Dr. Robert L. Meinders, D.C. v. United HealthCare Services
7 F.4th 555
| 7th Cir. | 2021Background
- Dr. Robert Meinders (chiropractor) signed a provider agreement with American Chiropractic Network, Inc. (ACN) to participate in United’s insurance network; that provider agreement contained an arbitration clause selecting Minnesota/AAA.
- ACN had a preexisting master services agreement with United Healthcare Services, Inc. under which United agreed to use commercially reasonable efforts to perform ACN’s provider-agreement obligations.
- In practice Meinders submitted ~6,000 claims on United forms, United processed and paid those claims, provided eligibility tools and bulletins, and Meinders accepted payments and used United’s systems.
- Meinders sued United under the TCPA after United sent an unsolicited fax; United sought to enforce the ACN provider agreement’s arbitration clause even though United was not a signatory.
- The district court found United had assumed ACN’s obligations and could compel arbitration; the Seventh Circuit previously remanded for more factual development and now affirms the district court’s conclusion that United assumed ACN’s duties and may invoke arbitration.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether United assumed ACN’s obligations so it can enforce the provider agreement’s arbitration clause | Meinders: United did not assume ACN’s obligations; master services agreement limits United and precludes invoking ACN’s arbitration clause | United: Master services agreement and United’s conduct (processing/payments/administration) show express/implicit assumption; Meinders accepted performance | United assumed ACN’s duties under Illinois law through the master agreement and its conduct; United may invoke the arbitration clause (affirmed) |
| Proper procedural mechanism to enforce an arbitration/forum-selection clause | Meinders: Dismissal under Rule 12(b)(3) was improper | United: sought dismissal under Rule 12(b)(3) to enforce arbitration | Court: Atlantic Marine requires forum non conveniens for state-forum clauses, so Rule 12(b)(3) was the wrong vehicle, but the procedural defect does not alter the substantive result; dismissal in favor of arbitration is appropriate |
Key Cases Cited
- Dr. Robert L. Meinders, D.C., Ltd. v. UnitedHealthcare, Inc., 800 F.3d 853 (7th Cir. 2015) (earlier appeal remanding to develop facts on assumption theory)
- Atlantic Marine Constr. Co. v. United States Dist. Court for the W. Dist. of Tex., 571 U.S. 49 (2013) (forum-selection clauses pointing to state forums are enforced via forum non conveniens, not Rule 12(b)(3))
- Equistar Chems. v. Hartford Steam Boiler, 883 N.E.2d 740 (Ill. App. Ct. 2008) (Illinois recognizes that a nonsignatory who assumes contractual obligations may invoke an arbitration provision)
- Vernon v. Schuster, 688 N.E.2d 1172 (Ill. 1997) (Illinois acknowledges express or implied assumption as exception to successor nonliability)
- Mueller v. Apple Leisure Corp., 880 F.3d 890 (7th Cir. 2018) (forum non conveniens review is for abuse of discretion)