Takeaway: In many scenarios, it is permissible for parties to agree to shorter limitation periods than what applicable law provides. And it remains an open question in most circuits whether they can do so as to federal discrimination claims. But the 4th and 6th U.S. Circuit Courts of Appeal now have said clearly that such agreements are not enforceable. Employers therefore should not expect that an agreement that reduces the amount of time an employee has to file employment-related claims under federal law will be effective.
The 4th U.S. Circuit Court of Appeals vacated in part a district court’s grant of summary judgment for an employer based on alleged untimeliness of its former employee’s discrimination claims, holding that an agreement between the employer and the employee to shorten the limitation period was not enforceable as to the claims under federal law. Determining that those claims were timely notwithstanding the agreement, the court joined the 6th Circuit in holding that parties may not prospectively, by private agreement, shorten the statutory period to file claims under Title VII of the Civil Rights Act of 1964 or the Age Discrimination in Employment Act (ADEA).
During onboarding, the former employee had signed an agreement saying she would have 180 days to file any employment-related claim against the employer, even if an applicable statute of limitations gave her more time. The agreement provided for tolling of that period, but only while an administrative charge was pending as a prerequisite to suit.
After the employer let her go, the former employee pursued discrimination claims under Title VII, the ADEA, and the Maryland Fair Employment Practices Act (MFEPA), which she initiated by filing a charge of discrimination with the U.S. Equal Employment Opportunity Commission (EEOC) 106 days after her termination date. The EEOC issued a right-to-sue letter, and the former employee filed suit 90 days later.
The employer moved for summary judgment, arguing that the claims were untimely under the parties’ agreement because a total of 196 days (excluding the charge-related time) had elapsed since the termination date. The district court granted that motion.
The 4th Circuit vacated the district court’s decision as to the former employee’s Title VII and ADEA claims.
The court noted that both Title VII and the ADEA require an employee to file a charge of discrimination with the EEOC before initiating any lawsuit. As part of an “intricate remedial scheme,” the employee must file the charge within 180 or 300 days (depending on state or local laws and agency enforcement mechanisms) after the alleged adverse employment action.
The rules about timing, the court reasoned, strike a “delicate balance” of various interests, including society’s interest in addressing unlawful discrimination, the employees’ interest in obtaining remedies, and employers’ interest in not having to defend against stale claims.
The court explained that, because the remedial scheme of these anti-discrimination laws is geared to laypersons rather than lawyers, enforcing an agreement that an employee signed, “probably as a mountain of onboarding paperwork,” that limited the employee’s time to seek relief for alleged discrimination would “seriously impair the navigability of this system.”
Additionally, in the 4th Circuit’s view, allowing parties to shorten the limitation period would conflict irreconcilably with the purpose of the statutory remedial scheme, which is “to avoid private lawsuits if possible.” If an employee had to file suit before the EEOC completes its investigation, the court said, it would violate this congressional directive.
Further, the 4th Circuit reasoned, a shorter limitation period would risk “distorting the EEOC’s decisions” because, if the EEOC is aware in a given case of an agreement reducing the time to file suit, then it might “feel compelled” to pursue that case rather than others. The court saw “no evidence that Congress meant for the EEOC to have to weigh such tradeoffs.”
Thus, the court concluded, contractually shortening the applicable time period would impermissibly contravene the intent of Congress.
Finally, the 4th Circuit determined that, as to the MFEPA claims, the parties were permitted to shorten the limitation period because the agreement met the requirements of applicable Maryland law.
Thomas v. EOTech LLC, 4th Cir., No. 25-1094 (March 4, 2026).
Adam Brown is an attorney with Duane Morris LLP in Philadelphia.
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