Wright v. Goldstein.
2026 COA 54. No. 25CA0855. Court Procedure—Colorado Uniform Arbitration Act—Vacating Award—Agreement to Arbitrate—Arbitrability of Claims—Arbitrator’s Jurisdiction.
June 25, 2026
Wright is the president and manager of Damages Inc., LLC. Goldstein is the president of Altru-Media LLC and Page 1 Solutions, LLC. In 2012, Wright and Goldstein formed And Justice For All, LLC (AJFA) to develop, manage, and market a network of legal advertising websites and donate a percentage of its proceeds to social justice causes. Damages Inc. and Altru-Media (a wholly owned subsidiary of Page 1 Solutions) each owned a 50% membership interest in AJFA. As corporate representatives of Damages Inc. and Altru-Media, Wright and Goldstein entered into an operating agreement and a memorandum of understanding (MOU) regarding AJFA. The MOU contained a broad arbitration clause. AJFA was never profitable, and Goldstein took steps to sell Page 1 Solutions’ assets in 2019. Wright subsequently filed a complaint asserting multiple claims on behalf of himself, Damages Inc., and AJFA (collectively, Wright plaintiffs) against Goldstein, Altru-Media, and Page 1 Solutions (collectively, Goldstein defendants) and others irrelevant to this appeal. The Goldstein defendants moved to compel arbitration under the MOU’s arbitration clause. The Wright plaintiffs opposed arbitration. The district court granted the Goldstein defendants’ motion, and an arbitrator later determined that the Goldstein defendants weren’t liable on any of the Wright plaintiffs’ claims. The arbitrator also awarded the Goldstein defendants their attorney fees. The Wright plaintiffs then moved the district court to vacate the arbitration award, while the Goldstein defendants filed a competing motion to confirm the award. The court granted the motion to confirm and denied the motion to vacate.
On appeal, the Wright plaintiffs contended that the district court erred by denying their motion to vacate. They asserted that the arbitrator lacked jurisdiction over Wright in his individual capacity because Wright signed the MOU as a corporate representative of Damages Inc., not in his individual capacity. During a pre-arbitration conference that occurred almost a year into the arbitration proceeding and four days before the scheduled arbitration merits hearing, Wright objected to the arbitrator exercising jurisdiction over him in his individual capacity. The arbitrator determined that Wright had waived his objection to arbitral jurisdiction by not raising it earlier and not distinguishing between himself and his company in his filings. Wright again raised his objection before the district court in his motion to vacate the arbitration award. The district court concluded that Wright had waived his objection by failing to raise it earlier. Under the Colorado Revised Uniform Arbitration Act’s (CRUAA) plain language, a party may move to vacate an arbitration award on the ground that the parties have no agreement to arbitrate, provided the motion is made before the arbitration hearing begins. Here, Wright objected to the arbitrator exercising jurisdiction over him in his individual capacity before the arbitration hearing began, so the district court erred by not either vacating the arbitration award or making findings that an arbitration agreement existed between Wright and the Goldstein defendants. And because the district court denied Wright’s motion to vacate based on its determination that Wright had waived his objection, it didn’t make findings on whether an agreement to arbitrate existed between Wright and each of the Goldstein defendants, so remand is necessary for the court to make findings on this question.
The Wright plaintiffs also contended that the arbitrator lacked jurisdiction over Goldstein and Page 1 Solutions because neither signed the MOU containing the arbitration clause. However, a nonsignatory may compel a signatory to arbitrate when the nonsignatory has assumed the obligation to arbitrate. Here, Goldstein and Page 1 Solutions assumed the obligation to arbitrate because they actively and voluntarily participated in the arbitration, they listed themselves as claimants in the arbitration, and neither sought to resolve any claims outside of arbitration. They also maintained on appeal that they assumed the obligation to arbitrate through their conduct. Goldstein and Page 1 Solutions thus manifested a clear intent to arbitrate their disputes with Damages Inc. The court of appeals did not address this contention as to the claims between Wright in his individual capacity and Goldstein or Page 1 Solutions because the district court hasn’t yet made findings determining whether Wright was a party to the MOU’s arbitration clause or otherwise subject to arbitration. The court also did not address this contention as to the claims between AJFA and Goldstein or Page 1 Solutions because the arbitrator treated only Wright 19 and Damages Inc. as respondents in the arbitration and didn’t resolve any claims asserted by AJFA.
The Wright plaintiffs further argued that the district court erred by allowing the arbitrator to determine the arbitrability of all claims. Under the CRUAA, arbitration, including the question of who decides arbitrability, is a matter of contract between the parties. Based on the MOU, those who agreed to the MOU delegated the question of arbitrability to the arbitrator. Accordingly, the district court didn’t err by determining that the parties to the MOU had delegated arbitrability questions to the arbitrator.
The court also denied Damages Inc.’s request for appellate attorney fees because it hasn’t prevailed on any of its appellate contentions. It denied as premature the Goldstein defendants’ request for appellate attorney fees.
The judgment was affirmed in part and reversed in part, and the case was remanded with directions.