RV HOLDINGS 4, LLC and RIDGEVIEW CAPITAL, LLC, Appellees, v. STANDARD FIBER INVESTORS, LLC and STANDARD FIBER, LLC, Appellants.
No. 20230882
Supreme Court of the State of Utah
July 9, 2026
2026 UT 15
Heard November 7, 2025. On Direct Appeal. Third District Court, Salt Lake County, The Honorable Randall N. Skanchy, No. 200900672.
Attorneys:
Jefferson W. Gross, Melinda Checketts, Salt Lake City
Cameron M. Hancock, Dax Anderson, Justin W. Starr, Christopher A. Bates, Salt Lake City, Mortimer Hartwell, S. Fran., Cal., for appellants
CHIEF JUSTICE DURRANT authored the opinion of the Court, in which JUSTICE PETERSEN, ASSOCIATE CHIEF JUSTICE POHLMAN, JUSTICE NIELSEN, and JUDGE ELDRIDGE joined.
Due to his retirement, JUSTICE PEARCE did not participate herein; DISTRICT COURT JUDGE JARED W. ELDRIDGE sat.
JUSTICE HAGEN stepped down from the court before this case was decided. JUSTICE NIELSEN, having reviewed the briefs and listened*
CHIEF JUSTICE DURRANT, opinion of the Court:
INTRODUCTION1
¶1 Standard Fiber, LLC (Standard Fiber) and Ridgeview2 entered into a business relationship that deteriorated when it became unclear what management fees were owed and to whom. The parties sought to resolve their differences through arbitration. But when that process produced unexpected results, Standard Fiber sought review of the arbitration award.
¶2 Standard Fiber asserts that the arbitrator (Arbitrator) based her award on a claim for breach of a 2014 management fee agreement (2014 Agreement) that Ridgeview never asserted in its arbitration demand. And under Utah law, an arbitrator‘s authority is limited to the issues that parties submit for decision.
¶3 In reviewing the written arbitration demands, we conclude that Ridgeview did not raise a breach of the 2014 Agreement as a basis for an award. In fact, Ridgeview disavowed its existence. The Arbitrator therefore improperly granted an award on an unsubmitted claim. So we remand to the district court to modify the award and exclude any amount stemming from the 2014 Agreement.
¶4 Standard Fiber is the operating company at the center of this dispute. It manufactures and sells bedding and other soft goods. In May and June 2006, Standard Fiber Investors, LLC (SFI) formed to invest in Standard Fiber. SFI then purchased a majority interest in Standard Fiber and later increased that interest to eighty-five percent. SFI‘s members initially included investment group WR/SF Investment, LLC (WR/SF), managed by Glenn Boschetto, and a group of investors recruited by Greg Larson and Burton Stohl (collectively the “Ridgeview Investors“). WR/SF contributed a majority of the original investment capital, with Ridgeview Investors contributing the remaining funds.
¶5 In June 2006, Standard Fiber and Ridgeview Capital, LLC (RV Capital) executed a written Management Services Agreement (2006 MSA). This 2006 MSA had a two-year term but could be extended. RV Capital agreed to provide financial and accounting oversight and related consulting in exchange for a $250,000 annual base fee with a potential $250,000 incentive fee. These kinds of fees were referred to as “management fees.”
¶6 Standard Fiber paid management fees beginning in 2006 to RV Capital and to WindRiver.3 The Arbitrator found the 2006 MSA terminated no later than 2008. Payments to Ridgeview-related and WindRiver/Boschetto-related entities continued under informal arrangements and varied over time. The parties agree that management fee payments continued after 2008 but disagree on the governing terms.
¶7 Ridgeview Capital Management, LLC (RCM) is a related entity formed in approximately 2009. RV Capital at times assigned its right to receive management fees to RCM.
¶8 Beginning in 2013, the parties’ dealings included (1) discussions about fee amounts and (2) Standard Fiber transferring funds to a Larson-controlled bank account for profit and tax distributions to Ridgeview-recruited SFI investors. As to management fees, Standard Fiber maintains that the parties reached updated arrangements in 2011, 2013, and 2014, including the 2014 Agreement to pay RV Capital $25,000 per month ($300,000 annually). From 2014 until July 2020, Ridgeview invoiced, and
¶9 In January 2020,4 RV Holdings 4, LLC (RV Holdings)5 and RV Capital (later joined by RCM) sued Standard Fiber and alleged that after the 2006 MSA was signed, Boschetto and Larson agreed to divide management fees 50/50 between RV Capital and WindRiver. They sought unpaid management fees under this alleged oral agreement. Standard Fiber moved to compel arbitration through the parties’ operating agreement. The district court granted the motion and stayed the action so the parties could arbitrate.
¶10 In July 2020, Ridgeview filed its arbitration demand, which incorporated the complaint and asserted several claims. As relevant to management fees, Ridgeview expressly advanced (1) a claim that the 2006 MSA had not expired in 2008 and required payment of base and incentive fees and (2) a claim that Larson and Boschetto had an oral agreement to split management fees 50/50 (50/50 Agreement) between Ridgeview-related and Boschetto-related entities. Notably, Ridgeview did not separately include a claim that Standard Fiber breached a 2014 oral agreement to pay $25,000 per month.
¶11 In August 2020, Standard Fiber filed its own arbitration demand. In its demand, Standard Fiber denied that the 2006 MSA remained operative, denied the existence of the 50/50 Agreement, and asserted that the parties’ management-fee arrangements had changed over time, including in 2011, 2013, and 2014.
¶12 Both arbitration matters were filed with Judicial Arbitration and Mediation Services (JAMS). The two matters were consolidated and proceeded before a single arbitrator. The parties submitted pre-hearing and post-hearing briefs and participated in a three-day evidentiary hearing in August 2022. The parties also filed a joint statement of stipulated facts that included a schedule
¶13 In its briefs to the Arbitrator, Ridgeview maintained that (1) the 2006 MSA had not terminated and required payment of the contractual fees, and alternatively, that (2) the 50/50 Agreement entitled Ridgeview to parity with Boschetto-related entities. Ridgeview‘s presentation on damages tracked those two theories. Again, Ridgeview did not assert a claim against Standard Fiber for breach of the 2014 Agreement.
¶14 Standard Fiber argued in opposition that the 2006 MSA terminated in 2008, that no 50/50 Agreement existed, and that the parties’ course of dealing showed new, governing fee agreements in 2011, 2013, and 2014—specifically identifying the 2014 Agreement at $25,000 per month paid through July 2020. In this context, Standard Fiber asserted that nothing further was owed under those later arrangements. And in connection with those defenses and affirmative allegations, Standard Fiber produced evidence that referenced the 2014 Agreement at $25,000 per month and attached or cited documents and invoices reflecting payments at that amount through July 2020.
¶15 The Arbitrator found that the 2006 MSA ended no later than 2008 and that there was no persuasive evidence of the 50/50 Agreement‘s existence.6 The Arbitrator also found that, in 2014, the parties agreed to pay Ridgeview $25,000 per month, and that Ridgeview invoiced and was paid that amount from 2014 through July 2020. Based on this finding, the Arbitrator awarded Ridgeview Capital $725,000 for unpaid management fees for August 2020 through December 2022, plus interest. The Arbitrator rejected the parties’ remaining claims and counterclaims.
¶16 Ridgeview moved the district court to confirm the award. Standard Fiber cross moved to modify or partially vacate the award. Standard Fiber argued, among other things, that the Arbitrator exceeded her authority by awarding damages on a claim (breach of the 2014 Agreement) that Ridgeview had not pleaded or
¶17 The day after the district court confirmed the award, Ridgeview filed a second demand for arbitration with JAMS. It alleged a breach of the 2014 Agreement and sought $25,000 per month from January 2023 forward under that agreement. In response, Standard Fiber filed a motion to alter or amend judgment. Standard Fiber argued that Ridgeview‘s second demand for arbitration constituted “new” or “surprise” evidence sufficient to alter or amend judgment.
¶18 The next day, Standard Fiber filed its notice of appeal. Several months later, the district court denied Standard Fiber‘s motion to alter or amend judgment. Standard Fiber now appeals the district court‘s decision confirming the arbitration award and its denial of its motion to alter or amend the judgment.
ISSUES AND STANDARD OF REVIEW
¶19 Standard Fiber raises three issues. First, it challenges the district court‘s denial of its motion to modify or vacate the arbitration award. Second, it challenges the district court‘s denial of its motion to alter or amend the judgment under rule 59(e) of the
¶20 We grant no deference to a district court‘s order confirming, vacating, or modifying an arbitration award.7 Rather, we review the order for correctness.8
ANALYSIS
¶21 We begin by addressing the level of deference courts owe when reviewing whether a claim has been submitted to arbitration.
I. GRIMMER AND ITS PROGENY MUST BE CLARIFIED TO AVOID GIVING TOO MUCH DEFERENCE TO THE ARBITRATION PROCESS
¶22 Before we address the specific issue of whether the 2014 Agreement was before the Arbitrator, we first clarify the deference we give to arbitrators generally. Ridgeview rests much of its argument on the notion that we must “resolve all doubts in favor of arbitration.”9 This broad, arbitration-favoring standard of review misstates how a court must approach reviewing arbitration. So we take this opportunity to make clear how much deference courts owe to an arbitrator when reviewing an arbitration award.
¶23 It is true that the court of appeals has stated that “in deciding whether the arbitrator exceeded its authority, we resolve all doubts in favor of arbitration.”10 Read broadly, that formulation suggests that any uncertainty arising during judicial review must be resolved in favor of the arbitration process itself. But this understanding overstates the deference owed and departs from the phrase‘s original and intended meaning.
¶24 The phrase traces back to the United States Supreme Court‘s decision in Moses H. Cone Memorial Hospital v. Mercury Construction Corp., where the Court addressed how to resolve close questions of arbitrability.11 The Court explained that “any doubts concerning the scope of arbitrable issues should be resolved in favor of arbitration,” whether the issue involved contract interpretation or defenses such as waiver or delay.12 In its original context, the principle operated as a gateway rule—favoring
¶25 But as the phrase developed through subsequent caselaw, it gradually expanded beyond that limited function. In particular, the Fifth Circuit reformulated the principle as: “[i]n determining whether the arbitrator exceeded his jurisdiction, we resolve all doubts in favor of arbitration.”13 It is this broader phrasing that later appeared in Utah‘s jurisprudence, first in Pacific Development, L.C. v. Orton, where the court of appeals cited the Fifth Circuit.14
¶26 Continuing to apply the phrase in that expansive manner would depart from the Supreme Court‘s reasoning in Mercury Construction and afford greater deference to arbitration than our law requires. While arbitrators are, at times, entitled to substantial deference,15 the judiciary remains obligated to ensure that arbitrators act within the bounds of the authority conferred upon them. We therefore disavow the phrase‘s overbroad use and reaffirm its original application. When reviewing arbitration awards, courts are to resolve doubts only as to the scope of arbitrable issues in favor of arbitration. That is, when there is ambiguity about whether a claim or issue is arbitrable, we resolve any uncertainty in favor of arbitration. But courts are not required to always favor arbitration awards in every aspect of their review. Instead, courts must, without putting a thumb on the scale, assess whether an arbitrator exceeded the authority granted by the parties or any other bases for vacating, modifying, or correcting an award.16
A. RV Holdings Did Not Submit a Claim for Breach of the 2014 Agreement to the Arbitrator, So We Overturn the District Court‘s Denial of Standard Fiber‘s Motion to Modify the Arbitrator‘s Award to RV Holdings Based on that Agreement
¶27 Understanding that we give deference only to the arbitrability of issues, we now consider whether the Arbitrator improperly awarded damages based upon the 2014 Agreement and, consequently, whether the arbitration award should be modified accordingly.
¶28 An arbitrator‘s authority is defined in the first instance by the arbitration agreement, which sets the outer bounds of the arbitrator‘s power and defines the scope of the parties’ dispute.17 If an arbitrator exceeds the bounds of her authority beyond that agreement, vacatur may be required.18 But the modification inquiry under
¶29 And section 125(1)(b) requires more than just a determination that an unsubmitted claim was decided. The statute imposes a second limitation: the award may be modified only if the improper portion can be corrected “without affecting the merits of
¶30 All of this is to say that vacatur and modification analyses may resemble one another at the outset because both require the courts to consider the scope of the arbitrator‘s authority as defined by the parties. But the legislature treated awards on unsubmitted claims as a distinct scenario and prescribed a specific course of action. When the error consists of deciding a claim not submitted, and the improper portion is severable, the statute directs modification rather than vacatur.
¶31 Standard Fiber contends that the Arbitrator made an award based on a 2014 Agreement claim that was never submitted by RV Holdings. That contention places this case squarely within section 125(1)(b). We therefore begin by determining whether the 2014 Agreement claim was in fact submitted to the Arbitrator by RV Holdings.
¶32 Parties may expressly limit an arbitrator‘s jurisdiction in their arbitration agreement.25 The claims submitted through the arbitration demand may further limit the scope of the arbitrator‘s authority and the issues they may reach.26 So the arbitration agreement and arbitration demand create the boundaries for the arbitrator. But within those boundaries the arbitrator may issue an
¶33 Importantly, when determining the bounds of the issues submitted for arbitration, we must look only to the written arbitration agreement and demands.28 During the arbitration process, the parties may introduce evidence on a variety of topics.29 But the arbitrator‘s authority to decide claims comes from what the parties submitted for decision in writing, and that authority doesn‘t expand just because someone offered evidence on another, unsubmitted issue.30 So, in assessing the scope of the issues submitted to arbitration, we will not consider what evidence the parties brought during the arbitration. We look only at the arbitration agreement and demands submitted to the arbitrator.
¶34 And this aligns well with the governing JAMS rule on notice, which applies in this case. Under JAMS rule 9, “Each Party shall afford all other Parties reasonable and timely notice of its claims, affirmative defenses or counterclaims.”31 “No claim, remedy, counterclaim or affirmative defense will be considered by the Arbitrator in the absence of such prior notice to the other Parties. . . .”32 When a party merely alludes to something in a defense or crossclaim, it does not put the other party on notice that it might later become a claim for damages.33 If that were so, then parties would have to prepare to defend against even the most attenuated issues so long as there is some reference to it, no matter how thin.
¶35 Both RV Holdings and Standard Fiber submitted claims to the Arbitrator. As they pertained to awarding “management fees,”
¶36 RV Holdings counters that Standard Fiber‘s own submissions brought other agreements under the Arbitrator‘s jurisdiction, including the 2014 Agreement on which she ultimately based her award. The main contention here is whether the award to RV Holdings was based on a submitted claim. So we must look at what RV Holdings itself submitted as a basis for an award. And as we established, RV Holdings alleged breaches of only the 2006 MSA and the 50/50 Agreement.34
¶37 The record shows that at no point did RV Holdings itself assert a breach of the 2014 Agreement as a basis for recovering damages. Further, because RV Holdings did not make a claim for damages under this agreement, Standard Fiber did not receive notice as required by JAMS rule 9. Standard Fiber had no reason to believe that its own vague reference to other agreements would trigger a need to defend against a claim by RV Holdings for breach of the 2014 Agreement.
¶38 RV Holdings also points to evidence presented by Standard Fiber to the Arbitrator to show that the 2014 Agreement fell within the scope of the arbitration. Specifically, during arbitration, Standard Fiber presented a chart that noted all alleged
¶39 Accordingly, because RV Holdings expressly disavowed the 2014 Agreement and did not seek recovery for breach of it, the Arbitrator could not award damages based on that agreement. And though Standard Fiber tangentially referenced the 2014 Agreement, the relevant inquiry is on what RV Holdings submitted as the basis for its relief. So we hold that RV Holdings failed to submit the 2014 Agreement to the Arbitrator and the Arbitrator therefore could not grant an award to RV Holdings on that basis. And because we resolve Standard Fiber‘s appeal on this ground, we need not reach its other claims.
B. The Award May Be Corrected Without Affecting the Underlying Decision.
¶40 RV Holdings submitted claims for management fees stemming from breach of the 50/50 Agreement and the 2006 MSA.37 The Arbitrator ultimately rejected these claims and rested her award on a breach of the 2014 Agreement. But because we have determined that RV Holdings did not submit a claim for breach of the 2014 Agreement, our remaining task is to now determine whether this decision affects the other claims that the Arbitrator rejected.38
¶42 To modify the award we must first determine that the Arbitrator‘s award is based on an unsubmitted claim.41 And we also must find that modifying the award will not affect the merits of the decision.42 In Allstate Insurance Co. v. Wong, we clarified that this calculus should focus on whether severing the award based on the unsubmitted claim would leave the rest of the award based on submitted claims salvageable.43
¶43 Here, the Arbitrator rejected all of RV Holdings’ remaining claims for lack of persuasive evidence.44 Those determinations are independent of the $725,000 award based on the 2014 Agreement. Although modification would reduce the total award, potentially to zero, the relevant inquiry is not the size of the remaining award but whether the improper portion can be severed without affecting the merits underlying the rest of the decision.45 And a determination that an additional claim was not properly before the Arbitrator does not make the submitted-and-rejected claims any more supported; it simply leaves fewer—indeed, no—adjudicated grounds to support an award.
CONCLUSION
¶45 In reviewing the written arbitration demands, we see references to the 2014 Agreement. But nothing in these demands could be considered a submitted claim by RV Holdings against Standard Fiber for breach of the 2014 Agreement. Because RV Holdings did not present the 2014 Agreement as a basis for relief, it was not within the Arbitrator‘s authority to award relief on that basis. Our conclusion rests on that lack of submission, not on resolving doubts in favor of arbitration generally, and it is consistent with the limits on deference we now clarify since Pacific Development and its progeny through Grimmer. Accordingly, we remand to the district court for modification of the award to exclude any amount based on the unsubmitted 2014 Agreement claim.