[DO NOT PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FOR THE ELEVENTH CIRCUIT

________________________ No. 15

- 10 364 Non

- Argument Calendar

________________________ D.C. Docket No. 1 :1 4

- cv
- 0 1187

- AT

ROBERT REAGAN , on behalf of himself and all others similarly situated , Plaintiff

- Appell ee ,

versus STORED VALUE CARDS, INC. , CENTRAL NATIONAL BANK AND TRUST COMPANY, ENID, OKLAHOMA , Defendants

- Appell ant s.

________________________ Appeal from the United States District Court for the Northern District of Georgia

________________________ (June 18, 2015) Before MARCUS, WILLIAM PRYOR, and COX, Circuit Judges.
PER CURIAM: Stored Value Cards, Inc. (“Stored Value Cards”) and Central National Bank and Trust Company , Enid, Oklahoma ( “Central National Bank”) , appeal the district

Case: 15-10364 Date Filed: 06/18/2015 Page: 1 of 42 court’s order (Doc. 24 ) denying their motion to compel arbitration pursuant to an arbitration clause in a Cardholder Agreement (“Agreement”) . We affirm. I. Facts and Proceedings Below The Plaintiff, Robert R eagan, was jailed overnight in the Rockdale , Georgia, County Jail on a charge that later was dropped. When booked, he turned over $764 .00 in cash to his jailers. When released the next day, he was given in lieu of
his cash a pre
- paid debit card worth $76 4.00 issued by Central National Bank through Stored Value Cards. He had no option to get cash or a check instead. Simultaneously, he received from the jailers a packet of documents that included
the A greement , which was printed in illegible five

- point type. The jaile rs did not tell Reagan that the A greement was in the packet . And, Reagan did not know that
th e A greement was in the packet. Th e A greement, which Reagan had no opportunity to read and di d no t sign , i ncluded an arbi tration clause . After Reagan brought in state court this putative class action challenging fees attendant to using the card, Stored Value Cards and Central National Bank removed the case to
federal district court and filed a motion to compel arbitration

. The district court denied the motion because there were factual disputes as to whether Reagan agreed
to arbitrate. Case: 15-10364 Date Filed: 06/18/2015 Page: 2 of 43 II. Standard of Review We review de novo a district court’s order denying a motion to compel
arbitration under the Federal Arbitration A ct. Becker v. Davis , 491 F .3d 1292, 1297 (11th Cir. 2007).
III. Discussion The parties agree that arbitration is contractual, and that arbitration may not be compell ed if the parties did not mutually assent to the Agreement containing the
arbitration clause. 1 Mutual assent requires a meeting of the minds on the essential
terms of the contract. The parties agree that whether they formed the Agreement is
for district court s to decide. See Granite Rock Co. v. Int ’l Bhd

. of Teamsters , ___ U.S. ___, 130 S. Ct. 2847, 285 5

- 58 (2010); Solymar Inv s
. , Ltd. v. Banco Santander, S.A. , 672 F.3d 981, 989

- 90 (11th Cir. 2012). Stored Value Card and Central National Bank contend that Reagan’s use of
the card constitute d a ssent to the Agreement and, in turn, to the arbitration clause

. Reagan contends that the “usage rule” is inapposite, and that there is an issue of fact to be resolved by the district court as to whether Reagan assented to the Agreement.

1 The parties also agree that Georgia law applies as t o whether mutual assent existed in this case. John K. Larkins, Jr., Ga. Contracts Law and Litigation § 3.2 (2d ed.); Jones v. Frickey , 618 S.E.2d 29, 31 (Ga. Ct. App. 2005).

Case: 15-10364 Date Filed: 06/18/2015 Page: 3 of 44 The district court conclud ed that fact issues exist to be res olved by the court or a jury as to whether Reagan assented to the Agreement and, hence, assented to
the arbitration clause. (Doc. 24, 7

- 10). The district court noted that issues of fact exist as to whether Reagan’s use of the card constituted assent to the Agreement’s

terms because : (1) he did not apply for the card; (2) he was not offered a line of credit that he could choose to use or not use; (3) the Agreement did not come in the same envelope as a card for which Reagan had applied; and (4) Reagan did not use it for a long period of time. ( Id. , 10

- 11). We have reviewed the briefs and the appellate record excerp ts cited by the parties. We need not add anything to the district court’s opinion. The district court correctly held that issues of fact exist to be resolved by the court or a jury as to whether Reagan agre ed to arbitrat e with Stored Value Cards and Central National
Bank

. 2
IV. Conclusion For the reasons stated in this and the district court’s opinion, we affirm the
order of the district c ourt denying the motion to compel arbitration filed by Stored
Value Cards and Central National Bank.
AFFIRMED.

2 We agree with Stored Value Cards and Central National Bank that unconscionability is for the arbitrator to decide, but disagree with their contention that the district “conflated” formation issues with unconscionability.

Case: 15-10364 Date Filed: 06/18/2015 Page: 4 of 4