Judge Mark A. Young, Case 22SMCV01337 2023-02-02 Tentative Ruling

Judge: Mark A. Young, Case: 22SMCV01337, Date: 2023-02-02 Tentative Ruling

Case Number: 22SMCV01337 Hearing Date: February 2, 2023 Dept: M

CASE NO.: 22SMCV01337

MOTION: Petition/Motion to Compel Arbitration

HEARING DATE: 2/2/2023

Legal Standard

Under California and federal law, public policy favors arbitration as an efficient and less expensive means of resolving private disputes. (Moncharsh v. Heily & Blase (1992) 3 Cal.4th 1, 8-9; AT&T Mobility LLC v. Concepcion (2011) 563 U.S. 333, 339.) Accordingly, whether an agreement is governed by the California Arbitration Act (“CAA”) or the Federal Arbitration Act (“FAA”), courts resolve doubts about an arbitration agreement’s scope in favor of arbitration. (Moncharsh, supra, 3 Cal.4th at 9; Comedy Club, Inc. v. Improv West Assocs. (9th Cir. 2009) 553 F.3d 1277, 1284; see also Engalla v. Permanente Med. Grp., Inc. (1997) 15 Cal.4th 951, 971-972 [“California law incorporates many of the basic policy objectives contained in the Federal Arbitration Act, including a presumption in favor of arbitrability [citation] and a requirement that an arbitration agreement must be enforced on the basis of state law standards that apply to contracts in general”].) “[U]nder both the FAA and California law, ‘arbitration agreements are valid, irrevocable, and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract.’ ” (Higgins v. Superior Crout (2006) 140 Cal.App.4th 1238, 1247.)

“Code of Civil Procedure section 1281.2 requires a trial court to grant a petition to compel arbitration if the court determines that an agreement to arbitrate the controversy exists.” (Avery v. Integrated Healthcare Holdings, Inc. (2013) 218 Cal.App.4th 50, 59, quotations omitted.) Accordingly, “when presented with a petition to compel arbitration, the court’s first task is to determine whether the parties have in fact agreed to arbitrate the dispute.” (Ibid.) A petition to compel arbitration is in essence a suit in equity to compel specific performance of a contract. (Id. at 71.) As with any other specific performance claim, “a party seeking to enforce an arbitration agreement must show the agreement’s terms are sufficiently definite to enable the court to know what it is to enforce.” (Ibid. [internal citations omitted].) “Only the valid and binding agreement of the parties, including all material terms well-defined and clearly expressed, may be ordered specifically performed.” (Ibid.) An arbitration agreement “must be so interpreted as to give effect to the mutual intention of the parties as it existed at the time of contracting, so far as the same is ascertainable and lawful.” (Civ. Code, § 1636.) The language of the contract governs its interpretation if it is clear and explicit. (Civ. Code, § 1368.) If uncertainty exists, “the language of a contract should be interpreted most strongly against the party who caused the uncertainty to exist.” (Civ. Code, § 1654.)

The party seeking to compel arbitration bears the burden of proving the existence of a valid arbitration agreement by the preponderance of the evidence. (Engalla v. Permanente Medical Group, Inc. (1997) 15 Cal.4th 951, 972.) It would then be plaintiff’s burden, in opposing the motion, to prove by a preponderance of the evidence any fact necessary to her opposition. (See Ibid.) “In these summary proceedings, the trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court’s discretion, to reach a final determination.” (Ibid.)

Analysis

Defendant Amazon asserts that the instant claims are required to go to arbitration because Plaintiff signed an arbitration agreement covering his claim.

As with any contract, mutual assent or consent is necessary for the formation of a valid arbitration agreement. (Civ. Code, §§ 1550, 1565.) “Consent is not mutual, unless the parties all agree upon the same thing in the same sense.” (Civ. Code, § 1580.) The moving party bears the initial burden of showing the existence of an agreement to arbitrate by a preponderance of the evidence. (Mitri v. Arnel Mgmt. Co. (2007) 157 Cal.App.4th 1164, 1169 [“Because the existence of the agreement is a statutory prerequisite to granting the petition, the petitioner bears the burden of proving its existence by a preponderance of the evidence.”].)

On October 29, 2014, Plaintiff created an account on Amazon Seller Central to be a third-party seller of goods in Amazon’s online stores. (Hartley Decl. ¶ 3.) Amazon Seller Central is the online interface used by third-party sellers, like Plaintiff, to list products and track their sales. (¶ 3.) All third-party sellers must accept and agree to the BSA and incorporated policies as a condition of creating an account with Amazon Seller Central and selling on Amazon.com. (¶¶ 2-3.) The BSA contains a mandatory arbitration provision. (Ex. A § 19.) When creating his account on Amazon Seller Central, Plaintiff had an opportunity to review the BSA before agreeing to it, and affirmatively represented that he had “read and accepted” the BSA. (Hartley Decl. ¶ 3.) Had Plaintiff failed to accept the BSA and its terms, he could not have opened a seller account or used Amazon’s seller services. By accepting the BSA, Plaintiff agreed to arbitrate any disputes with Amazon. (BSA § 19.)

There is no reasonable dispute that the claims here fall under the scope of the broad arbitration provision. Plaintiff and Amazon both agreed to resolve “any dispute” through arbitration: “Amazon and you both consent that any dispute with Amazon or its Affiliates or claim relating in any way to this Agreement or your use of the Services will be resolved by binding arbitration as described in this paragraph, rather than in court….” (BSA § 19.) Plaintiff’s claims apparently arise from an alleged breach of the service agreement. Amazon allegedly deactivated his account, in accordance with section 3 of the BSA. Thus, this provision applies to this case.

Defendant meets its burden to demonstrate the existence of an arbitration agreement between the parties that covers Plaintiff’s claims. Plaintiff fails to oppose this motion. Defendant’s motion is therefore GRANTED and the Court orders Plaintiff’s claims to arbitration, as discussed above. The entire action is STAYED pending the completion of the arbitration. (CCP § 1281.4.)