Zetor North America, Inc. Plaintiff- Appellee
Brent Rozeboom, individually, and as Director of Alberni Enterprises doing business as Ridgeway Enterprises; Glenda Rozeboom, individually Defendants Ridgeway Enterprises, a private trust company Defendant-Appellant Antonie Rozeboom; Alberni Enterprises Defendants Alan Scott Peterson, individually, and as Executive Trustee of Ridgeway Enterprises Defendant-Appellant Zetor North America, Inc. Plaintiff-Appellee
Brent Rozeboom, individually, and as Director of Alberni Enterprises doing business as Ridgeway Enterprises; Glenda Rozeboom, individually Defendants-Appellants Ridgeway Enterprises, a private trust company; Antonie Rozeboom; Alberni Enterprises; Alan Scott Peterson, individually, and as Executive Trustee of Ridgeway Enterprises Defendants
Submitted: February 8, 2017
from United States District Court for the Western District of
Arkansas - Harrison
SMITH,  BENTON and SHEPHERD, Circuit Judges.
BENTON, Circuit Judge.
North America, Inc., sued Ridgeway Enterprises and its
associates for trademark infringement. Years before, Zetor
settled a dispute with Ridgeway over similar infringement.
The settlement agreement included an arbitration clause,
which Ridgeway seeks to enforce. The district
court denied Ridgeway's motion to compel
arbitration. Zetor N. Am., Inc. v. Rozeboom, 2016 WL
1611599 (W.D. Ark. April 22, 2016). Having jurisdiction under
28 U.S.C. § 1292(a)(1) and 9 U.S.C. § 16(a)(1)(c),
this court affirms.
was granted a license to use the Zetor mark and promotional
materials in the United States. Ridgeway
Enterprises sells tractor parts but is not an
authorized Zetor dealer. According to Zetor, Ridgeway
advertises, markets, sells, and distributes new and used
parts using the Zetor mark without clearly distinguishing
which are genuine, causing consumer confusion about the
source and quality of the parts. Zetor also alleges that
Ridgeway's use of Zetor photos and promotional materials
infringes its copyright.
and Ridgeway had a similar dispute in 2008. Becoming aware of
similar tactics, Zetor sent a cease and desist letter. The
dispute was resolved by a settlement agreement with an
arbitration provision. That provision stated that the parties
would "attempt in good faith to resolve any controversy
arising out of or relating to this Agreement." If that
failed, the controversy would go to mediation "in
accordance with American Arbitration Association [sic] or may
proceed directly to arbitration."
the Agreement, "Ridgeway acknowledge[d] the validity of
the mark ZETOR" and "that only Zetor and its
authorized resellers and licensees may use the Zetor Mark in
advertising, promotional, and sales materials." In
paragraph 2, Ridgeway agreed to "permanently cease and
desist the use of the ZETOR Mark, except" to describe
the compatibility of its products with a Zetor product,
subject to several restrictions. Ridgeway also transferred to
Zetor a domain name it used, zetorusa.com. Both Zetor and
Ridgeway released all claims "that occurred prior to the
effective date of this Agreement."
2014, Zetor became aware of allegedly trademark-infringing
conduct by Ridgeway. Zetor sent another cease and desist
letter. Ridgeway did not respond. Zetor sued Ridgeway for
trademark infringement and dilution, injury to business
reputation, unfair competition, copyright infringement,
deceptive trade practices, and civil conspiracy, adding
claims as under Arkansas anti-dilution laws, the Arkansas
Deceptive Trade Practice Act, and common law. In its answer,
Ridgeway included "arbitration and award" in a list
of affirmative defenses. However, Ridgeway did not move to
compel arbitration until after the case progressed: The
parties had completed preliminary discovery and participated
in a case-management hearing and settlement conference; Zetor
had added defendants and moved to compel
district court, finding the arbitration provision
inapplicable to Zetor's new claims, denied Ridgeway's
motion to compel arbitration. It did not address Zetor's
argument that the settlement agreement was void due to
fraudulent inducement in its formation. Ridgeway appeals.
contract-interpretation-based denial of a motion to compel
arbitration is reviewed de novo. Unison Co. v. Juhl
Energy Dev., Inc., 789 F.3d 816, 818 (8th Cir. 2015).
The Federal Arbitration Act-which governs here-reflects
"a liberal federal policy favoring arbitration."
AT&T Mobility LLC v. Concepcion, 563 U.S. 333,
339 (2011) (internal quotation marks omitted). But it is a
"fundamental principle that arbitration is a matter of
contract." Id. (internal quotation marks
omitted). Therefore, "a party cannot be required to
submit to arbitration any dispute which he has not agreed so
to submit." Howsam v. Dean Witter Reynolds,
Inc., 537 U.S. 79, 83 (2002). See also Unison,
789 F.3d at 818.
liberal federal policy favoring arbitration agreements
requires that a district court, " faced with a broad
arbitration clause "send a claim to arbitration as long
as the underlying factual allegations simply touch matters
covered by the arbitration provision." Unison,
789 F.3d at 818 (internal quotation marks and alterations
omitted). Arbitration clauses covering claims ...