United States: New US Supreme Court Ruling Restricts Challenges To Arbitrator Decisions Imposing Class Arbitration

On June 10, 2013, the US Supreme Court issued a unanimous decision in Oxford Health Plans LLC v. Sutter, a potentially important ruling limiting the ability of arbitration defendants to challenge arbitration decisions imposing class arbitration. (WilmerHale represented the petitioner, Oxford Health Plans.) The Court held that an arbitrator's decision interpreting the parties' arbitration contract to allow class arbitration is shielded from subsequent challenge in court if the parties agreed to allow the arbitrator to determine in the first instance whether class arbitration is available, even if the arbitrator made a "grave error" in concluding, based on the arbitration agreement, that the parties authorized class arbitration. But the Court pointedly reserved the question whether, absent agreement otherwise, the availability of class arbitration is a "gateway" issue to be decided by courts rather than arbitrators, which suggests a path forward for future arbitration defendants who do not wish to risk being bound by an arbitrator's determination that the defendant consented to class arbitration.

Oxford Health Plans was a successor case to the Supreme Court's 2010 decision in Stolt-Nielsen S.A. v. Animalfeeds Int'l Corp. In Stolt-Nielsen, the Court vacated an arbitrator's decision imposing class arbitration and ruled that class arbitration cannot be imposed unless there is a contractual basis for concluding that the parties affirmatively authorized such proceedings. After that decision, the courts of appeals divided over whether arbitral decisions imposing class arbitration purportedly based on a reading of the parties' arbitration agreement enjoyed the broad deference generally given to arbitration awards, or whether the courts retained greater authority to examine whether the parties had agreed to class arbitration.

In Oxford Health Plans, a pediatrician brought a putative class action against Oxford Health Plans in state court, and Oxford successfully moved to compel arbitration. The parties' arbitration agreement made no explicit reference to class arbitration, and (before Stolt-Nielsen) the parties agreed that the arbitrator should decide whether the arbitration agreement authorized class proceedings. The arbitrator analyzed the terms of the parties' agreement and concluded that it authorized class arbitration. After Stolt-Nielsen, Oxford asked for reconsideration, and the arbitrator reaffirmed his prior holding. Oxford then challenged the arbitrator's decision in federal court, arguing that the agreement provided no contractual basis for concluding that the parties authorized class arbitration. The Third Circuit rejected the challenge, concluding that because Oxford had agreed to allow the arbitrator to consider the question and the arbitrator had made a good-faith effort to construe the agreement, Oxford could not prevail merely by arguing that the arbitrator was wrong.

The Supreme Court affirmed, emphasizing the long line of precedent establishing that arbitration awards interpreting the terms of an agreement are virtually immune from challenge, and concluding that the normal deference given to arbitration awards is fully applicable to decisions imposing class arbitration. Stolt-Nielsen, the Court held, authorizes vacating awards imposing class arbitration "only when the arbitrator strayed from his delegated task of interpreting a contract, not when he performed that task poorly." The Court took pains to note that it was rejecting Oxford's argument that the agreement did not authorize class arbitration "because, and only because, it is not properly addressed to a court," and that nothing in the opinion should be taken as an endorsement of the arbitrator's reasoning. Because Oxford had twice submitted the question to the arbitrator, though, and the arbitrator had "arguably" construed the agreement, "[t]he arbitrator's construction holds, however good, bad, or ugly."

Two notable aspects of the decision, however, suggest a path forward for future arbitration defendants. First, the Court's opinion took pains to note that the case would present "a different issue if Oxford had argued below that the availability of class arbitration is a so-called 'question of arbitrability'"—a class of important "gateway" issues that "are presumptively for courts to decide" in the first instance. The Court suggested that if, at the outset of the litigation, Oxford had asked a court to determine whether the agreement authorized class arbitration, the result might well have been different.

Second, Justice Alito authored a concurrence, joined by Justice Thomas, in which he expanded on this point. The concurrence began by emphasizing the rights of the absent class members who had not agreed to allow the arbitrator to (erroneously) construe the agreement as authorizing class arbitration. Because the absent class members had not consented to have the arbitrator determine the availability of class arbitration, "it is far from clear that they will be bound by the arbitrator's ultimate resolution of this dispute." Justice Alito observed that, in such situation, absent class members might be able to collaterally attack an unfavorable judgment but claim the benefit from a favorable one. The concurrence concludes that "this possibility should give courts pause before concluding that the availability of class arbitration is a question the arbitrator should decide."

In sum, Oxford Health Plans is a strong reaffirmation of the principle of broad deference to arbitrators' constructions of arbitration agreements, even on the question whether class proceedings are authorized. However, Oxford Health Plans does suggest that future arbitration defendants may be able to avoid the risk of having an arbitrator impose class arbitration by refusing to submit the question to the arbitrator and instead insisting on having a federal court address the matter as a "gateway" issue.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on Mondaq.com.

Click to Login as an existing user or Register so you can print this article.

Authors
Similar Articles
Relevancy Powered by MondaqAI
 
In association with
Related Topics
 
Similar Articles
Relevancy Powered by MondaqAI
Related Articles
 
Related Video
Up-coming Events Search
Tools
Print
Font Size:
Translation
Channels
Mondaq on Twitter
 
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
 
Email Address
Company Name
Password
Confirm Password
Position
Mondaq Topics -- Select your Interests
 Accounting
 Anti-trust
 Commercial
 Compliance
 Consumer
 Criminal
 Employment
 Energy
 Environment
 Family
 Finance
 Government
 Healthcare
 Immigration
 Insolvency
 Insurance
 International
 IP
 Law Performance
 Law Practice
 Litigation
 Media & IT
 Privacy
 Real Estate
 Strategy
 Tax
 Technology
 Transport
 Wealth Mgt
Regions
Africa
Asia
Asia Pacific
Australasia
Canada
Caribbean
Europe
European Union
Latin America
Middle East
U.K.
United States
Worldwide Updates
Registration (you must scroll down to set your data preferences)

Mondaq Ltd requires you to register and provide information that personally identifies you, including your content preferences, for three primary purposes (full details of Mondaq’s use of your personal data can be found in our Privacy and Cookies Notice):

  • To allow you to personalize the Mondaq websites you are visiting to show content ("Content") relevant to your interests.
  • To enable features such as password reminder, news alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our content providers ("Contributors") who contribute Content for free for your use.

Mondaq hopes that our registered users will support us in maintaining our free to view business model by consenting to our use of your personal data as described below.

Mondaq has a "free to view" business model. Our services are paid for by Contributors in exchange for Mondaq providing them with access to information about who accesses their content. Once personal data is transferred to our Contributors they become a data controller of this personal data. They use it to measure the response that their articles are receiving, as a form of market research. They may also use it to provide Mondaq users with information about their products and services.

Details of each Contributor to which your personal data will be transferred is clearly stated within the Content that you access. For full details of how this Contributor will use your personal data, you should review the Contributor’s own Privacy Notice.

Please indicate your preference below:

Yes, I am happy to support Mondaq in maintaining its free to view business model by agreeing to allow Mondaq to share my personal data with Contributors whose Content I access
No, I do not want Mondaq to share my personal data with Contributors

Also please let us know whether you are happy to receive communications promoting products and services offered by Mondaq:

Yes, I am happy to received promotional communications from Mondaq
No, please do not send me promotional communications from Mondaq
Terms & Conditions

Mondaq.com (the Website) is owned and managed by Mondaq Ltd (Mondaq). Mondaq grants you a non-exclusive, revocable licence to access the Website and associated services, such as the Mondaq News Alerts (Services), subject to and in consideration of your compliance with the following terms and conditions of use (Terms). Your use of the Website and/or Services constitutes your agreement to the Terms. Mondaq may terminate your use of the Website and Services if you are in breach of these Terms or if Mondaq decides to terminate the licence granted hereunder for any reason whatsoever.

Use of www.mondaq.com

To Use Mondaq.com you must be: eighteen (18) years old or over; legally capable of entering into binding contracts; and not in any way prohibited by the applicable law to enter into these Terms in the jurisdiction which you are currently located.

You may use the Website as an unregistered user, however, you are required to register as a user if you wish to read the full text of the Content or to receive the Services.

You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these Terms or with the prior written consent of Mondaq. You may not use electronic or other means to extract details or information from the Content. Nor shall you extract information about users or Contributors in order to offer them any services or products.

In your use of the Website and/or Services you shall: comply with all applicable laws, regulations, directives and legislations which apply to your Use of the Website and/or Services in whatever country you are physically located including without limitation any and all consumer law, export control laws and regulations; provide to us true, correct and accurate information and promptly inform us in the event that any information that you have provided to us changes or becomes inaccurate; notify Mondaq immediately of any circumstances where you have reason to believe that any Intellectual Property Rights or any other rights of any third party may have been infringed; co-operate with reasonable security or other checks or requests for information made by Mondaq from time to time; and at all times be fully liable for the breach of any of these Terms by a third party using your login details to access the Website and/or Services

however, you shall not: do anything likely to impair, interfere with or damage or cause harm or distress to any persons, or the network; do anything that will infringe any Intellectual Property Rights or other rights of Mondaq or any third party; or use the Website, Services and/or Content otherwise than in accordance with these Terms; use any trade marks or service marks of Mondaq or the Contributors, or do anything which may be seen to take unfair advantage of the reputation and goodwill of Mondaq or the Contributors, or the Website, Services and/or Content.

Mondaq reserves the right, in its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the Terms.

Mondaq’s Rights and Obligations

Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from Mondaq to you, any Intellectual Property Rights owned by and/or licensed to Mondaq and all rights, title and interest in and to such Intellectual Property Rights will remain exclusively with Mondaq and/or its licensors.

Mondaq shall use its reasonable endeavours to make the Website and Services available to you at all times, but we cannot guarantee an uninterrupted and fault free service.

Mondaq reserves the right to make changes to the services and/or the Website or part thereof, from time to time, and we may add, remove, modify and/or vary any elements of features and functionalities of the Website or the services.

Mondaq also reserves the right from time to time to monitor your Use of the Website and/or services.

Disclaimer

The Content is general information only. It is not intended to constitute legal advice or seek to be the complete and comprehensive statement of the law, nor is it intended to address your specific requirements or provide advice on which reliance should be placed. Mondaq and/or its Contributors and other suppliers make no representations about the suitability of the information contained in the Content for any purpose. All Content provided "as is" without warranty of any kind. Mondaq and/or its Contributors and other suppliers hereby exclude and disclaim all representations, warranties or guarantees with regard to the Content, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. To the maximum extent permitted by law, Mondaq expressly excludes all representations, warranties, obligations, and liabilities arising out of or in connection with all Content. In no event shall Mondaq and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Content or performance of Mondaq’s Services.

General

Mondaq may alter or amend these Terms by amending them on the Website. By continuing to Use the Services and/or the Website after such amendment, you will be deemed to have accepted any amendment to these Terms.

These Terms shall be governed by and construed in accordance with the laws of England and Wales and you irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute which may arise out of or in connection with these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.

You may print and keep a copy of these Terms, which form the entire agreement between you and Mondaq and supersede any other communications or advertising in respect of the Service and/or the Website.

No delay in exercising or non-exercise by you and/or Mondaq of any of its rights under or in connection with these Terms shall operate as a waiver or release of each of your or Mondaq’s right. Rather, any such waiver or release must be specifically granted in writing signed by the party granting it.

If any part of these Terms is held unenforceable, that part shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the Terms shall continue in full force and effect.

Mondaq shall not incur any liability to you on account of any loss or damage resulting from any delay or failure to perform all or any part of these Terms if such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the control of Mondaq. Such events, occurrences or causes will include, without limitation, acts of God, strikes, lockouts, server and network failure, riots, acts of war, earthquakes, fire and explosions.

By clicking Register you state you have read and agree to our Terms and Conditions