Lincoln Griswold v. Coventry First LLC, 762 F.3d 264

Griswold created an irrevocable trust that owned an $8.4M life insurance policy and named Griswold LLP as sole beneficiary; Wells Fargo served as trustee. The Trust engaged a broker (McGarrey) through Mid‑Atlantic to sell the policy.
Coventry offered to buy the policy for $1.675M (including a $145,000 broker commission). Griswold alleges Coventry secretly agreed with McGarrey to let him self‑determine an inflated commission and to avoid seeking competing bids (the "Secret McGarrey Agreement").
The Trust (the signatory) executed a purchase agreement containing a broad arbitration clause; Griswold and Griswold LLP never signed that purchase agreement.
After the Trust dissolved and proceeds were distributed to Griswold LLP, Griswold sued Coventry (individually and on behalf of Griswold LLP and a putative class) alleging fraud, aiding and abetting breach of fiduciary duty, unjust enrichment, RICO, and other claims.
Coventry removed to federal court, moved to dismiss for lack of standing (arguing plaintiffs lacked Article III standing) and alternatively moved to compel arbitration under the purchase agreement. The district court denied both motions; Coventry appealed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the court of appeals has appellate jurisdiction to review the district court's denial of Coventry's motion to dismiss for lack of standing	Griswold contended the district court correctly found Article III standing for Griswold and Griswold LLP; appellee did not separately brief interlocutory review	Coventry argued standing is a threshold jurisdictional matter the court must decide and urged pendent appellate jurisdiction over the nonappealable standing ruling	Court declined pendent appellate jurisdiction; lacked grounds to review the nonappealable denial of dismissal for lack of standing in this interlocutory appeal
Whether Coventry can compel arbitration against non‑signatories (Griswold and Griswold LLP) under equitable estoppel because they benefited from the purchase agreement	Griswold argued claims arise from pre‑contract fraudulent conduct (the Secret McGarrey Agreement) independent of the purchase agreement, so non‑signatories did not consent to arbitration	Coventry argued equitable estoppel binds non‑signatories who knowingly embrace and directly benefit from a contract containing an arbitration clause	Court held equitable estoppel does not apply: plaintiffs’ claims are based on antecedent fraud independent of the purchase agreement, so Coventry cannot compel arbitration against non‑signatories

E.I. Dupont de Nemours & Co. v. Rhone Poulenc Fiber & Resin Intermediates S.A.S., 269 F.3d 187 (3d Cir.) (discussing pendent appellate jurisdiction and non‑signatory arbitration principles)
Arthur Andersen LLP v. Carlisle, 556 U.S. 624 (U.S.) (state contract principles can bind nonparties to arbitration under traditional contract doctrines)
Preston v. Ferrer, 552 U.S. 346 (U.S.) (FAA establishes a national policy favoring arbitration)
Invista S.A.R.L. v. Rhodia, S.A., 625 F.3d 75 (3d Cir.) (equitable estoppel can bind a non‑signatory who reaps direct benefits of a contract)
Bouriez v. Carnegie Mellon Univ., 359 F.3d 292 (3d Cir.) (refusing to bind a non‑signatory to arbitration where the claimed benefits were indirect and claims did not depend on the contract)
Steel Co. v. Citizens for a Better Environment, 523 U.S. 83 (U.S.) (federal courts must assure their jurisdiction; standing is a threshold justiciability requirement)