Dziubla v. Cargill, Inc.
Docket: No. 04-56367
Court: Court of Appeals for the Ninth Circuit; December 20, 2006; Federal Appellate Court
Robert Dziubla appeals the district court's decision to grant Cargill, Inc.'s motion to compel arbitration regarding a joint venture agreement (JVA) created for investment in Thailand, which included an arbitration provision. Dziubla argues that Cargill, Inc. cannot be compelled to arbitrate since it was not a signatory to the JVA. However, the court affirms that equitable estoppel and agency principles allow non-signatories to enforce arbitration agreements. Dziubla is estopped from denying Cargill's role because he treated Cargill and its subsidiaries as a single entity in his pleadings, and his claims relate to the contract with the arbitration clause. Furthermore, Dziubla's claim that the arbitration clause is unconscionable is dismissed. Under New York law, which governs the JVA, he must demonstrate both procedural and substantive unconscionability. The court finds no procedural unconscionability, as Dziubla, despite claiming he was forced to sign the JVA, had the legal expertise to negotiate terms before moving to Thailand. Regarding substantive unconscionability, there is no evidence that the arbitration forum in Singapore was unreasonable at the time of contract formation. Consequently, the court finds Dziubla's arguments unconvincing and affirms the district court's ruling. This decision is not intended for publication and cannot be cited in future cases except as allowed by Ninth Circuit Rule 36-3.