Judge Mark A. Young, Case 22SMCV01564 2023-04-28 Tentative Ruling

Judge: Mark A. Young, Case: 22SMCV01564, Date: 2023-04-28 Tentative Ruling

Case Number: 22SMCV01564 Hearing Date: April 28, 2023 Dept: M

CASE NAME: Johnson v. Taghavi, et al.

CASE NO.: 22SMCV01564

MOTION: Petition/Motion to Compel Arbitration

HEARING DATE: 4/28/2023

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.)

EVIDENTIARY ISSUES

Plaintiff’s objections are OVERRULED.

Analysis

This is a legal malpractice case, arising from divorce/child custody proceedings. On April 28, 2017, Plaintiff initiated the divorce case In Re: Marriage of Natasha and David Johnson ("underlying action") against her former spouse for judicial determination of issues involving domestic violence, the validity of their premarital agreement, division of the marital estate, child custody and visitation, child support, and spousal support. (Compl., ¶ 12.) Plaintiff was represented by Defendants Taghavi and TLG LLP from February 2018 through December 2019. (Compl., ¶ 5.) After TLG fired Taghavi, Defendants Taghavi and the Law Office of Roxana Taghavi (LORT) represented Plaintiff in the underlying action from approximately December 2019 through August 2021. (Compl., ¶ 6.) In August 2021, Taghavi formed another law firm, VT LLP. Thereafter, Taghavi and VT represented plaintiff in the underlying action.

Defendants Roxana Taghavi, Valencia-Taghavi LLP, and LORT move to compel Plaintiff’s claims against them and Defendant TLG to arbitration.

Valid Arbitration Agreement

Defendants assert that the instant claims are required to go to arbitration because Plaintiff signed an arbitration agreement covering their claims. 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.”].)

Defendants present multiple agreements, signed by Plaintiff, relating to Defendants’ representation of Plaintiff in the underlying proceedings. Each contains arbitration clauses.

The TLG retainer agreement between Plaintiff references Taghavi by name and specifically states “Roxana Taghavi’s currently hourly rate is $495.” (Taghavi Decl., Ex. B.) As alleged in the complaint, Taghavi was an attorney with TLG at the time. She signed the TLG retainer agreement on behalf of TLG. The arbitration clause in the TLG retainer agreement specifically reads as follows:

“14. All disputes between us regarding any aspect of our attorney-client relationship will be resolved by binding arbitration pursuant to Sections 1280 et seq., of the Code of Civil Procedure and not by litigation in Court. This provision applies to all disputes whether they are about financial matters (fees and costs) or about the quality of our services (malpractice). By this provision, we are both giving up our right to have any such dispute decided by judge or jury.”

Further:

“If th[is] clause[] w[as] not in our retainer agreement both of us would have the right to a trial by jury in the event of any litigation between us. By signing the retainer agreement, you specifically intend to waive that right. If you do not wish to give up the right to a court or jury trial in any potential dispute you may later have with us, do not sign the retainer agreement and you should then seek other counsel promptly.”

(Id., ¶7, Exhibit C.)

In December 2019, Taghavi formed her own firm, Law Office of Roxana Taghavi. (Id., ¶ 8.) On December 20, 2019, Plaintiff and signed a retainer agreement with Taghavi (“Taghavi retainer agreement”). (Id., ¶9.) This agreement contains an express arbitration clause, as follows:

15. THEREFORE, IN THE EVENT OF A DISPUTE BETWEEN YOU AND ME REGARDING ANY MATTER (EXCEPT AS SPECIFICALLY SET FORTH ABOVE) RELATING TO OR ARISING OUT OF MY ENGAGEMENT BY YOU, OR YOUR OR MY PERFORMANCE OF THE AGREEMENT PURSUANT TO WHICH MY SERVICES ARE PERFORMED, INCLUDING THE QUALITY OF THE SERVICES WHICH I RENDER AND CLAIMS OF PROFESSIONAL NEGLIGENCE, OR ANY CLAIM OF INTENTIONAL OR NEGLIGENT INFLICTION OF EMOTIONAL DISTRESS OR ANY CLAIM OF BREACH OF CONTRACT, BREACH OF FIDUCIARY DUTY, BREACH OF CONFIDENTIAL RELATIONSHIP. FRAUD, MISREPRESENTATION OR ANY INTENTIONAL OR NEGLIGENT TORT CLAIM. THE DISPUTE SHALL BE DETERMINED, SETTLED AND RESOLVED BY BINDING ARBITRATION IN LOS ANGELES, CALIFORNIA ACCORDING TO THE PROCEDURES SET FORTH IN CALIFORNIA CODE OF CIVIL PROCEDURE §1281. I WILL SEND YOU WRITTEN NOTICE OF MY DESIRE TO ARBITRATE ANY SUCH DISPUTES, AND YOU MAY ALSO PROVIDE MY OFFICE WITH WRITTEN NOTICE OF YOUR DESIRE TO ARBITRATE SUCH DISPUTES.

16. YOU UNDERSTAND AND AGREE THAT SUCH AN ARBITRATION WILL RESULT IN YOUR NOT BEING ABLE TO HAVE YOUR COMPLAINTS OR DISPUTES ABOUT ANY OF THE MATTERS REFERRED TO ABOVE, INCLUDING YOUR COMPLAINTS ABOUT THE QUALITY OR NATURE OF MY LEGAL REPRESENTATION OF YOU, DECIDED BY A COURT WITH OR WITHOUT A JURY. YOU UNDERSTAND THAT ALL ISSUES WILL BE DECIDED BY THE ARBITRATOR, AND NOT BY A COURT OR JURY.

17. YOU UNDERSTAND THAT, EXCEPT FOR THIS BINDING ARBITRATION PROVISION IN OUR ENGAGEMENT AGREEMENT, YOU WOULD HAVE HAD THE RIGHT TO HAVE ALL SUCH COMPLAINTS OR DISPUTES TRIED AND DECIDED BY THE LOS ANGELES SUPERIOR COURT AND DETERMINED BY A JURY.

18. BECAUSE THERE IS NO PROVISION FOR JURY TRIALS IN AN ARBITRATION PROCESS, BY ENTERING INTO THIS AGREEMENT WITH THIS BINDING ARBITRATION PROVISION, YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL. LIKEWISE, WE ARE WAIVING THE RIGHT TO A JURY TRIAL BY ENTERING INTO THIS BINDING ARBITRATION AGREEMENT. BECAUSE THIS IS AN IMPORTANT WAIVER, PLEASE PUT YOUR INITIALS AT THE BOTTOM OF THIS PARAGRAPH INDICATING THAT YOU UNDERSTAND THE CONTENTS OF THE ABOVE PARAGRAPHS AND AGREE TO THE CONTENTS OF THESE PARAGRAPHS, INCLUDING THE WAIVER SET FORTH IN THIS PARAGRAPH. YOU ALSO ACKNOWLEDGE THAT I HAVE INFORMED YOU THAT I WOULD NOT ACCEPT YOUR CASE WITHOUT THIS ARBITRATION PROVISION BEING PART OF OUR AGREEMENT.

It further provides for the procedure to initiate arbitration and selecting an arbitrator:

21. SELECTION OF THE ARBITRATOR: You or I may demand binding arbitration of a dispute by serving written notice to the other. Such notice shall be sent by prepaid first class United States Mail and/or by email and this notice shall contain the names of three qualified arbitrators, which will be called the first list. The party sending the demand for arbitration shall be the demanding party and the party receiving the demand shall be the receiving party.

a. Within ten days of receipt of the demand for arbitration containing the list of three qualified arbitrators the receiving party shall respond to the demanding party as to who they wish to select from the first list. If the receiving party fails to respond within ten days of the date of mailing, the demanding party may file a Petition to Compel Binding Arbitration pursuant to Code of Civil Procedure §1281.2. The demanding party may also seek the appointment of an arbitrator pursuant to Code of Civil Procedure §1281.6.

b. If the receiving party does not accept any of the proposed arbitrators on the demanding party’s first list then the receiving party shall serve a second list of three different qualified arbitrators. If after 10 days upon receipt of the second list the parties are unable to agree upon an arbitrator either party may file a Petition pursuant to Code of Civil Procedure §1281.6 for the appointment of an arbitrator.

Further:

(Id., ¶10, Exhibit “E.”)

There is no reasonable dispute that the claims here fall under the scope of the broad arbitration provision above. The agreement specifically outlines that claims arising out of the representation are subject to arbitration, including malpractice, billing disputes, and fraud. Each of the five causes of action relate to such matters. Plaintiff alleges that Defendants committed malpractice and fraud throughout the representation. Defendants committed malpractice by a) repeatedly failing to perform legal services for Plaintiff with the required level of competence; b) failing to promptly inform Plaintiff of potential and actual conflicts of interest and failing to acquire Plaintiff’s informed written consent regarding such conflicts; c) improperly handling, safeguarding, disclosing, and using for their own interests, Plaintiff's confidential information; and d) upon being terminated by Plaintiff, failing to promptly deliver all her client materials and property. (Compl., ¶¶52-58.) The fraud cause relates to Defendants overbilling for the legal services, misrepresenting their skill and degree of expertise, and concealing the fact that they had not actually performed necessary legal services in the underlying action. (See ¶¶65-73.) The conversion cause relates to Defendants’ alleged failure to return, and destroying portions of, her client file. (¶¶ 85-91.) The other two claims are derivative of the malpractice claim.

Plaintiff argues that neither Valencia-Taghavi LLP nor Taghavi produced an arbitration agreement to which they are signatories. However, Taghavi is a signatory to all the agreements above. At a minimum, she is a third-party beneficiary of the initial TLG agreement. “A third party beneficiary may enforce a contract expressly made for his benefit. [Citation.] And although the contract may not have been made to benefit him alone, he may enforce those promises directly made for him. [Citations.]” (Murphy v. Allstate Ins. Co. (1976) 17 Cal.3d 937, 943.) With regard to arbitration clauses, a third party beneficiary wishing to invoke an arbitration clause has to show that the arbitration clause itself was made expressly for its benefit. (Ronay Family Limited Partnership v. Tweed (2013) 216 Cal.App.4th 830, 838.) It is clear that the parties intended the agreements to specifically cover Taghavi’s representation of Plaintiff. For example, Taghavi is clearly identified in the TLG agreement, and she even signed the agreements herself. The direct benefit of the agreement to arbitrate malpractice claims would run to Taghavi, as the agreement expresses that she was Plaintiff’s intended counsel for the underlying dispute. Thus, Taghavi is an intended third party beneficiary of that agreement with standing to bring this motion.

Furthermore, the Taghavi Agreement’s arbitration provision would also apply to VT. As noted, Plaintiff brings claims against VT that are inextricably tied with Taghavi’s representation, which arose from the TLG and Taghavi Agreements. In circumstances such as this, the doctrine of estoppel is applicable and can be properly used to compel arbitration of this matter. (See Suh v. Superior Court (2010) 181 Cal.App.4th 1504, 1513.) Arbitration is required under the estoppel principle if plaintiff has asserted claims that are “dependent upon, or inextricably intertwined with, the obligations” imposed by the agreement containing the arbitration clause. (JSM Tuscany, LLC v. Superior Court (2011) 193 Cal.App.4th 1222, 1239; Goldman v. KPMH, LLP (2009) 173 Cal.App.4th 209, 229-230 [the test is whether the cause of action “relies on the agreement” containing the arbitration provision].) The record here shows that VT was Taghavi’s new law firm formed during the pendency of the underlying action. Plaintiff and VT apparently operated off of the Taghavi Agreement during the course of its representation. (Compl., ¶¶ 7, 21-34.) Plaintiff sues for malpractice, fraud and conversion, which arose from the attorney-client relationship that formed from said agreements. Thus, Plaintiff should be estopped from arguing that the arbitration provisions do not apply to the claims against VT.

Accordingly, Defendants demonstrate that there is a valid arbitration agreement between the parties which apply to the claims at hand. Plaintiff must demonstrate a defense.

Unconscionability

Plaintiff argues that the agreement is unconscionable. The doctrine of unconscionability refers to “an absence of meaningful choice on the part of one of the parties together with contract terms which are unreasonably favorable to the other party.” (Sonic-Calabasas A, Inc. v. Moreno (2013) 57 Cal.4th 1109, 1133.) It consists of procedural and substantive components, “the former focusing on oppression or surprise due to unequal bargaining power, the latter on overly harsh or one-sided results.” (Ibid.) Although both components of unconscionability must be present to invalidate an arbitration agreement, they need not be present in the same degree. (Armendariz v. Found Health Psychcare Servs., Inc. (2000) 24 Cal.4th 83, 114.) “Essentially a sliding scale is invoked which disregards the regularity of the procedural process of the contract formation, that creates the terms, in proportion to the greater harshness or unreasonableness of the substantive terms themselves. [Citations.] In other words, the more substantively unconscionable the contract term, the less evidence of procedural unconscionability is required to come to the conclusion that the term is unenforceable, and vice versa.” (Ibid.) “The party resisting arbitration bears the burden of proving unconscionability.” (Pinnacle Museum Tower Assn. v. Pinnacle Market Dev. (US), LLC (2012) 55 Cal.4th 223, 247.)

As to procedural unconscionability, the Court finds little surprise or oppression. Plaintiff argues that LORT had superior bargaining power over Plaintiff, since after Taghavi left her employment with TLG, Taghavi formed LORT and took Plaintiff’s case with her. At that time, Plaintiff’s divorce proceedings were being intensely litigated and was heading to trial. Thus, Plaintiff had no realistic option but to execute LORT’s retainer agreement. While this may present a small degree of adhesion as to those circumstances, this ignores the fact that Plaintiff was not under said pressure when she initially signed the TLG agreement, which also contains an arbitration clause. Plaintiff cannot claim that she had no meaningful opportunity to negotiate that agreement. The Court also would not find that Plaintiff had to follow Taghavi, and had the opportunity to seek new counsel. Thus, the arbitration agreements here do not appear to have any substantial degree of procedural unconscionability and Plaintiff must show a very high degree of substantive unconscionability to prevail.

As to substantive unconscionability, an agreement is substantively unconscionable if it imposes terms that are “overly harsh,” “unduly oppressive,” “unreasonably favorable,” or “so one-sided as to ‘shock the conscience.’ ” (Sanchez v. Valencia Holding Co., LLC (2015) 61 Cal.4th 899, 910-911.) “All of these formulations point to the central idea that unconscionability doctrine is concerned not with ‘a simple old-fashioned bad bargain’ [citation], but with terms that are ‘unreasonably favorable to the more powerful party.’ [Citation.]” (Id. at 911.) “These include ‘terms that impair the integrity of the bargaining process or otherwise contravene the public interest or public policy; terms (usually of an adhesion or boilerplate nature) that attempt to alter in an impermissible manner fundamental duties otherwise imposed by the law, fine-print terms, or provisions that seek to negate the reasonable expectations of the nondrafting party, or unreasonably and unexpectedly harsh terms having to do with price or other central aspects of the transaction.’ ” (Ibid.)

Plaintiff argues that LORT’s arbitration clause would require Plaintiff to pay an hourly fee to an arbitrator. Plaintiff does not show that this would be an unfair provision, even if she has already paid legal fees to Taghavi (which she seeks to recover in this suit). Plaintiff does not demonstrate that this would be a unique hourly cost, or unjust by some other measure. Plaintiff also notes that the claims stated in the arbitration agreement do not apply to the case at hand. As discussed above, this is not true. The agreement specifically mentions any causes of action “RELATING TO OR ARISING OUT OF [LORT’s] ENGAGEMENT BY YOU, OR YOUR OR MY PERFORMANCE OF THE AGREEMENT PURSUANT TO WHICH MY SERVICES ARE PERFORMED, INCLUDING THE QUALITY OF THE SERVICES WHICH I RENDER AND CLAIMS OF PROFESSIONAL NEGLIGENCE, OR ANY CLAIM… FRAUD, MISREPRESENTATION OR ANY INTENTIONAL OR NEGLIGENT TORT CLAIM.” The Court therefore finds no substantive unconscionability.

Plaintiff also requests the Court calculate the estimated costs of arbitration and Plaintiff’s ability to pay. Plaintiff contends that if any party is unable to pay its share, the moving party can elect either to pay that portion of the arbitration cost or to waive its right to arbitrate that party's claim. (Roldan v. Callahan & Blaine (2013) 219 Cal.4th 87, 96.) However, Plaintiff references no evidence or information regarding this issue. Thus, Plaintiff has not shown that she cannot pay her fair share of arbitration costs. Perplexingly, she notes that she has paid $1.2 million to Defendants in attorneys’ fees. Plaintiff has also hired another attorney to prosecute this action. These facts strongly suggest that Plaintiff does have the ability to pay for arbitration.

Waiver

The Court is not inclined to find a waiver based on Defendants’ litigation conduct or delay in bringing this motion. “California courts have found a waiver of the right to demand arbitration in a variety of contexts, ranging from situations in which the party seeking to compel arbitration has previously taken steps inconsistent with an intent to invoke arbitration [citations] to instances in which the petitioning party has unreasonably delayed in undertaking the procedure. [Citations.] The decisions likewise hold that the ‘bad faith’ or ‘wilful misconduct’ of a party may constitute a waiver and thus justify a refusal to compel arbitration. [Citations.]” (Davis v. Blue Cross of Northern California (1979) 25 Cal.3d 418.)

“A party seeking to prove waiver of a right to arbitration must show ‘(1) knowledge of an existing right to compel arbitration; (2) acts inconsistent with that existing right; and (3) prejudice to the party opposing arbitration . . . .’ [Citation.]” (Cinel v. Barna (2012) 206 Cal.App.4th 1383, 1389-1390.) That said, “no single test delineates the nature of the conduct that will constitute a waiver of arbitration.” (St. Agnes Center v. PacifiCare of California (2003) 31 Cal.4th 1187, 1195.) Trial courts should conduct a totality-of-the-circumstances analysis that takes into account “(1) whether the party’s actions are inconsistent with the right to arbitrate; (2) whether ‘the litigation machinery has been substantially invoked’ and the parties ‘were well into preparation of a lawsuit’ before the party notified the opposing party of an intent to arbitrate; (3) whether a party either requested arbitration enforcement close to the trial date or delayed for a long period before seeking a stay; (4) whether a defendant seeking arbitration filed a counterclaim without asking for a stay of the proceedings; (5) ‘whether important intervening steps [e.g., taking advantage of judicial discovery procedures not available in arbitration] had taken place’; and (6) whether the delay ‘affected, misled, or prejudiced’ the opposing party. (Id. at p. 1196, quoting Sobremonte v. Superior Court (1998) 61 Cal.Ap.4th 980.)

Plaintiff cites the following conduct by moving Defendants. On December 14, 2022, Defendants LORT, VT, and Taghavi filed a notice of joinder to TLG’s pending demurrer, motion to strike, and requests for judicial notice. On December 14, 2022, Defendants LORT, VT, and Taghavi filed their own demurrer and motion to strike, set for hearing on June 6, 2023. On April 3, 2023, the instant motion was filed. Thus, Plaintiff demonstrates that Defendants delayed filing this motion by over four months. Otherwise, Defendants have not apparently engaged in any discovery, they have not answered, trial is not set, they filed no counterclaims, and there have been no important intervening steps that are unavailable in arbitration. Critically, there is no indication that the four-month delay prejudiced Plaintiff in any way. As such, the Court is not inclined to find a knowing and voluntary waiver by Defendants limited litigation conduct of filing a demurrer.

Risk of Conflicting Rulings

Code of Civil Procedure section 1281.2 provides:

The court shall order the petitioner and the respondent to arbitrate the controversy if it determines that an agreement to arbitrate the controversy exists, unless it determines that… [a] party to the arbitration agreement is also a party to a pending court action or special proceeding with a third party, arising out of the same transaction or series of related transactions and there is a possibility of conflicting rulings on a common issue of law or fact.

In other words, courts may refuse arbitration where a party to the arbitration agreement is involved in litigation with a third party, if the litigation arises out of the same transaction or series of transactions as the arbitration; and there is a possibility of conflicting rulings on common issues of law or fact. To avoid inconsistent results and the possibility that each defendant will seek to escape liability by blaming the other, the court can refuse to compel arbitration and order all parties joined in a single action. (Mercury Ins. Group v. Superior Court (1998)19 Cal.4th 332, 339–340.) In such cases, the parties to the arbitration agreement are forced to litigate a dispute that they had agreed to arbitrate. (Id. at 347–350.) The right to arbitration, created by agreement, is not absolute: “it may have to yield if there is an issue of law or fact common to the arbitration and a pending action or proceeding with a third party and there is a possibility of conflicting rulings thereon.” (Id. at 348.)

Plaintiff argues that because TLG has not petitioned for arbitration and is continuing to proceed in this action and Plaintiff’s causes of action overlap with each Defendant, there is a significant risk that if Plaintiff’s claims against Moving Defendants are compelled to arbitration, that the arbitrator will reach conflicting rulings in relation to this Court’s rulings regarding Plaintiff’s claims against TLG. There is no risk of conflicting rulings. Notably, TLG is also ordered to join the arbitration, since they are also being targeted with this motion and are subject to their signed arbitration agreement. Even if TLG were not ordered to join, the Court would use its discretion to stay this action until the resolution of any arbitration proceedings, thereby eliminating the risk of conflicting rulings.

Conclusion

Defendants meet their burden to demonstrate the existence of an arbitration agreement between the parties that covers Plaintiff’s claims. Plaintiff, in turn, fails to demonstrate that the agreement is unconscionable or any other defense to enforcement. 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.)