Opinion
B327191
04-30-2024
SHARI DORFF, Plaintiff and Respondent, v. ROBERT HALF INTERNATIONAL INC., Defendant and Appellant.
Hunton Andrews Kurth, Roland M. Juarez, Michael B. Burns and Elbert Lin for Defendant and Appellant. Schimmel &Parks, Alan I. Schimmel, Michael W. Parks, Arya Rhodes and Ashtyne Cofer for Plaintiff and Respondent.
NOT TO BE PUBLISHED
APPEAL from an order of the Superior Court of Los Angeles County, No. BC701329 Lawrence P. Riff, Judge. Affirmed.
Hunton Andrews Kurth, Roland M. Juarez, Michael B. Burns and Elbert Lin for Defendant and Appellant.
Schimmel &Parks, Alan I. Schimmel, Michael W. Parks, Arya Rhodes and Ashtyne Cofer for Plaintiff and Respondent.
BENDIX, J.
This is the second appeal in this case. In the first, Dorff v. Robert Half International Inc. (Oct. 29, 2019, B293325) [nonpub. opn.] (Dorff I), we held that an arbitration agreement between Robert Half International, Inc. (Robert Half) and its former employee Shari Dorff contained a waiver of Dorff's right to bring claims under the Labor Code Private Attorneys General Act of 2004 (Lab. Code, § 2698 et seq.; PAGA). We further held the waiver was invalid under Iskanian v. CLS Transportation Los Angeles, LLC (2014) 59 Cal.4th 348 (Iskanian), thus triggering a poison-pill provision that voided the arbitration agreement.
The United States Supreme Court partially abrogated Iskanian in Viking River Cruises, Inc. v. Moriana (2022) 596 U.S. 639 (Viking River Cruises). The court upheld Iskanian's prohibition of provisions entirely waiving PAGA actions, but held federal law preempted Iskanian's secondary rule barring division of PAGA claims into the individual claims of the PAGA plaintiff and the non-individual claims of the other employees represented by the PAGA plaintiff.
Robert Half again moved to compel arbitration, arguing that in light of Viking River Cruises, its arbitration agreement should be interpreted not to contain a PAGA waiver, but merely a requirement that Dorff separate her individual and nonindividual PAGA claims, arbitrating the former and proceeding with the latter in court. The trial court rejected this interpretation and denied the motion, leading to the instant appeal.
We agree with the trial court that Robert Half's proposed interpretation is not consistent with the language of the arbitration agreement as a whole. We conclude the agreement waives Dorff's right to bring non-individual PAGA claims in arbitration or in court. That waiver remains invalid under Iskanian, and therefore the agreement is void pursuant to the poison-pill provision.
Accordingly, we affirm.
LEGAL BACKGROUND
1. PAGA and Iskanian
"The Legislature enacted the PAGA in 2003 after deciding that lagging labor law enforcement resources made additional private enforcement necessary' "to achieve maximum compliance with state labor laws."' [Citation.]" (ZB, N.A. v. Superior Court (2019) 8 Cal.5th 175, 184.) "PAGA authorizes 'an aggrieved employee,' acting as a proxy or agent of the state Labor and Workforce Development Agency (LWDA), to bring a civil action against an employer 'on behalf of himself or herself and other current or former employees' to recover civil penalties for Labor Code violations they have sustained." (Adolph v. Uber Technologies, Inc. (2023) 14 Cal.5th 1104, 1113 (Adolph), quoting Lab. Code, § 2699, subd. (a).) "Penalties recovered are dedicated largely 'to public use . . . instead of being awarded entirely to a private plaintiff' [citation]," and therefore 75% of the civil penalties go to the LWDA, and 25% go to aggrieved employees. (Adolph, at p. 1116; Lab. Code, § 2699, subd. (i).)
In Iskanian, decided in June 2014, our Supreme Court held an arbitration agreement waiving" 'representative actions,'" a term the court deemed to include PAGA actions, was "unenforceable as a matter of state law." (Iskanian, supra, 59 Cal.4th at pp. 378, 384.) The court reasoned that "an agreement by employees to waive their right to bring a PAGA action serves to disable one of the primary mechanisms for enforcing the Labor Code. Because such an agreement has as its 'object, . . . indirectly, to exempt [the employer] from responsibility for [its] own . . . violation of law,' it is against public policy and may not be enforced." (Iskanian, supra, at p. 383, quoting Civ. Code, § 1668.) A PAGA waiver "also violates Civil Code section 3513's injunction that 'a law established for a public reason cannot be contravened by a private agreement.' [Citation.]" (Iskanian, at p. 383.)
The court rejected the argument that an employee validly could waive "representative claims" on behalf of other employees as opposed to "individual PAGA claims for Labor Code violations that an employee suffered." (Iskanian, supra, 59 Cal.4th at p. 383.) "[W]hether or not an individual claim is permissible under the PAGA, a prohibition of representative claims frustrates the PAGA's objectives. As one Court of Appeal has observed: '[A]ssuming it is authorized, a single-claimant arbitration under the PAGA for individual penalties will not result in the penalties contemplated under the PAGA to punish and deter employer practices that violate the rights of numerous employees under the Labor Code. That plaintiff and other employees might be able to bring individual claims for Labor Code violations in separate arbitrations does not serve the purpose of the PAGA, even if an individual claim has collateral estoppel effects. [Citation.] Other employees would still have to assert their claims in individual proceedings.' [Citation.]" (Id. at p. 384.)
The Iskanian court further held the Federal Arbitration Act (9 U.S.C. §1 et seq.; FAA) did not preempt a state law prohibition on PAGA waivers. (Iskanian, supra, 59 Cal.4th at p. 384.) "Simply put, a PAGA claim lies outside the FAA's coverage because it is not a dispute between an employer and an employee arising out of their contractual relationship. It is a dispute between an employer and the state, which alleges directly or through its agents-either the [Labor and Workforce Development] Agency or aggrieved employees-that the employer has violated the Labor Code." (Id. at pp. 386-387.)" '[E]very PAGA action, whether seeking penalties for Labor Code violations as to only one aggrieved employee-the plaintiff bringing the action-or as to other employees as well, is a representative action on behalf of the state.' [Citation.]" (Id. at p. 387.)
2. Viking River Cruises and Adolph
Viking River Cruises, decided in June 2022, concerned the enforceability of an arbitration agreement "providing that in any arbitral proceeding, the parties could not bring any disputes as a class, collective, or representative PAGA action." (Viking River Cruises, supra, 596 U.S. at p. 647.) The agreement had a "severability clause" that provided "that if the waiver was found invalid, any class, collective, representative, or PAGA action would presumptively be litigated in court." (Ibid.) "[I]f any 'portion' of the waiver remained valid," however, "it would be 'enforced in arbitration.'" (Ibid.)
When a former employee filed a PAGA suit on behalf of herself and other employees, Viking River Cruises (Viking) invoked the above-described agreement to compel arbitration of the plaintiff's individual PAGA claim, and to dismiss the claims brought on behalf of other employees. (Viking River Cruises, supra, 596 U.S. at pp. 647-648.) The trial court denied the motion to compel under Iskanian, and the Court of Appeal affirmed, "holding that categorical waivers of PAGA standing are contrary to state policy and that PAGA claims cannot be split into arbitrable individual claims and nonarbitrable 'representative' claims." (Id. at p. 648.) The U.S. Supreme Court granted certiorari "to decide whether the [FAA] preempts a rule . . . that invalidates contractual waivers of the right to assert representative claims under [PAGA]." (Id. at p. 643.)
The high court identified two aspects of PAGA of significance to the court's analysis. First, PAGA actions are "a 'type of qui tam action'" "in which the employee plaintiff sues as an' "agent or proxy"' of the State." (Viking River Cruises, supra, 596 U.S. at pp. 644-645.) Second, PAGA "contain[s] what is effectively a rule of claim joinder," under which "[a]n employee with statutory standing may 'seek any civil penalties the state can, including penalties for violations involving employees other than the PAGA litigant herself.' [Citation.]" (Id. at pp. 646-647.)
The court observed that, given these two aspects of PAGA, the term" 'representative'" is used in two distinct ways in the context of PAGA. (Viking River Cruises, supra, 596 U.S. at p. 648.) "In the first sense, PAGA actions are 'representative' in that they are brought by employees acting as representatives- that is, as agents or proxies-of the State. But PAGA claims are also called 'representative' when they are predicated on code violations sustained by other employees." (Ibid.)
The court construed the "principal rule" of Iskanian to "prohibit[ ] waivers of 'representative' PAGA claims in the first sense. That is, it prevents parties from waiving representative standing to bring PAGA claims in a judicial or arbitral forum" on behalf of the state. (Viking River Cruises, supra, 596 U.S. at p. 649.) The court also interpreted Iskanian to adopt a "secondary rule that invalidates agreements to separately arbitrate or litigate 'individual PAGA claims for Labor Code violations that an employee suffered,' on the theory that resolving victim-specific claims in separate arbitrations does not serve the deterrent purpose of PAGA." (Ibid.) Put another way, Iskanian's secondary rule "precludes division of PAGA actions into individual and non-individual claims through an agreement to arbitrate." (Id. at p. 662.)
The court held that the FAA does not preempt Iskanian's principal rule prohibiting "a wholesale waiver of PAGA claims" brought on behalf of the state. (Viking River Cruises, supra, 596 U.S. at p. 662.) Thus, to the extent the arbitration agreement at issue could be interpreted to waive any PAGA claim whatsoever, "the agreement remains invalid [under Iskanian] insofar as it is interpreted in that manner." (Ibid.)
The court, however, held the FAA did preempt Iskanian's secondary rule prohibiting parties from agreeing to separate the PAGA plaintiff's individual claim from the claims brought on behalf of other employees-that is, prohibiting parties from "contracting around" PAGA's claim joinder mechanism. (Viking River Cruises, supra, 596 U.S. at p. 659.) "This prohibition on contractual division of PAGA actions into constituent claims unduly circumscribes the freedom of parties to determine 'the issues subject to arbitration' and 'the rules by which they will arbitrate, [citation], and does so in a way that violates the fundamental principle that 'arbitration is a matter of consent,' [citation]." (Ibid.) "[S]tate law cannot condition the enforceability of an arbitration agreement on the availability of a procedural mechanism that would permit a party to expand the scope of the arbitration by introducing claims that the parties did not jointly agree to arbitrate." (Id. at p. 660.)
Turning to the arbitration agreement at issue, the high court noted that under its holding, although the waiver provision remained invalid under Iskanian to the extent it barred PAGA claims entirely, the provision remained valid "insofar as it mandated arbitration of [the plaintiff's] individual PAGA claim." (Viking River Cruises, supra, 596 U.S. at p. 662.) Thus, "Viking is entitled to compel arbitration of [the plaintiff's] individual claim." (Ibid.)
Interpreting California law, the court further concluded that "PAGA provides no mechanism to enable a court to adjudicate non-individual PAGA claims once an individual claim has been committed to a separate proceeding." (Viking River Cruises, supra, 596 U.S. at p. 663.) Accordingly, once the PAGA plaintiff's "own dispute is pared away from a PAGA action," the plaintiff "lacks statutory standing to continue to maintain her non-individual claims in court, and the correct course is to dismiss her remaining [non-individual] claims." (Ibid.)
In Adolph, supra, 14 Cal.5th 1104, our Supreme Court disagreed with this last conclusion of the U.S. Supreme Court, and held, "Where a plaintiff has brought a PAGA action comprising individual and non-individual claims, an order compelling arbitration of the individual claims does not strip the plaintiff of standing as an aggrieved employee to litigate claims on behalf of other employees under PAGA." (Id. at p. 1114.) The court also confirmed that Viking River Cruises "left . . . intact" Iskanian's rule prohibiting "waiver of claims on behalf of other employees (i.e., non-individual claims)." (Adolph, at pp. 1117-1118.)
FACTUAL AND PROCEDURAL BACKGROUND
A. The Arbitration Agreement
On September 2, 2014, Dorff signed an employment agreement with Robert Half. She also executed a document entitled "Mutual Agreement to Arbitrate Claims" (arbitration agreement) (underscoring &some capitalization omitted).
In a section entitled "Claims Covered by the Agreement" (underscoring omitted), the arbitration agreement states, in relevant part, "[Robert Half] and I mutually agree to resolve by arbitration, and only by individual arbitration, all claims or controversies ('claims'), past, present or future, whether or not arising out of my employment (or its termination), that [Robert Half] may have against me or that I may have against [Robert Half and specified entities and individuals affiliated with [Robert Half]. I agree that no court or arbitrator shall determine any of my rights or claims on a class, collective or representative basis under any federal, state or local law. I understand, however, that I retain the right to bring claims in arbitration for myself as an individual."
The "Claims Covered by the Agreement" section includes a broad and nonexclusive list of the kinds of claims to which the arbitration agreement applies, including "claims for wages or other compensation due; claims for breach of any contract or covenant (express or implied); tort claims; claims for discrimination . . .; claims for benefits [with certain exceptions; and claims for violation of any federal, state, or other governmental law, statute, regulation, or ordinance ...."
The agreement exempts from arbitration "claims under an employee benefit or pension plan that either (1) specifies that its claims procedure shall culminate in an arbitration procedure different from this one, or (2) is underwritten by a commercial insurer which decides claims."
The final paragraph of the "Claims Covered by the Agreement" section states, in relevant part, "Except as otherwise provided in this Agreement, both [Robert Half] and I agree that neither of us shall initiate or prosecute any lawsuit . . . in any way related to any claim covered by this Agreement, other than a lawsuit seeking temporary equitable relief in aid of arbitration."
The "Claims Covered by the Agreement" section is immediately followed by a section entitled "Claims Not Covered by the Agreement" (underscoring omitted), which lists "[c]laims for workers' compensation or unemployment compensation benefits," as well as any existing dispute in which plaintiff was represented by counsel who had asserted a claim on her behalf.
Another section in the agreement entitled "Construction and Severability" reads, "If any provision of the paragraph entitled 'Claims Covered by the Agreement' is adjudged to be void or otherwise unenforceable, then the parties agree that this Agreement shall be of no force or effect, because the parties intended to create an agreement to arbitrate individual disputes only. If any other provision of this Agreement is adjudged to be void or otherwise unenforceable, in whole or in part, such adjudication shall not affect the validity of the remainder of the Agreement. All other provisions shall remain in full force and effect based on the parties' mutual intent to create a binding agreement to arbitrate their disputes individually." (Underscoring omitted.)
B. Complaint and First Motion To Compel Arbitration
On April 6, 2018, Dorff filed a complaint against Robert Half in which she asserted 17 individual and putative class claims primarily based on violations of the Labor Code and the Fair Employment and Housing Act. Dorff also asserted a PAGA cause of action.
In August 2018, Robert Half moved to compel arbitration of all causes of action except the PAGA claim. In its motion, Robert Half claimed that the agreement encompassed all of Dorff's causes of action except the PAGA claim, which Robert Half contended "should be bifurcated, and should proceed before" the trial court.
In opposition to the motion to compel arbitration, Dorff argued that the arbitration agreement's language stating that "no court or arbitrator shall determine any of my rights or claims on a class, collective or representative basis" constituted a waiver of Dorff's "right to bring a PAGA claim on a representative basis." Dorff contended the waiver was unenforceable under Iskanian, thus triggering the "Construction and Severability" clause and voiding the entire arbitration agreement.
In its reply, Robert Half countered that the agreement's waiver of representative actions did not apply to PAGA claims, because "PAGA actions belong to the state" and thus "fall entirely outside the scope of a predispute agreement to arbitrate." Because Dorff did not own the PAGA claim, the PAGA claim could not be a "Claim[ ] Covered by the Agreement," and Iskanian did not apply.
The trial court agreed with Dorff and denied the motion to compel arbitration.
C. Dorff I
Robert Half appealed, arguing the waiver in the arbitration agreement did not apply to PAGA claims, and therefore remained valid despite Iskanian. Robert Half noted the "Claims Covered by the Agreement" section of the agreement was limited to claims that "I may have against [Robert Half]," and the waiver similarly referred to "my rights or claims." Citing Iskanian, Robert Half contended PAGA claims belong to the state, not to the PAGA plaintiff, and therefore a waiver of "my rights or claims" necessarily does not include PAGA actions.
We rejected this argument, agreeing with the trial court that although "the dispute underlying a PAGA claim may be between the state and the employer, it is the plaintiff as the 'aggrieved employee' who is statutorily entitled to bring the claim 'on behalf of himself or herself and other current or former employees.' (Lab. Code, § 2699, subd. (a).) Further, it is the PAGA plaintiff, not the state, who is named in the action. [Citation.] Thus, a PAGA claim is a claim plaintiff 'may have against' defendant under the language of the Agreement, albeit in a representative capacity. For the same reason, a PAGA claim qualifies as one of '[plaintiff's] rights or claims' under the language of the waiver provision." (Dorff I, supra, B293325.)
We further agreed with the trial court that the arbitration agreement's clause providing "that no court or arbitrator shall determine any of [Dorff's] rights or claims on a class, collective or representative basis" constituted a waiver of PAGA claims, and was unenforceable under Iskanian. The waiver's invalidity triggered the "Construction and Severability" section, thus voiding the entire agreement. Accordingly, we affirmed the trial court's denial of the motion to compel arbitration.
D. Second Motion To Compel Arbitration
On August 25, 2022, following issuance of Viking River Cruises, Robert Half filed a "Renewed Motion to Compel Arbitration." (Boldface &some capitalization omitted.) Robert Half contended that under Viking River Cruises, the arbitration agreement no longer should be interpreted as containing a wholesale PAGA waiver, but merely a restriction on joining Dorff's individual PAGA claim with non-individual claims. Robert Half requested that the trial court compel arbitration of Dorff's individual PAGA claim and, in line with Viking River Cruises, dismiss the non-individual PAGA claims for lack of standing.
In a September 19, 2022 order, the trial court denied the motion, finding that a renewed motion was an improper vehicle given Robert Half was seeking different relief than it had in its original motion to compel arbitration. Specifically, Robert Half originally sought to compel all claims to arbitration except the PAGA claim, whereas in its purported renewed motion, it sought to compel Dorff's individual PAGA claim to arbitration with the non-individual claims dismissed.
Although "the motion is disposed of on the foregoing procedural point," the trial court proceeded "to note that on the merits as well, Robert Half's motion should be denied." The trial court rejected Robert Half's reinterpretation of the arbitration agreement in light of Viking River Cruises, concluding the agreement contained a wholesale PAGA waiver that remained invalid under Iskanian.
Robert Half then filed a new motion to compel arbitration on October 20, 2022 "to obtain a ruling on [Robert Half's] requested relief by removing the procedural issue" of the improper renewed motion, thus "permit[ting] the parties to exercise their respective appellate rights in regard to the substance of the underlying motion." In the new motion, Robert Half modified its request for relief slightly-while it continued to request that the court compel Dorff's individual PAGA claim to arbitration and dismiss the non-individual PAGA claims, it requested in the alternative that the court stay the nonindividual PAGA claims pending completion of the arbitration.
The trial court denied the motion, again finding the arbitration agreement contained an invalid PAGA waiver that voided the agreement pursuant to the "Construction and Severability" clause.
Robert Half timely appealed.
APPEALABILITY
Dorff contends Robert Half's second motion to compel arbitration was in fact a renewed motion seeking the same relief as its first motion, and denial of a renewed motion is not appealable. (See Westmoreland v. Kindercare Education LLC (2023) 90 Cal.App.5th 967, 973.)
We disagree that Robert Half's second motion was merely a renewal of its first motion. "A party renews a motion by 'mak[ing] a subsequent application for the same order [based on] new or different facts, circumstances, or law.' ([Code Civ. Proc.,] § 1008, subd. (b), italics added.) Both the original and renewed motions must request 'identical relief.' [Citation.]" (Doe v. Westmont College (2021) 60 Cal.App.5th 753, 761.)
As the trial court correctly found, Robert Half's two motions sought different relief. The first sought to compel Dorff's non-PAGA claims to arbitration while allowing her PAGA claim to proceed in court. The second again sought to compel Dorff's non- PAGA claims to arbitration, but further sought to divide her PAGA claim into individual and non-individual components, compelling her individual PAGA claim to arbitration and dismissing or staying the non-individual PAGA claims. We therefore deem the second motion as a new and separate motion, the denial of which is appealable under Code of Civil Procedure section 1294, subdivision (a).
Dorff additionally contends Robert Half's efforts to revive the arbitration agreement are barred by principles of law of the case, specifically our determination in Dorff I that the arbitration agreement was void. Because we conclude Robert Half's arguments fail on the merits, even looking anew at the arbitration agreement in light of Viking River Cruises, we need not decide whether those arguments are barred by law of the case.
STANDARD OF REVIEW
" 'The right to arbitration depends upon contract; a petition to compel arbitration is simply a suit in equity seeking specific performance of that contract. [Citation.] . . .' [Citation.]" (Hotels Nevada, LLC v. L.A. Pacific Center, Inc. (2012) 203 Cal.App.4th 336, 347.) Here, the trial court concluded the arbitration agreement was unenforceable on its own terms, despite Viking River Cruises, and thus there was no basis to compel arbitration. Because there is no "factual dispute or conflicting evidence regarding the terms" of the Agreement, our review of the trial court's decision is de novo. (Cox v. Bonni (2018) 30 Cal.App.5th 287, 299.)
In interpreting a contract, we are guided by Civil Code section 1641, which provides, "The whole of a contract is to be taken together, so as to give effect to every part, if reasonably practicable, each clause helping to interpret the other."
DISCUSSION
Robert Half acknowledges a total waiver of PAGA actions remains unenforceable under Iskanian, even after Viking River Cruises. Robert Half contends, however, the arbitration agreement at issue here does not contain a wholesale PAGA waiver triggering the construction and severability clause. Rather, as permitted under Viking River Cruises, the agreement merely waives application of PAGA's claim joinder mechanism, thus requiring Dorff to arbitrate her individual PAGA claim while allowing her to litigate the non-individual PAGA claims in court.
In support of its argument, Robert Half notes the agreement nowhere expressly states that Dorff may not bring representative actions or claims. Instead, it states, "I agree that no court or arbitrator shall determine any of my rights or claims on a class, collective or representative basis." (Italics added.) Robert Half further notes that, although in Dorff I we interpreted the term "representative" to refer to a PAGA claimant's representing the state, under Viking River Cruises the term potentially could have the second, alternative meaning of the claimant representing other aggrieved employees.
If the term "representative" is interpreted as having the second meaning, Robert Half argues the agreement does not dictate whether Dorff may bring representative claims, but only how such claims may be adjudicated. Specifically, Robert Half reads the phrase "my rights or claims" (italics added) to refer to Dorff's individual claims. The prohibition on a court or arbitrator "determin[ing]" those individual claims "on a . . . representative basis" means that Dorff may not join the claims of other employees to her individual claim in arbitration, but does not affect Dorff's ability to bring those non-individual claims in court. Thus, claims Robert Half, the language remains valid under Viking River Cruises.
Robert Half contends other language in the arbitration agreement confirms the parties intended the agreement to address Dorff's individual claims only, and not to reach claims brought by Dorff on a representative basis on behalf of others. For example, the agreement states that Robert Half and Dorff "agree to resolve by arbitration, and only by individual arbitration, all claims or controversies . . . that [Dorff] may have against [Robert Half]." Robert Half argues claims "[Dorff] may have against" it necessarily refers to her individual claims, and not the claims of other employees. Robert Half also cites the construction and severability clause, which states the "parties intended to create an agreement to arbitrate individual disputes only" and "inten[ded] to create a binding agreement to arbitrate their disputes individually."
Assuming arguendo the intent of the parties was to arbitrate individual claims only, and to preclude a court or arbitrator from joining non-individual claims to those individual claims, that does not answer the question presented here, namely, whether the agreement allows Dorff to pursue those non-individual claims in court. Robert Half argues nothing in the agreement precludes Dorff from doing so. We disagree.
Robert Half's reading is inconsistent with the final paragraph of the "Claims Covered by the Agreement" section, which states, in relevant part, "Except as otherwise provided in this Agreement, both [Robert Half] and I agree that neither of us shall initiate or prosecute any lawsuit . . . in any way related to any claim covered by this Agreement, other than a lawsuit seeking temporary equitable relief in aid of arbitration." This broad language encompasses not only claims expressly identified in the agreement, but also those "in any way related" to such claims.
Non-individual PAGA claims are "in any way related to" Dorff's individual PAGA claim, because without her individual claim-that is, her claim that her employer committed Labor Code violations against her-she would not be an "aggrieved employee" and thus would lack statutory standing to bring PAGA claims on behalf of others. (Adolph, supra, 14 Cal.5th at p. 1114 [PAGA standing limited to" 'aggrieved employee[s]'" "' "against whom one or more of the alleged violations was committed"' "].) Also, when individual and non-individual PAGA claims are separated pursuant to an arbitration agreement, those claims nonetheless remain part of" 'a single PAGA action . . ., albeit across two fora.' [Citation.]" (Id. at p. 1126; see ibid. [" 'the individual PAGA claims in arbitration remain part of the same lawsuit as the representative claims remaining in court' "].) In short, although Viking River Cruises and Adolph allow PAGA claims to be separated into individual and non-individual components for purposes of adjudication, those components necessarily remain linked.
Robert Half cannot dispute that Dorff's individual PAGA claim is a "claim covered by this Agreement," because Robert Half is relying on the agreement to compel that individual claim to arbitration. Therefore, assuming arguendo the language barring a court or arbitrator from determining Dorff's claims "on a . . . representative basis" does not itself prohibit litigation of non- individual PAGA claims, the catch-all provision captures such litigation as "in any way related to" Dorff's individual PAGA claim.
Although the above analysis is enough to affirm the trial court, we further conclude other language in the agreement undercuts Robert Half's suggestion that the parties intended to exempt non-individual PAGA claims from the agreement and allow them to proceed in court. The tenor of the entire agreement evidences an intent to bar litigation of nearly every conceivable claim with limited express exemptions. The "Claims Covered by the Agreement" section begins by stating that Dorff and Robert Half agree to arbitrate "all claims or controversies . . . that [Robert Half] may have against me or that [Dorff] may have against [Robert Half]." (Italics added.) As we did in Dorff I, we reject Robert Half's argument that the reference to claims that Dorff "may have against" Robert Half necessarily is limited to her individual claims. PAGA claims, both individual and nonindividual, are claims Dorff "may have against" Robert Half, because as an aggrieved employee she is statutorily entitled to bring them.
The agreement also contains an extensive, non-exclusive list of covered claims, a list whose broad intended reach is emphasized by the aforementioned catch-all language barring litigation of not only those listed claims but claims "in any way related to" them. In contrast, the list of claims exempted from the agreement is small and specific, limited to claims for benefits under particular types of benefit or pension plans, claims for worker's compensation or unemployment benefits, disputes that predate execution of the arbitration agreement, and "lawsuit[s] seeking temporary equitable relief in aid of arbitration." There is no express exemption for non-individual PAGA claims. To read into the agreement an implied exemption for non-individual PAGA claims, as Robert Half urges, is not consistent with the precision with which the parties otherwise have expressly laid out the covered and non-covered claims.
Robert Half suggests there was no need to specify an exemption for non-individual claims because the entire agreement makes clear it pertains solely to individual claims. Again, we do not interpret an agreement targeting "all claims . . . that [Dorff] may have against [Robert Half]" to be limited to individual claims, when non-individual PAGA claims are also claims Dorff "may have against" her former employer as an aggrieved employee with statutory standing. That broad language, combined with the broad language of the catch-all provision, indicates an intent to waive all litigation except as to the few claims that are expressly exempted.
At oral argument, Robert Half contended the agreement's language barring litigation of claims "in any way related to" covered claims reasonably can be read not as a catch-all expanding the scope of claims covered by the agreement, but instead, merely to reinforce that no part of Dorff's individual claims should be litigated rather than arbitrated. Counsel characterized the language as a "belt and suspenders" provision.
Robert Half's suggestion that we construe that language narrowly is belied by the qualifier "in any way," which suggests a broad interpretation and not an ancillary one, or in Robert Half's words, "belt and suspenders." As explained above, our conclusion is consistent with the overall intent, evident in the agreement, read as a whole, to arbitrate nearly all disputes on an individual basis only and to litigate in court only the few expressly exempted matters, which exemptions do not include PAGA claims on behalf of other aggrieved employees.
Robert Half contends we are to resolve any doubts as to the scope of the arbitration agreement in favor of arbitration. (See, e.g., United Transportation Union v. Southern Cal. Rapid Transit Dist. (1992) 7 Cal.App.4th 804, 808 ["Doubts as to whether an arbitration clause applies to a particular dispute are to be resolved in favor of sending the parties to arbitration."].) The provisions at issue here are not ambiguous and do not raise doubts as to their meaning. As set forth above, the agreement bars arbitration of non-individual PAGA claims, and further bars litigation in court of those claims because they are "in any way related to" Dorff's individual PAGA claim. The agreement therefore waives Dorff's right to bring non-individual PAGA claims in any forum, a waiver invalid under Iskanian and unaffected by Viking River Cruises. (Adolph, supra, 14 Cal.5th at pp. 1117-1118.) The waiver's invalidity triggers the construction and severability clause, voiding the agreement. The trial court did not err in denying Robert Half's motion to compel arbitration.
DISPOSITION
The order is affirmed. Shari Dorff is awarded her costs on appeal.
We concur: ROTHSCHILD, P. J., CHANEY, J.