Opinion
May 14, 1996
Appeal from the Supreme Court, New York County (Martin Schoenfeld, J.).
The threshold question of arbitrability is one for the courts ( Sisters of St. John the Baptist v. Geraghty Constructor, 67 N.Y.2d 997, 998; see also, Litton Fin. Print. Div. v. National Labor Relations Bd., 501 U.S. 190, 208-209). Here, the IAS Court correctly determined that the relevant dispute between these commercially sophisticated parties was not subject to arbitration. While the parties' 1990 and 1993 agreements each contained an arbitration clause ( see, Matter of Polar Entertainment Corp. [Directors Guild], 189 A.D.2d 711), their 1995 agreement did not and further explicitly provided that all prior agreements were merged into the new agreement and that the new agreement "represents the entire understanding between the parties." ( See, Health-Chem Corp. v. Baker, 915 F.2d 805, 811; see also, Matter of Minkin [Halperin], 279 App. Div. 226, affd 304 N.Y. 617.) It was not imperative that the latest agreement expressly revoke the prior agreements' arbitration provisions to effectively cancel those provisions ( see, Lakehead Pipe Line Co. v. Investment Advisors, 900 F. Supp. 234 [D Minn 1995]).
Concur — Wallach, J.P., Ross, Williams and Mazzarelli, JJ.