A. Precedents Cited
Singh v. Uber Techs., Inc.
The court cited Singh v. Uber Techs., Inc., 939 F.3d 210 (3d Cir. 2019), for the baseline proposition that appellate review of
an order granting a motion to compel arbitration is de novo. This ensured the panel independently evaluated both the
procedural standard and the scope question.
Guidotti v. Legal Helpers Debt Resolution, LLC and Young v. Experian Info. Sols., Inc.
The opinion’s procedural core is the Third Circuit’s “two-path” approach for arbitration motions articulated in
Guidotti v. Legal Helpers Debt Resolution, LLC, 716 F.3d 764 (3d Cir. 2013), and further clarified in
Young v. Experian Info. Sols., Inc., 119 F.4th 314 (3d Cir. 2024).
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Path 1 (Rule 12(b)(6)): If arbitrability is apparent on the complaint’s face and documents relied upon in the complaint,
the court may decide the motion without discovery.
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Path 2 (Rule 56): If arbitrability is not clear from the pleadings—or the plaintiff rebuts with “reliable evidence”—
the court proceeds under a summary-judgment-like standard.
Here, the panel relied on Young to hold that Rule 56 applied because the complaint did not reference or attach the agreement.
But Young also supplied the limiting principle that even under this framework, discovery into arbitrability is not automatic:
discovery is unnecessary when “no factual dispute exists as to the existence or scope of the arbitration agreement.”
In re Remicade (Direct Purchaser) Antitrust Litig.
In re Remicade (Direct Purchaser) Antitrust Litig., 938 F.3d 515 (3d Cir. 2019), supported two points:
(1) state law generally governs the scope of an arbitration clause; and (2) the “related to” inquiry can be framed as whether there is a
“logical or causal connection” between the dispute and the agreement—language later echoed through Utah authority.
Utah contract/arbitration authorities: HITORQ, LLC v. TCC Veterinary Servs., Inc. and Cent. Fla. Invs., Inc. v. Parkwest Assocs.
The court treated the choice-of-law clause as dispositive of the interpretive framework and drew on Utah Supreme Court precedent:
HITORQ, LLC v. TCC Veterinary Servs., Inc., 502 P.3d 281 (Utah 2021), and
Cent. Fla. Invs., Inc. v. Parkwest Assocs., 40 P.3d 599 (Utah 2002).
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These cases establish a standard contract methodology: if the clause is unambiguous, courts enforce the plain meaning.
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If ambiguous, Utah applies a presumption in favor of arbitration as a matter of policy.
The Third Circuit did not need Utah’s pro-arbitration presumption because it found the clause unambiguous; still, citing these cases
reinforced that any close call would likely tilt toward arbitration under Utah law.
Willow Creek Assocs. of Grantsville LLC v. Hy Barr Inc.
Willow Creek Assocs. of Grantsville LLC v. Hy Barr Inc., 501 P.3d 1179 (Utah Ct. App. 2021), supplied the operational test for
“related to” under Utah law: a dispute relates to a contract if it has “some logical or causal connection” to the agreement.
This test allowed the court to connect a post-charge-off credit-report access claim to the earlier cardholder relationship.
Issue preservation: Barna v. Bd. of Sch. Dirs. of Panther Valley Sch. Dist. and Brown v. Phillip Morris, Inc.
The panel invoked Barna v. Bd. of Sch. Dirs. of Panther Valley Sch. Dist., 877 F.3d 136 (3d Cir. 2017), quoting
Brown v. Phillip Morris, Inc., 250 F.3d 789 (3d Cir. 2001), to refuse consideration of two additional appellate arguments not
raised below absent “exceptional circumstances.” While ancillary, this reinforces that arbitration disputes are heavily shaped by what is
preserved in district court.
B. Legal Reasoning
1) Procedural posture and discovery into arbitrability
The court separated the standard from the outcome on discovery. It held Rule 56 applied because the
complaint did not make arbitrability apparent. But it still denied discovery because the key facts relevant to arbitrability were not in
genuine dispute: Glover did not contest that an arbitration clause existed or that she had agreed to the cardholder agreement by using
the card. Under Young, discovery is not warranted when there is no factual dispute about the agreement’s existence or scope.
Practically, the panel treated “Rule 56 applies” as a gateway to considering materials beyond the pleadings, not as a mandate for
arbitrability discovery in every case.
2) Scope under Utah law: text-first enforcement of a broad clause
The arbitration clause covered any claim “arising from or relating in any way” to the agreement or account and expressly listed as an
example: “Any disputes regarding information obtained by [Merrick] from, or reported by [Merrick] to, credit bureaus or others.”
The court’s scope analysis proceeded on two independent textual tracks:
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Express example controls: Because Glover alleged an unlawful credit-report access, her claim was a dispute about
“information obtained” from a credit bureau—squarely within the enumerated examples.
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“Relating in any way” captures relationship-status disputes: Glover’s theory depended on whether a credit relationship
existed in 2022. The court reasoned that the cardholder agreement governed the parties’ relationship; therefore, a dispute about the
presence/absence of that relationship has a “logical or causal connection” to the agreement under Willow Creek.
Notably, the court did not require the alleged misconduct to occur during the active life of the account. The “related to” logic—combined
with the credit-bureau example—allowed the arbitration clause to reach conduct occurring years after charge-off.