God's Battalion of Prayer v. Miele Assocs.

• Decision Date: 23 March 2006
• Citation: 845 N.E.2d 1265,6 N.Y.3d 371
• Parties: GOD'S BATTALION OF PRAYER PENTECOSTAL CHURCH, INC., Appellant, v. MIELE ASSOCIATES, LLP, Respondent.
• Court: New York Court of Appeals Court of Appeals

845 N.E.2d 1265

6 N.Y.3d 371

GOD'S BATTALION OF PRAYER PENTECOSTAL CHURCH, INC., Appellant, v. MIELE ASSOCIATES, LLP, Respondent.

Court of Appeals of New York.

March 23, 2006.

Zisholtz & Zisholtz, LLP, Mineola (Gerald Zisholtz and Stuart S. Zisholtz of counsel), for appellant.

L'Abbate, Balkan, Colavita & Contini, L.L.P., Garden City (Anthony P. Colavita and Amy M. Monahan of counsel), for respondent.

OPINION OF THE COURT

ROSENBLATT, J.

On this appeal, we reiterate our longstanding rule that an arbitration clause in a written agreement is enforceable, even if the agreement is not signed, when it is evident that the parties intended to be bound by the contract. We conclude that the lower courts properly directed the matter to arbitration.

Plaintiff-appellant God's Battalion of Prayer Pentecostal Church, Inc. operates a church and school on Linden Boulevard in Brooklyn. In May 1995, the Church hired defendant Miele Associates, LLP, a firm of architects, to expand and renovate the Church's facilities. Miele prepared an agreement between the parties, dated May 1995 (on a "Standard Form of Agreement Between Owner and Architect" published by the American Institute of Architects), and forwarded it to the Church, which retained it, unsigned. The agreement contained an arbitration clause providing that "[a]ll claims, disputes and other matters in question arising out of, or relating to, this Agreement or the breach thereof shall be decided by arbitration."

In its complaint, the Church alleges that at Miele's behest it hired Ropal Construction Corp. as general contractor. When Ropal did not perform to the Church's satisfaction, it sued Miele in Supreme Court, asserting breach of contract and architectural malpractice. The contract on which the Church relies contains the very arbitration clause at issue.^* Indeed, the Church's complaint expressly claims that Miele "failed to perform the terms, covenants and conditions of the agreement."

Miele moved for an order permanently staying the action and compelling the parties to proceed to arbitration. The Church countered that neither party executed the agreement and that there had been no meeting of minds regarding arbitration. Supreme Court, upon reargument, directed the matter to arbitration. The Appellate Division affirmed, as do we.

Although CPLR § 7501 confers jurisdiction on courts to enforce written arbitration agreements, "[t]here is no requirement that the writing be signed so long as there is other proof that the parties actually agreed on it" (Crawford v. Merrill Lynch, Pierce, Fenner & Smith, 35 N.Y.2d 291, 299, 361 N.Y.S.2d 140, 319 N.E.2d 408 [1974] [internal quotation marks deleted]; see also Flores v. Lower E. Side Serv. Ctr., Inc., 4 N.Y.3d 363, 370, 795 N.Y.S.2d 491, 828 N.E.2d 593 [2005]). A party to an agreement may not be compelled to arbitrate its dispute with another unless the evidence establishes the parties' "clear, explicit and unequivocal" agreement to arbitrate (Matter of Waldron [Goddess], 61 N.Y.2d 181, 183, 473 N.Y.S.2d 136, 461 N.E.2d 273 [1984]), but our case law makes it clear that a signature is not required.

Although the Church did not sign the Miele agreement, it is evident that it intended to be bound by it. The Church has not successfully refuted Miele's claim that, after Miele forwarded...