Written Arbitration Agreements Can Be Enforced Even If Not Signed

It is a well-known general rule that a court cannot compel parties to arbitrate disputes that they have not agreed in writing to arbitrate.¹ "Indeed, when a party resisting arbitration is not a signatory to an arbitration agreement, a presumption against arbitration arises." Peters v. Columbus Steel Castings Co., Tenth Dist. No. 05AP-308, 2006-Ohio-382, at ¶ 11.

Despite this general rule, Ohio courts previously have enforced arbitration agreements against non-signatories under several theories, including: incorporation by reference, assumption, ordinary contract and agency principles, veil-piercing or alter ego, third-party beneficiary, and estoppel. As the federal Sixth Circuit court has held (which covers Ohio, Michigan, Kentucky, and Tennessee), a non-signatory can be bound to an arbitration provision under an estoppel theory when it seeks a direct benefit from the contract.²