Opinion
January 20, 1971
Appeal from an order of the Supreme Court at Special Term, entered December 18, 1969 in Albany County, which denied appellant's motion for an order staying arbitration. In December, 1966 both parties entered into an agreement with the Delmar Pallett Co., Inc., which provided that each individual was to be issued a specified number of shares of corporate stock. A dispute arose thereafter concerning the percentage of distribution of shares and after unsuccessful attempts to negotiate differences, respondent served upon appellant a demand for arbitration. Clause 15 of the parties' agreement provides: "Any controversy or claim arising out of or relating to this agreement or the breach thereof, including any controversy which may arise concerning the value of the stock of the Corporation shall be settled by arbitration proceedings under procedure set forth in Section 7501 N.Y.C.P.L.R. of the CPLR of the State of New York." Appellant contends that following its execution, the agreement was abandoned by respondent and his right to arbitration was thereby extinguished. It is well-established that under broad arbitration provisions such as in the instant case "arbitration may be had as to all issues arising subsequent to the making of the contract" ( Matter of Terminal Auxiliar Maritima, S.A. [ Winkler Credit Corp.], 6 N.Y.2d 294, 298). The language of the agreement authorizing arbitration not only as to any and all controversies arising out of the agreement but also those relating to the agreement, is a sufficient manifestation of the parties' intent that exclusive jurisdiction be given to the arbitrators over all issues concerning the contract other than the making thereof ( Matter of Lipman [ Haeuser Shellac Co.], 289 N.Y. 76). CPLR 7503 authorizes the court to determine, inter alia, whether a valid agreement was made or complied with, or whether the claim at issue is barred by the Statute of Limitations. No provision is made for judicial consideration of allegations that a valid agreement has been abandoned or canceled by action of one of the parties, and such contentions should be deemed insufficient to bar arbitration ( Matter of Terminal Auxiliar Maritima, S.A. [ Winkler Credit Corp.], supra). It has long been the policy of this State to settle by arbitration, controversies arising under agreements providing therefore. (See, e.g., Matter of Kelley [ Bauer], 240 N.Y. 74.) Where no contention is raised that the agreement is the product of fraud or duress, that performance is prohibited by statute, or that a condition precedent to arbitration or an applicable statute has not been fulfilled, the intention of the parties as expressed in the agreement should be given effect and the controversy submitted to arbitration ( Matter of Exercycle Corp. [ Maratta], 9 N.Y.2d 329). Order affirmed, with costs. Herlihy, P.J., Reynolds, Staley, Jr., Greenblott and Cooke, JJ., concur.