Page:Lamps Plus, Inc. v. Frank Varela.pdf/43

This page has been proofread, but needs to be validated.

8

LAMPS PLUS, INC. v. VARELA

Kagan, J., dissenting

contract—and treats each identically to all others. See Sandquist, 1 Cal. 5th, at 248, 376 P. 3d, at 514 (“This general principle of contract interpretation applies equally to the construction of arbitration provisions”); ante, at 9–10. And contrary to what the majority is left to insist, the rule does not “target arbitration” by “interfer[ing] with [one of its] fundamental attributes”—i. e., its supposed individualized nature. Ante, at 11 (internal quotation marks omitted); see ante, at 7–9. The anti-drafter rule (again, quite unlike Concepcion’s ban on class-action waivers) takes no side—favors no outcome—as between class and individualized dispute resolution. All the anti-drafter rule asks about is who wrote the contract. So if, for example, Varela had drafted the agreement here, the rule would have prevented, rather than permitted, class arbitration.^[1] Small wonder, then, that this Court has itself used the anti-drafter canon to interpret an arbitration agreement. See Mastrobuono v. Shearson Lehman Hutton, Inc., 514 U. S. 52, 62 (1995) (construing an ambiguous arbitration agreement against the drafter’s interest). In that case (as properly in any other), the rule’s through-and-through neutrality made preemption unthinkable.^[2]

So this case should come out Varela’s way even if the agreement is ambiguous. To repeat the simple logic applicable here: Under the FAA, state law controls the inter-
—————

↑ Similarly, if Lamps Plus, as the agreement’s author, had wanted class arbitration (perhaps because that would resolve many related cases at once) and Varela had resisted it (perhaps because he thought his case better than the others), the anti-drafter rule would have prevented, rather than permitted, class arbitration.
↑ Our decision in DIRECTV, Inc. v. Imburgia, 577 U. S. ___ (2015), also assumed that a court may generally apply a State’s anti-drafter rule to arbitration agreements. It was only because the court there applied that rule to an unambiguous contract—in contrast to what the court would have done in a non-arbitration case—that we reversed its decision. See id., at ___, ___ (slip op., at 7, 10).

[1] Similarly, if Lamps Plus, as the agreement’s author, had wanted class arbitration (perhaps because that would resolve many related cases at once) and Varela had resisted it (perhaps because he thought his case better than the others), the anti-drafter rule would have prevented, rather than permitted, class arbitration.

[2] Our decision in DIRECTV, Inc. v. Imburgia, 577 U. S. ___ (2015), also assumed that a court may generally apply a State’s anti-drafter rule to arbitration agreements. It was only because the court there applied that rule to an unambiguous contract—in contrast to what the court would have done in a non-arbitration case—that we reversed its decision. See id., at ___, ___ (slip op., at 7, 10).

[1]

[2]