Opinion
NOT TO BE PUBLISHED
Contra Costa County Super. Ct. No. N040847
OPINION
Sepulveda, J.
Appellant Chrystina Smith challenges the confirmation of an arbitration award that found that respondent Storm Water Inspection and Maintenance Services, Inc. (SWIMS) was entitled to a reconveyance of its shares held by Smith. Smith claims that the trial court erred in granting SWIMS’s petition to compel arbitration, and that the trial court should have vacated the resulting arbitration award because the arbitrator acted in excess of his authority. We disagree and affirm.
I. Factual and Procedural Background
The facts set forth below are taken primarily from the arbitrator’s award.
SWIMS is a business that installs and maintains storm drains for commercial enterprises. It was formed in 2000 by Smith, her brother (Ric Campos), her sister-in-law (Michelle Campos), and her then boyfriend (David Fitzpatrick). The business was formed as a partnership, but was subsequently incorporated, with each partner receiving 25 percent of the company’s shares. Smith was a full-time teacher, but she also worked part time doing office work for SWIMS. She was also the secretary/treasurer for the company. Smith was subject to an employment agreement, which contained an arbitration clause. According the arbitrator’s award: “The employment agreement at issue is missing. At the time [Smith] is alleged to have executed her agreement, [Ric] Campos and Fitzpatrick executed identical agreements and all three employment agreements were given to [Smith]. She contends she returned them to Campos; Campos denies ever receiving them. [Smith] testified that she did not execute her agreement, but merely ‘pretended’ to sign it in order to induce Fitzpatrick to execute his agreement.”
Smith was fired in late 2002 or early 2003, but was subsequently rehired. According to Campos, Smith was fired again in January 2004 because of her failure to complete the creation of a client database. Following Smith’s termination, SWIMS exercised its option to repurchase Smith’s shares in the company.
SWIMS filed a petition to compel arbitration, which the trial court granted after first sustaining evidentiary objections raised by Smith. Following a hearing through the Judicial Arbitration and Mediation Services (JAMS), an arbitrator (the Honorable Zerne Haning (Ret.)) issued a final award. The arbitrator determined that the reconveyance clause in the employment agreement was valid, that Smith was terminated for cause, and that SWIMS was entitled to a reconveyance of its shares held by Smith, for the price of $27,548.26.
SWIMS filed a petition to confirm the award, and Smith filed a petition to vacate the award. The trial court confirmed the arbitration award, and ordered Smith to reconvey her interest in SWIMS back to SWIMS. Judgment was entered, and Smith timely appealed.
II. Discussion
A. Trial Court Had Jurisdiction To Grant Renewed Petition To Compel Arbitration.
1. Background.
SWIMS filed its original petition to compel arbitration on June 29, 2004. In opposing the petition, Smith raised several evidentiary objections, including the fact that SWIMS failed to authenticate the employment agreement between SWIMS and Smith. Although it considered Smith’s objections “very technical,” the trial court sustained most of them, finding that SWIMS had not properly laid a foundation for the employment agreement. The court ruled that the petition to compel arbitration was “denied without prejudice to renew,” and that “[c]ounsel can file a motion for reconsideration.”
SWIMS filed a “motion for reconsideration of petition to compel arbitration,” and submitted declarations authenticating the employment agreement. Smith argued that the trial court did not have jurisdiction to consider the renewed petition because it did not comply with the requirements of Code of Civil Procedure section 1008, which governs motions for reconsideration. The trial court disagreed, found that Smith’s evidentiary objections had been “cured,” and granted SWIMS’s petition.
All statutory references are to the Code of Civil Procedure unless otherwise specified.
2. Analysis.
Smith argues again on appeal that SWIMS’s renewed petition to compel arbitration did not comply with the requirements of section 1008, and that the trial court therefore lacked jurisdiction to consider the petition. We disagree.
Section 1008 provides, in relevant part: “(b) A party who originally made an application for an order which was refused in whole or part, . . . may make a subsequent application for the same order upon new or different facts, circumstances, or law, in which case it shall be shown by affidavit what application was made before, when and to what judge, what order or decisions were made, and what new or different facts, circumstances, or law are claimed to be shown. . . . [¶] . . . [¶] . . . (e) This section specifies the court’s jurisdiction with regard to applications for reconsideration of its orders and renewals of previous motions, and applies to all applications to reconsider any order of a judge or court, or for the renewal of a previous motion, whether the order deciding the previous matter or motion is interim or final. No application to reconsider any order or for the renewal of a previous motion may be considered by any judge or court unless made according to this section.”
We agree with the general proposition that section 1008 prohibits a party from filing repetitive motions for the same relief, but that a trial court may, on its own motion, reconsider a prior interim order and correct its own errors. (Le Francois v. Goel (2005) 35 Cal.4th 1094, 1103.) “Here, [however], the trial court indicated it wanted to reconsider the [petition to compel arbitration] without prejudice, so Code of Civil Procedure section 1008 is inapplicable. Denial of a motion without prejudice impliedly invites the moving party to renew the motion at a later date, when he can correct the deficiency that led to the denial.” (Farber v. Bay View Terrace Homeowners Assn. (2006) 141 Cal.App.4th 1007, 1015, original italics (Farber).)
In Farber, defendant homeowners association filed a post-judgment attorney fees motion, which the trial court denied without prejudice because the association did not supply the court with adequate information to determine whether the requested fees were reasonable and necessary. (Farber, supra, 141 Cal.App.4th at p. 1014.) Defendant filed a second fee motion, and the trial court awarded fees. (Ibid.) On appeal, the court rejected the argument, identical to the one raised here, that the renewed motion did not state sufficient grounds to permit reconsideration. (Id. at pp. 1014-1015.) We find the court’s reasoning applicable here: “In this case, the first motion was denied for want of sufficient evidence. The trial court might have continued the motion to allow [SWIMS] to submit a [declaration curing evidentiary objections], but instead it chose to deny the motion with, in effect, leave to renew it upon further evidence. Which route to chose [sic] is an administrative matter of calendar management—some might want to streamline a docket and continue a pending motion to allow supplemental filings, while others might prefer to decide the motion on the existing papers and reconsider that decision in a new motion. In any event, the trial court acted within its powers when, essentially on its own motion, it reconsidered [the petition to compel arbitration] and [granted the petition].” (Id. at p. 1015.)
In light of last year’s Farber opinion, which we note was not cited by either party, we need not address Smith’s argument that the two cases cited by the trial court in its order granting SWIMS’s renewed motion are no longer “controlling precedent.” (Villacampa v. Russell (1986) 178 Cal.App.3d 906, 911 [second motion for summary judgment was not motion for reconsideration, where first motion was denied on procedural grounds without prejudice to renew]; Chambreau v. Coughlan (1968) 263 Cal.App.2d 712, 717-718 [same].) Moreover, we do not consider it significant that the trial court, in denying SWIMS’s first petition to compel arbitration, used the term “motion for reconsideration,” or that SWIMS stated that its renewed motion was “being brought pursuant to California Code of Civil Procedure § 1008.” Whatever nomenclature that was used by the parties and the trial court, the denial of SWIMS’s petition without prejudice was an implied invitation to renew the petition, and section 1008 does not apply. (Farber, supra, 141 Cal.App.4th at p. 1015.)
B. Trial Court Did Not Err In Granting Petition To Compel Arbitration.
1. Background.
SWIMS’s petition to compel arbitration alleged that on or about July 3, 2003, Smith and SWIMS entered into a written employment agreement that contained an arbitration clause. According to the petition, a controversy arose in or about December 2003 between SWIMS and Smith regarding her job performance, and Smith was ultimately terminated. SWIMS informed Smith that the company intended to execute the shareholder buyout provisions pursuant to the stock buyout provision of the parties’ agreement. Specifically, Smith’s termination was a “triggering event[]” that established SWIMS’s right to repurchase stock under the stock buyout provision. Smith refused to submit the matter to arbitration unless SWIMS produced a copy of her own executed employment agreement. SWIMS was unable to do so, its petition alleged, because the agreement was in Smith’s possession.
In support of its renewed motion to compel arbitration, SWIMS submitted three declarations. Fitzpatrick stated that he attended a SWIMS board of directors meeting on July 2, 2003, when he signed and dated an employment agreement after completing sections regarding his personal contact information, job description, and salary. Fitzpatrick also witnessed Smith engage in the same process; attached to his declaration was an employment agreement identical to the one Fitzpatrick saw Smith complete and sign. Ric Campos stated that he also attended a July 2, 2003 board of directors meeting, and witnessed Smith complete and sign her employment agreement, an identical copy of which was attached to Campos’s declaration. SWIMS’s counsel submitted a declaration stating that the employment agreement attached to both the declarations of Fitzpatrick and Campos was identical to the one attached to SWIMS’s original petition to compel arbitration.
In opposition to the petition to compel arbitration, Smith submitted a declaration stating that “[a]t no time” did she ever complete the employment agreement by writing out her job description. She also stated that neither Campos nor Fitzpatrick “ever read any employment agreement which is alleged to have been executed by me on July 2, 2003 at any time on July 2, 2003 or thereafter which contained my signature or any job description written by me or any job description at all.”
2. Analysis.
In attacking the trial court’s decision to grant SWIMS’s petition to compel arbitration, Smith combines separate and distinct arguments, which we address in turn.
a. Substantial evidence of valid agreement.
A party claiming there is a written agreement to arbitrate may petition the trial court for an order to compel arbitration. (§ 1281.2) The trial court shall grant a petition to compel arbitration unless it determines that the petitioner has waived the right to compel arbitration, grounds exist for the revocation of the agreement, or litigation is pending that may render the arbitration unnecessary or result in conflicting rulings. (Ibid.; State Farm Mut. Auto. Ins. Co. v. Superior Court (1994) 23 Cal.App.4th 1297, 1301; Condee v. Longwood Management Corp. (2001) 88 Cal.App.4th 215, 219.) Where there is no valid contract to arbitrate, the petition must be denied. (Banner Entertainment, Inc. v. Superior Court (1998) 62 Cal.App.4th 348, 356.)
Section 1280 et seq. sets forth a procedure for the summary determination of whether a valid agreement to arbitrate exists. (Banner Entertainment, Inc. v. Superior Court, supra, 62 Cal.App.4th at p. 356; see also Provencio v. WMA Securities, Inc. (2005) 125 Cal.App.4th 1028, 1030-1031.) “Under this procedure, the petitioner bears the burden of establishing the existence of a valid agreement to arbitrate, and a party opposing the petition bears the burden of proving by a preponderance of the evidence any fact necessary to its defense. [Citation.] The trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court’s discretion, to reach a final determination on the issue of arbitrability.” (Banner Entertainment, at pp. 356-357; Condee v. Longwood Management Corp., supra, 88 Cal.App.4th at p. 218.) The trial court must determine “the threshold question of whether the petition adequately alleges facts demonstrating the existence of an arbitrable controversy.” (Graphic Arts Internat. Union v. Oakland Nat. Engraving Co. (1986) 185 Cal.App.3d 775, 780.) “When there is no conflicting evidence regarding the interpretation of an arbitration agreement, we exercise our independent judgment to determine as a matter of law whether the agreement applies to a controversy. Where the trial court’s decision of arbitrability is based on disputed facts, however, the substantial evidence standard applies. Under that test, we must: accept the trial court’s resolution of disputed facts when supported by substantial evidence; presume the court found every fact and drew every permissible inference necessary to support its order; and defer to its determinations regarding the credibility of witnesses and the weight of the evidence.” (Provencio, supra, at p. 1031.) Because the trial court’s decision about whether there was a valid agreement to arbitrate was based on disputed facts, we review its order for substantial evidence. (Ibid.)
Smith argues that the petition to compel arbitration did not allege that the employment agreement attached to the petition “was a copy of the original document signed by Smith.” She also complains that the agreement attached to the petition did not include her name and contact information, or her job description The petition explained that SWIMS could not submit a copy of the original document because Smith retained it. Declarations submitted by SWIMS established, however, that the agreement attached to its petition to compel arbitration was identical to one that was completed and signed by Smith. In short, the record reveals substantial evidence of a valid agreement to arbitrate. (Banner Entertainment, Inc. v. Superior Court, supra, 62 Cal.App.4th at p. 357.)
Citing Graphic Arts, supra, 185 Cal.App.3d at pages 781-783, Smith also contends that SWIMS’s petition to compel arbitration failed to adequately allege facts (as opposed to mere conclusions) demonstrating the existence of an arbitrable controversy. She states that the petition to compel arbitration did not request that the issue of Smith’s termination be submitted to arbitration, even though SWIMS had to establish that she was fired for cause before Smith could be compelled to sell her stock back to the company. To the contrary, the petition alleged that “[i]n or about December 2003, a controversy arose between SWIMS and SMITH regarding her deficient job performance. It was determined that SMITH’s employment would be terminated. To facilitate the separation, SWIMS presented Smith with three options regarding the disposition of her shares and requested that she return all corporate materials in her possession. SMITH, however, refused to elect any of the options . . . .” The petition thereafter asked the trial court to order Smith “to arbitrate the controversy as herein alleged.”
We disagree with Smith’s argument that the allegations were “just as conclusory as the allegations” in Graphic Arts. In Graphic Arts, the petition to compel arbitration simply stated that since March 1984, “ ‘a dispute has existed over the interpretation and/or application of the collective bargaining agreement [between the [parties]] in that there has been and continues to be a dispute over the scope and coverage of the agreement as it applies to “the performance of ‘[Flexo]’ work by non bargaining unit employees.” ’ ” (Graphic Arts Internat. Union v. Oakland Nat. Engraving Co., supra, 185 Cal.App.3d at p. 777, fn. omitted.) The petition included no allegations to indicate what “ ‘ “ ‘[Flexo]’ ” ’ ” work was, or to demonstrate whether a claim being made would fall within the exclusive jurisdiction of the National Labor Relations Board. (Id. at p. 783, fn. 8.)
Here, by contrast, SWIMS alleged that Smith had been fired, and that her termination was a “triggering event[]” for the invocation of SWIMS’s right to repurchase Smith’s stock. Smith complains that the petition to compel arbitration failed to “plead the essential terms regarding Smith’s job duties and responsibilities, the facts showing a failure by Smith to perform her contractual responsibilities, or any oral or written notice of termination for cause.” She also claims that SWIMS did not allege that Smith was fired “for cause.” Although it is true that the petition could have included more detail surrounding the decision to terminate Smith, it did include sufficient allegations to demonstrate that there was an arbitrable controversy. The petition referred to the parties’ agreement, which states that a stock buyout provision could take place upon an employee’s termination for cause, and that SWIMS’s right to repurchase stock was triggered under the parties’ agreement by Smith’s termination. In other words, the petition provided adequate allegations that an arbitrable controversy existed. (Graphic Arts Internat. Union v. Oakland Nat. Engraving Co., supra, 185 Cal.App.3d at p. 780.)
Smith claims that “SWIMS wanted to jump to the end game and avoid litigating the basis for Smith’s termination.” Even if we ignore the allegations of the petition and assume that this was SWIMS’s subjective intent, the fact remains that the arbitrator did, in fact, determine whether Smith was terminated for cause, stating that was “[t]he real question here.”
b. Validity of underlying contract.
“If the court determines that a written agreement to arbitrate a controversy exists, an order to arbitrate such controversy may not be refused on the ground that the petitioner’s contentions lack substantive merit.” (§ 1281.2, subd. (c).) “Courts do not look to the contract as a whole to determine arbitrability. Challenges to the validity of the underlying contract (i.e., ambiguous, unclear, lack of consideration, mutual mistake) are not considered. The only question is whether the parties knowingly agreed to arbitrate disputes under the contract. If they did, the arbitration clause is deemed separable from the balance of the contract and is enforced despite defenses to the underlying contract.” (Knight et al., Cal. Practice Guide: Alternative Dispute Resolution (The Rutter Group 2006) ¶ 5:79, p. 5-58 (hereafter Knight), original italics; see also Ericksen, Arbuthnot, McCarthy, Kearney & Walsh, Inc. v. 100 Oak Street (1983) 35 Cal.3d 312, 322-323 (Ericksen).) The trial court recognized this principle when, in granting SWIMS’s renewed petition to arbitrate, it cited Ericksen in rejecting Smith’s claims that the contract between the parties was unenforceable. The arbitrator’s award addressed Smith’s challenges to the validity of the underlying contract.
On appeal, Smith again argues that, in considering SWIMS’s petition to compel arbitration, the trial court was required to consider her claims about the validity of the underlying contract, claiming that it must consider “the prima facie legal standard for enforcement,” and whether “SWIMS had made a prima facie showing that Smith breached the terms of the employment agreement and was appropriately terminated for cause.” This is simply not true, as these were questions for the arbitrator. (Ericksen, supra, 35 Cal.3d at pp. 322-323; § 1281.2 [upon determination that arbitration agreement “exists,” trial court shall grant petition to arbitrate].) Smith claims that Ericksen is “clearly distinguishable” because the case involved an allegation of fraud in the inducement of a contract, as opposed to the contract at issue here, which Smith claims is “unenforceable on its face.” (Ericksen, supra, at pp. 322-323.) In fact, Erickson adopted the majority rule that an arbitration provision is severable from the remainder of the contract. (Id. at p. 322, citing Prima Paint v. Flood & Conklin (1967) 388 U.S. 395.) This rule was recently affirmed in Buckeye Check Cashing, Inc. v. Cardegna (2006) 546 U.S. 440, 445-446, which held that under the Federal Arbitration Act, “the issue of the contract’s validity is considered by the arbitrator in the first instance.”
We therefore reject Smith’s lengthy argument that the trial court erred in granting SWIMS’s petition to compel arbitration because the underlying agreement was “legally deficient” for lacking essential terms, SWIMS’s promise of employment was “illusory,” the agreement lacked mutuality, and the parties’ agreement was “unenforceable and void as a matter of law.” (§ 1281.2, subd. (c).)
Smith relies heavily on Loving & Evans v. Blick (1949) 33 Cal.2d 603, which held that the trial court may not enforce an award that is based on an illegal contract. (Id. at pp. 609-610 [contractors who failed to comply with state licensing requirements could not enforce building contract].) Smith points to no illegality in the employment agreement at issue here, and our review of the contract reveals none.
C. Arbitrator Did Not Exceed Powers Granted By Contract.
“[A]n award reached by an arbitrator pursuant to contractual agreement to arbitrate is not subject to judicial review except on the grounds set forth in sections 1286.2 (to vacate) and 1286.6 (for correction). Further, the existence of an error of law apparent on the face of the award that causes substantial injustice does not provide grounds for judicial review.” (Moncharsh v. Heily & Blase (1992) 3 Cal.4th 1, 33.) “It is well settled that ‘arbitrators do not exceed their powers merely because they assign an erroneous reason for their decision.’ [Citations.] A contrary holding would permit the exception to swallow the rule of limited judicial review; a litigant could always contend the arbitrator erred and thus exceeded his powers.” (Id. at p. 28.) “The [arbitrator’s] award will be upheld so long as it was even arguably based on the contract; it may be vacated only if the reviewing court is compelled to infer the award was based on an extrinsic source.” (Advanced Micro Devices, Inc. v. Intel Corp. (1994) 9 Cal.4th 362, 381, original italics.)
An arbitrator’s exercise of discretion is not, however, “unrestricted or unreviewable.” (Advanced Micro Devices, Inc. v. Intel Corp., supra, 9 Cal.4th at p. 375.) “The powers of an arbitrator derive from, and are limited by, the agreement to arbitrate.” (Ibid.; see also Moncharsh v. Heily & Blase, supra, 3 Cal.4th at pp. 8-9 [powers of arbitrator limited and circumscribed by parties’ agreement].) Smith claims that the trial court should have vacated the arbitration award because the arbitrator exceeded his powers, as set forth in the relevant employment agreement. (§ 1286.2, subd. (a)(4).) Because this argument is based on a strained reading of the parties’ agreement, we disagree.
Smith states that “the arbitrator exceeded his contractual powers as defined by section 1286.2 subdivision (d).” SWIMS also refers to section 1286.2, subdivision (d). Section 1286.2 currently does not contain a subdivision (d). The statute was amended in 2001, and the previous subdivision (d) is now contained in subdivision (a)(4). (Stats. 2001, ch. 362, § 8.)
The arbitration clause in the parties’ employment agreement contained the following boilerplate provision: “Following a hearing conducted by the arbitrator, . . . the arbitrator shall issue a written opinion and award that shall be signed and dated. The arbitrator’s opinion and award shall decide all issues submitted and shall set forth the legal principles supporting each part of the opinion. The arbitrator shall be permitted to award only those remedies in law or equity which are requested by the parties and which the arbitrator determines to be supported by the [sic] credible, relevant evidence. The decision of the arbitrator shall be based on the evidence introduced at the hearing, including all logical and reasonable inferences therefrom, the terms of this Agreement and the laws and judicial decisions of the State of California applicable to the subject matter of the arbitration.” (Italics added.) Smith would have us read the italicized provision of the agreement to “specifically limit[] the discretion of the arbitrator,” because the parties agreed to be bound by his decision “only if the arbitrator followed the law.” Therefore, according to Smith, “the cases holding that the parties agreed to be bound by the award of the arbitrator regardless of the arbitrator making errors of fact or law do not apply.” On the contrary, the specified portion of the agreement selects the governing law for arbitration, a standard matter to be addressed in any contractual arbitration agreement. (Knight, supra, ¶ 8:67, p. 8-20.)
What Smith essentially argues is that the arbitrator exceeded his powers because his decision was not “based on” Smith’s interpretation of “the laws and judicial decisions of the State of California applicable to the subject matter of the arbitration.” We reject that reading of the choice-of-law provision in the parties’ agreement. “Even where application of a particular law or body of law is required by the parties’ arbitration agreement, an arbitrator’s failure to apply such a law is not in excess of an arbitrator’s powers within the meaning of section 1286.2, subdivision [(a)(4)].” (Marsch v. Williams (1994) 23 Cal.App.4th 238, 244.) In Marsch, the parties’ arbitration agreement stated that it was “ ‘executed and intended to be performed in the State of California, and the laws of this state shall govern its interpretation and effect.’ ” (Id. at p. 245.) The court rejected appellant’s argument that the arbitrators who decided the parties’ dispute exceeded their powers because they did not apply a certain provision of the California Corporations Code. (Ibid.) Because the parties’ agreement stated that it was subject to “ ‘binding arbitration,’ ” and there was no explicit reference to a “broadened scope of judicial review of an arbitration award,” the court found that the arbitrators had not exceeded their powers within the meaning of section 1286.2. (Id. at pp. 244-245.)
Likewise here, the parties agreed that arbitration shall be “the exclusive forum” for resolving their disputes (with exceptions that are not relevant here), and the parties did not agree to a broadened scope of review of any arbitration award. We disagree with Smith that Marsch is “clearly distinguishable” because the choice-of-law provision in that case “only in a general fashion referred to what law was to be applied.” Although the wording of the choice-of-law provision here was somewhat different from the one in Marsch, the fact remains that there is no indication in the parties’ contract that they agreed to dramatically alter the scope of judicial review of an arbitration award. “[A]rbitrators, unless expressly restricted by the agreement of the parties, enjoy the authority to fashion relief they consider just and fair under the circumstances existing at the time of arbitration, so long as the remedy may be rationally derived from the contract and the breach.” (Advanced Micro Devices, Inc. v. Intel Corp., supra, 9 Cal.4th at p. 383, italics added.)
This case is clearly distinguishable from Bonshire v. Thompson (1997) 52 Cal.App.4th 803, upon which Smith relies. In Bonshire, the parties’ agreement contained “an unusual prohibition against extrinsic evidence” to prove the terms of the contract. (Id. at p. 806, italics added.) Because the arbitrator in Bonshire had relied on extrinsic evidence of the parties’ intent in reaching its award, the arbitrator had exceeded his powers as set forth in the parties’ agreement. (Id. at pp. 810-812.) Again, by contrast here, there was no such express limitation of the arbitrator’s powers. Although the parties specified that California law would govern the arbitrator’s decision, they did not specifically state that the arbitrator’s interpretation of state law would not be subject to the deference that is ordinarily given to an arbitrator’s award. (Advanced Micro Devices, Inc. v. Intel Corp., supra, 9 Cal.4th at p. 376 [“narrow and deferential” review of arbitration awards].)
Because of this very narrow scope of review, we need not consider in detail Smith’s factual and legal attacks on the arbitrator’s award, which she claims “involve[] truly [sic] errors of law as applied to the facts in the record.” Suffice it to say that the award was “related in a rational manner to the breach.” (Advanced Micro Devices, Inc. v. Intel Corp., supra, 9 Cal.4th at p. 381.) It certainly is not true, as Smith claims, that the award “cannot be sustained as a matter of law.” (Italics added.)
We also reject Smith’s related argument that the arbitrator violated the portion of the parties’ arbitration clause that states that the arbitrator’s opinion “shall decide all issues submitted and shall set forth the legal principles supporting each part of the opinion.” Even where parties specify that arbitrators should state the reasons for their award, this is not an area that is subject to judicial review. (Pacific Gas & Electric Co. v. Superior Court (1993) 15 Cal.App.4th 576, 589-590.) In any event, the arbitration award does set forth the legal principles supporting the arbitrator’s opinion.
III. Disposition
The judgment is affirmed. Respondent shall recover its costs on appeal.
We concur: Reardon, Acting P.J., Rivera, J.