an order compelling arbitration of a FEHA discrimination claim because the arbitration agreement at issue required arbitration only of employees’ claims and excluded damages that would otherwise be available under the FEHA. Armendariz, 99 Cal.Rptr.2d 745, 6 P.3d at 694. The agreement in Armendariz required employees, as a condition of employment, to submit all claims relating to termination of that employment — including any claim that the termination violated the employee’s rights — to binding arbitration. Id. at 675. The employer, however, was free to bring suit in court or arbitrate any dispute with its employees. In analyzing this asymmetrical arrangement, the court concluded that in order for a mandatory arbitration agreement to be valid, some “modicum of bilaterality” is required. Id. at 692. Since the employer was not bound to arbitrate its claims and there was no apparent justification for the lack of mutual obligations, the court reasoned that arbitration appeared to be functioning “less as a forum for neutral dispute resolution and more as a means of maximizing employer advantage.” Id.

The substantive one-sidedness of the Ar-mendariz agreement was compounded by the fact that it did not allow full recovery of damages for which the employees would be eligible under the FEHA. Id. at 694. The exclusive remedy was back pay from the date of discharge until the date of the arbitration award, whereas plaintiffs in FEHA suits would be entitled to punitive damages, injunctive relief, front pay, emotional distress damages, and attorneys’ fees.

We find the arbitration agreement at issue here virtually indistinguishable from the agreement the California Supreme Court found unconscionable in Armendariz. Like the agreement in Armendariz, the DRA unilaterally forces employees to arbitrate claims against the[*894] employer. The claims subject to arbitration under the DRA include “any and all employment-related legal disputes, controversies or claims of an Associate arising out of, or relating to, an Associate’s application or candidacy for employment, employment or cessation of employment with Circuit City.” (emphasis added). The provision does not require Circuit City to arbitrate its claims against employees. Circuit City has offered no justification for this asymmetry, nor is there any indication that “business realities” warrant the one-sided obligation. This unjustified one-sidedness deprives the DRA of the “modicum of bilaterality” that the California Supreme Court requires for contracts to be enforceable under California law.

And again as in Armendariz, the asymmetry is compounded by the fact that the agreement limits the relief available to employees. Under the DRA, the remedies are limited to injunctive relief, up to one year of back pay and up to two years of front pay, compensatory damages, and punitive damages in an amount up to the greater of the amount of back pay and front pay awarded or $5,000. [3] By contrast, a plaintiff in a civil suit for sexual harassment under the FEHA is eligible for all forms of relief that are generally available to civil litigants — including appropriate punitive damages and damages for emotional distress. See Commodore Home Sys., Inc. v. Superior Court of San Bernardino County, 32 Cal.3d 211, 185 Cal.Rptr. 270, 649 P.2d 912, 914 (1982). The DRA also requires the employee to split the arbitrator’s fees with Circuit City. [4] This fee allocation scheme alone would render an arbitration agreement unenforceable. [5] Cf . Cole v. Burns Intern. Security Svcs., 105 F.3d 1465 (D.C.Cir.1997) (holding that it is unlawful to require an employee, through a mandatory arbitration agreement, to share the costs of arbitration). But the DRA goes even further: it also imposes a strict one year statute of limitations on arbitrating claims that would deprive Adams of the benefit of the continuing violation doctrine available in FEHA suits. See, e.g., Richards v. CH2M Hill, Inc., 26 Cal.4th 798, 111 Cal.Rptr.2d 87, 29 P.3d 175, 176 (2001). In short, and just like the agreement invalidated by the California Supreme Court in[*895] Armendariz, the DRA forces Adams to arbitrate his statutory claims without affording him the benefit of the full range of statutory remedies.

In addition, our decision is entirely consistent with federal law concerning the enforceability of arbitration agreements. The Supreme Court, in Gilmer v. Interstate/Johnson Lane Corp., 500 U.S. 20, 26, 111 S.Ct. 1647, 114 L.Ed.2d 26 (1991), held that “[b]y agreeing to arbitrate a statutory claim, [an employee] does not forgo the substantive rights afforded by the statute; [he] only submits to their resolution in an arbitral, rather than a judicial forum.” While the Court in Gilmer affirmed that statutory rights can be resolved through arbitration, the decision also recognized that the arbitral forum must allow the employee to adequately pursue statutory rights. Id. at 28., 111 S.Ct. 1647

Courts have since interpreted Gilmer to require basic procedural and remedial protections so that claimants can effectively pursue their statutory rights. See, e.g., Cole, 105 F.3d at 1482 (listing five basic requirements that an arbitral forum must meet). We note that here, Circuit City’s arbitration agreement fails to meet two of Cole’s minimum requirements: it fails to provide for all of the types of relief that would otherwise be available in court, or to ensure that employees do not have to pay either unreasonable costs or any arbitrators’ fees or expenses as a condition of access to the arbitration forum. Id.

Nor does our decision run afoul of the FAA by imposing a heightened burden on arbitration agreements. Because unconscionability is a defense to contracts generally and does not single out arbitration agreements for special scrutiny, it is also a valid reason not to enforce an arbitration agreement under the FAA. Indeed, the Supreme Court has specifically mentioned unconscionability as a “generally applicable contract defense[ ]” that may be raised consistent with § 2 of the FAA. Doctor’s Assocs., 517 U.S. at 687, 116 S.Ct. 1652.

Our conclusion here is further buttressed by this Circuit’s recent opinion in Ticknor. The majority in Ticknor looked to Montana law and found an asymmetrical arbitration clause (similar to the one at issue here) unconscionable and unenforceable. Ticknor, 265 F.3d at 942. The majority was careful to explain that the FAA did not stand as a bar to the court’s holding because the FAA does not preempt state law governing the unconscionability of adhesion contracts. Id. at 935; see also id. at 941 (overruling, so far as they are inconsistent with that conclusion, Cohen v. Wedbush, Noble, Cooke, Inc., 841 F.2d 282, 286 (9th Cir.1988), and Bayma v. Smith Barney, Harris Upham & Co., 784 F.2d 1023 (9th Cir.1986)). We follow Ticknor in concluding that the result we reach today is fully consistent with the FAA.

C. Severability

Under California law, courts have discretion to sever an unconscionable provision or refuse to enforce the contract in its entirety. See Cal. Civ.Code § 1670.5(a). In deciding whether to invalidate the contract,

[c]ourts are to look to the various purposes of the contract. If the central purpose of the contract is tainted with illegality, then the contract as a whole cannot be enforced. If the illegality is collateral to the main purpose of the contract, and the illegal provision can be extirpated from the contract by means of severance or restriction, then such severance and restriction are appropriate.

Armendariz, 99 Cal.Rptr.2d 745, 6 P.3d at 696.

[*896] In this case, as in Armendariz, the objectionable provisions pervade the entire contract. In addition to the damages limitation and the fee-sharing scheme, the unilateral aspect of the DRA runs throughout the agreement and defines the scope of the matters that are covered. Removing these provisions would go beyond mere excision to rewriting the contract, which is not the proper role of this Court. See id. at 125, 99 Cal.Rptr.2d 745, 6 P.3d 669. Therefore, we find the entire arbitration agreement unenforceable.

III. CONCLUSION

Because we find that the DRA is an unconscionable contract of adhesion under California law, the order compelling arbitration is REVERSED.

1

. The DRA specifies that job applicants agree to settle "all previously unasserted claims, disputes or controversies arising out of or relating to my application or candidacy for employment, employment and/or cessation of employment with Circuit City, exclusively by final and binding arbitration before a neutral Arbitrator. By way of example only, such claims include claims under federal, state, and local statutory or common law, such as Age Discrimination in Employment Act, Title VII of the Civil Rights Act of 1964, as amended, including the amendments to the Civil Rights Act of 1991, the Americans with Disabilities Act, the law of contract and law of tort.” (emphasis in original).

2

. We review the district court's order compelling arbitration de novo. Quackenbush v. Allstate Ins. Co., 121 F.3d 1372, 1380 (9th Cir.1997).

3

. Circuit City argues that under Johnson v. Circuit City Stores, 203 F.3d 821 (4th Cir.2000), the DRA's limitations on damages have been modified by operation of law. It is true that the dispute resolution rules provide that where any of the rules is held to be in conflict with a provision of law, the conflicting rule is automatically modified to comply with the new law. But the automatic modification provision applies "only in the jurisdiction in which it is in conflict with a mandatory provision of law.” In all other jurisdictions, the rules "apply in full force and effect."

4

. Circuit City argues that the current version of the dispute resolution rules does not require employees to split the costs of arbitration. However, the version of the rules in effect at the time the claim arose, not the version in effect today, applies. See Dispute Resolution Rules and Procedures, Rule 19 ("[A]ll claims arising before alteration or termination [of the DRA and the dispute resolution rules] shall be subject to the Agreement and corresponding Dispute Resolution Rules and Procedures in effect at the time the claim arose.”).

5

.A side note: whereas the arbitration agreements in Cole and Green Tree Fin. Corp. v. Randolph, 531 U.S. 79, 121 S.Ct. 513, 148 L.Ed.2d 373 (2000), were silent as to the allocation of fees, the DRA explicitly divides the costs of arbitration equally between employer and employee. While the DRA contains provisions which potentially limit the employee’s liability for fees, the default rule is that employees will share equally in the cost of arbitration. As a result, we cannot interpret the agreement to prohibit sharing costs, as the court did in Cole, 105 F.3d at 1485, or find the issue of fees too speculative, as in Green Tree, 121 S.Ct. at 522.