Dr. Robert L. Meinders, D.C. v. UnitedHealthcare, Inc., 2015 U.S. App. LEXIS 15501

Meinders filed a putative class action in Illinois state court alleging UnitedHealthcare sent an unsolicited advertising "junk fax" in violation of the TCPA and related state/common-law claims.
United removed to federal court and moved to dismiss under Fed. R. Civ. P. 12(b)(3), arguing Meinders’ claim is subject to an arbitration clause in a 2006 Provider Agreement between Meinders and ACN Group, Inc.
United initially asserted ACN was a United-owned entity but did not submit evidence of ownership or a contractual theory tying United to the arbitration provision in its opening brief.
In reply, United for the first time asserted a contractual "assumption" theory and submitted a declaration (Van Ham) averring ACN became a United subsidiary and that United had assumed certain Provider Agreement obligations.
The district court refused Meinders leave to file a sur-reply, accepted United’s reply materials, and dismissed the case as improper venue/arbitration; Meinders appealed.
The Seventh Circuit held the district court violated due process by resolving novel law and factual issues raised in United’s reply without permitting Meinders to respond, and remanded for further proceedings (including discovery on the assumption theory).

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether United can compel arbitration/obtain dismissal though it is a nonsignatory to the Provider Agreement	Meinders: United is not a party or signatory; corporate ownership alone doesn’t permit enforcement; no evidentiary support for ownership	United: ACN is United-owned and United assumed ACN’s contractual obligations, so it can enforce the arbitration clause	Remanded for fact development; court declined to decide merits because assumption theory and supporting declaration were first raised in reply and Meinders had no opportunity to respond
Whether district court violated due process by relying on new theory/evidence in reply and denying sur-reply	Meinders: Denial of leave to respond deprived him of fair opportunity to contest assumption theory and Van Ham declaration	United: Reply was permissible under local rule 7.1(c) as responding to new issues raised in opposition	Reversed: district court abused discretion and violated due process by deciding on issues raised only in reply without allowing Meinders to respond; local rule cannot override fairness/right to respond

AT&T Mobility LLC v. Concepcion, 563 U.S. 333 (Supreme Court 2011) (federal policy favoring arbitration)
Moses H. Cone Mem’l Hosp. v. Mercury Constr. Corp., 460 U.S. 1 (Supreme Court 1983) (federal policy supporting arbitration enforcement)
Gilmer v. Interstate/Johnson Lane Corp., 500 U.S. 20 (Supreme Court 1991) (arbitration agreements treated like other contracts)
First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938 (Supreme Court 1995) (state law governs contract formation questions for arbitration)
Jackson v. Payday Fin., LLC, 764 F.3d 765 (7th Cir. 2014) (standard of review for Rule 12(b)(3) dismissal)
Fyrnetics (H.K.) Ltd. v. Quantum Grp., Inc., 293 F.3d 1023 (7th Cir. 2002) (doctrines allowing nonsignatory enforcement of arbitration)
Zurich Am. Ins. Co. v. Watts Indus., 417 F.3d 682 (7th Cir. 2005) (enumerating contract-based exceptions binding nonsignatories)
Gibson v. Neighborhood Health Clinics, 121 F.3d 1126 (7th Cir. 1997) (no forced arbitration absent contract)
James v. McDonald’s Corp., 417 F.3d 672 (7th Cir. 2005) (party can be compelled to arbitrate only matters agreed to)
EEOC v. Waffle House, Inc., 534 U.S. 279 (Supreme Court 2002) (arbitration agreements bind only parties absent exception)
Smith v. Bray, 681 F.3d 888 (7th Cir. 2012) (district courts must ensure parties have opportunity to respond before dismissal)
English v. Cowell, 10 F.3d 434 (7th Cir. 1993) (opportunity to respond is fundamental to fairness)