Judge: Maurice A. Leiter, Case: 24STCV24580, Date: 2025-03-11 Tentative Ruling

Case Number: 24STCV24580    Hearing Date: March 11, 2025    Dept: 54

Hearing Date: March 11, 2025

Department 54, Judge Maurice A. Leiter

Motion to Compel Arbitration

Moving Party: Defendant Panda Restaurant Group, Inc.

Responding Party: Plaintiff Nutri-Bon Distribution Company, Inc.

T/R:     DEFENDANT’S MOTION TO COMPEL ARBITRATION IS GRANTED.

THE ACTION IS STAYED.

DEFENDANT TO NOTICE.  

If the parties wish to submit on the tentative, please email the courtroom at SMCdept54@lacourt.org with notice to opposing counsel (or self-represented party) before 8:00 am on the day of the hearing.

The Court considers the moving papers, opposition and reply.

BACKGROUND

On September 23, 2024, Plaintiff Nutri-Bon Distribution Company filed a complaint against Defendants Panda Restaurant Group, Inc. and Merchants Sales Company, asserting causes of action for breach of contract, breach of fiduciary duty and tortious interference with economic relations.

ANALYSIS

“On petition of a party to an arbitration agreement alleging the existence of a written agreement to arbitrate a controversy and that a party thereto refuses to arbitrate a controversy, the court shall order the petitioner and the respondent to arbitrate the controversy if it determines that an agreement to arbitrate the controversy exists….”  (CCP § 1281.2.)  The right to compel arbitration exists unless the court finds that the right has been waived by a party’s conduct, other grounds exist for revocation of the agreement, or where a pending court action arising out of the same transaction creates the possibility of conflicting rulings on a common issue of law or fact.   (CCP § 1281.2(a)-(c).)  “The party seeking arbitration bears the burden of proving the existence of an arbitration agreement, and the party opposing arbitration bears the burden of proving any defense, such as unconscionability.”  (Pinnacle Museum Tower Assn. v. Pinnacle Market Development (US), LLC (2012) 55 Cal.4th 223, 236.)

A. Existence of Arbitration Agreement

Defendant moves to compel arbitration based on the arbitration provision in the Master Supply and Purchase Agreement executed by Plaintiff on March 1, 2022. The agreement provides, “Notwithstanding anything in this Agreement to the contrary, any controversy or claim arising out of or relating to this Agreement or the breach thereof shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association, or similar organization mutually agreed to by the parties.” (Compl., Exh. B.) This action arises from Defendant’s alleged breach of the Master Supply and Purchase Agreement.

In opposition, Plaintiff asserts that there is no agreement to arbitrate because Defendant did not sign the agreement, only Plaintiff. There is no dispute, however, that both parties agreed to be bound be the agreement as evidenced by Plaintiff’s complaint for its breach.

Defendant has met its burden to establish the existence of an agreement to arbitrate. The burden shifts to Plaintiff to establish any defenses to enforcement.

B. Enforceability

Plaintiff argues that the agreement should not be enforced because Defendant Merchant Sales Company is not a party to the agreement and arbitration could result in conflicting rulings under CCP § 1281.2(c). The Court declines deny arbitration on these grounds. Conflicting rulings can be avoided by staying the claims against MSC in court pending the arbitration with Defendant PRG.

Defendant’s motion to compel arbitration is GRANTED.