StubHub Arbitration Ruling Explained: Clicking 'Buy Now' Implied Agreement to Terms

Judge explains StubHub arbitration ruling: ticket buyer agreed to terms barring class actions when he clicked ‘Buy Now’

September 22, 2026 By Mandy Dalugdug

A ticket buyer who sued StubHub and its CEO gave up his right to go to court when he clicked “Buy Now” at checkout, a federal judge has ruled.

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Judge Jed S. Rakoff set out that reasoning in an opinion issued in the US District Court for the Southern District of New York on Monday ( September 21 ).

It explains the one-page order he issued on September 14 , as MBW reported , which sent the case to private arbitration and paused it in court. The opinion twice dates that order to September 15 ; the file stamp on the order itself reads September 14 .

Rakoff ‘s opinion, obtained by MBW , can be read in full here .

Louis Sanquini , a New York ticket buyer, sued StubHub and CEO Eric Baker on July 13 , alleging the platform sells itself as a neutral marketplace for fans while Baker is part owner and managing director of a professional reseller that trades on it.

Rakoff has not ruled on those allegations, which remain untested.

The practical effect is that Sanquini must take his claims to an arbitrator on his own, because StubHub ‘s terms stop buyers from suing as a class.

The ruling turns on StubHub ‘s checkout screen.

“StubHub’s website and mobile application provided Sanquini with reasonably conspicuous notice of the arbitration agreement,” the opinion states.

A line of text immediately above the button read: “By clicking the button below you acknowledge and accept our terms and conditions and privacy policy,” according to a screenshot reproduced in Rakoff ‘s opinion.

The words “terms and conditions” were underlined, set in a different font color, and hyperlinked to StubHub ‘s Global User Agreement .

The first clause of that agreement, also reproduced in the opinion, runs in bold capital letters: “FOR ALL USERS RESIDING IN THE UNITED STATES, PLEASE BE ADVISED: CLAUSE 22 OF THIS AGREEMENT CONTAINS AN AGREEMENT TO ARBITRATE, WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, UNLESS YOU OPT-OUT. UNLESS YOU OPT OUT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING…”

Rakoff found that the click was enough.

“Sanquini unambiguously manifested his assent by clicking the ‘Buy Now’ button to complete his transactions,” the opinion states.

The judge also noted what Sanquini did not say.

> “Sanquini unambiguously manifested his assent by clicking the ‘Buy Now’ button to complete his transactions.” Jed S. Rakoff , US district judge

“Sanquini has offered no evidence of his own casting doubt on whether he agreed to submit his claims to arbitration,” the opinion reads. “He does not affirmatively deny that he clicked the ‘Buy Now’ button shown above, nor does he claim that he opted out of arbitration as the above-quoted paragraph gave him the opportunity to do.”

Sanquini attacked the evidence instead, raising nine objections to the screenshots, declarations, and exhibits the defendants filed.

Rakoff worked through six of them in the body of the opinion: he rejected four outright, sidestepped one by declining to rely on the statement it targeted, and found another moot after the parties agreed to substitute StubHub, Inc. for StubHub Holdings, Inc. as the defendant. On the other three, he said he had not relied on the exhibits at issue. Either way, he found, none of it created a genuine dispute over whether Sanquini had agreed to arbitrate.

The judge leaned on declarations from James Wright , StubHub ‘s former Chief Technology Officer and VP Engineering, who recreated the checkout process as buyers would have encountered it in December 2023 and September 2024 , and reviewed the source code behind it.

Rakoff decided two questions himself rather than leaving them to the arbitrator, finding that the agreement had not clearly and unmistakably handed them over: whether the arbitration terms were unconscionable and so unenforceable, and whether Sanquini ‘s claims fell within their scope.

He decided both in StubHub ‘s favor, though Sanquini had never disputed that the agreement covers his claims against the company. Whether it reached Baker was a separate fight.

Sanquini had argued that StubHub ‘s right to change the arbitration terms made them unfair.

Rakoff pointed to the clause requiring StubHub to post amendments on its site at least 30 days before they take effect and to notify users by email, and to let users close their accounts within that window rather than be bound by them. Those terms are not “overly harsh,” “unduly oppressive,” or “so one-sided as to shock the conscience,” the opinion states.

On whether the bargain was unfairly struck in the first place, the judge found neither oppression nor surprise: the arbitration agreement runs to a little over three pages, sits in a clause headed Legal Disputes in large, bold type, and Sanquini had 30 days after each purchase to opt out.

Baker never signed the user agreement himself, and Rakoff ruled he can enforce it anyway, pointing to the close corporate relationship between the two – the opinion describes him as StubHub ‘s “founder, CEO, and Chairman” – and to the way Sanquini had treated the man and the company as one.

“Sanquini’s four causes of action are asserted without differentiating between Baker and StubHub,” the opinion states.

The opinion does not put a figure on what Sanquini is owed.

His complaint said the aggregate amount in controversy across the proposed class exceeds USD $5 million . That is the jurisdictional threshold under the Class Action Fairness Act for a case of this kind to be heard in federal court, not an estimate of what the claims are worth.

Two purchases of his own are at issue, both set out in the complaint: two tickets to a KISS concert at Madison Square Garden in December 2023 , and four tickets to a Major League Soccer match between the New York Red Bulls and New York City FC in September 2024 , for which the filing says he paid $131.48 for the tickets plus $76.34 in service and delivery fees. He received and used both sets.

Keven Steinberg , lead counsel for Sanquini , told MBW after the September 14 order that the outcome settles nothing about the allegations.

“The ruling is only the first step. StubHub fought to keep ticket buyers out of court and out of a class action – now it will face those same buyers, one at a time, tens or hundreds of thousands of times over through a contemplated mass arbitration,” Steinberg said.

“StubHub got exactly what it asked for. It may come to regret it,” he added.

StubHub declined to comment on the September 14 order.

The case is one strand of the pressure on StubHub since a CBC News investigation on July 10 drew on the company’s SEC filings to report Baker ‘s role at Andro Capital .

On July 24 , Robert Garcia , the top Democrat on the US House Committee on Oversight and Government Reform , wrote to Baker demanding answers about his interest in the fund.

A StubHub spokesperson told MBW that day: “Eric’s investment in Andro Capital has been disclosed publicly. Andro Capital is a separate company and is one of many vendors we use.”

Rakoff ‘s ruling follows an outcome Spotify secured in the same court in April , on tougher terms for the plaintiff.

Judge John G. Koeltl sent a proposed class action over Spotify’s Discovery Mode to arbitration on April 30 , and threw out the class claims for good.

Rakoff has not dismissed Sanquini ‘s class claims, which stay on hold while the arbitration runs.

Both rulings leave StubHub ‘s and Spotify ‘s click-through terms intact, and move consumer complaints out of public courtrooms and into private hearings, one customer at a time. Music Business Worldwide

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_Originally reported by [Music Business Worldwide](https://www.musicbusinessworldwide.com/judge-explains-stubhub-arbitration-ruling-ticket-buyer-agreed-to-terms-barring-class-actions-when-he-clicked-buy-now/)._