The opinion of the court was delivered by: MOTLEY
MEMORANDUM OPINION ON PETITION TO COMPEL ARBITRATION
The instant petition, brought under 9 U.S.C. § 1, et seq. (The Federal Arbitration Act (FAA)), asks the court to compel arbitration between the parties and to have such arbitration take place in New York City. Petitioner alleges to have sustained damages to goods shipped by respondent from New York City to Barcelona, Spain. Petitioner has asked, in accordance with the its interpretation of the terms of a contract between the parties, to have such arbitration of the dispute take place in New York City. Respondent refuses to submit to arbitration in New York, arguing that the contract between the parties requires that arbitration take place in London. For the reasons set forth below, the court agrees with respondent's interpretation of the contract and the arbitration clauses found therein. The petition to compel arbitration in New York is therefore denied.
The petitioner is organized as a corporation under the laws of New Jersey. The respondent is a Danish corporation. Petitioner claims that goods respondent had contracted to carry from the United States to Spain were damaged upon arrival. Under its interpretation of the contract (hereinafter "the agreement"), petitioner asserts a purported right to arbitration of the damages claim in New York City.
The agreement itself contains two "Parts." A "Preamble" provides, in relevant part: "In the event of a conflict [between Parts I and II] the provisions of Part I shall prevail over those contained in Part II to the extent of such conflict. " (emphasis added). The agreement has two arbitration clauses, each found in different parts thereof: Part I of the agreement directs arbitration in London (hereinafter, "the London clause"); Part II compels arbitration in New York (hereinafter, "the New York clause").
Part I, the "typewritten" portion of the agreement, sets forth, in the "Special Provisions" section (Sec. H, Para. 4.), as follows:
GENERAL AVERAGE AND ARBITRATION IN LONDON - YORK/ANTWERP RULES AS AMENDED 1990 TO APPLY, ENGLISH LAW TO APPLY.
Part II, the "form" part of the agreement, at para. 31, sets forth in relevant part:
Arbitration: Any dispute arising from the making, performance or termination of this Charter Party shall be settled in New York, Owner and Charterer each appointing an arbitrator...Such arbitration shall be conducted in conformity with the provisions and procedure of the United States Arbitration Act...
Relying on the contents of this clause, petitioner argues that the matter should be referred to arbitration by the court under the FAA. Respondent opposes the petition, asserting that the London clause controls and compels arbitration in London.
The agreement contains other elements that are important to note to aid the resolution of the instant conflict. First, paragraph 6 of Part I (i.e., the typewritten part of the agreement) provides as follows: "CLAUSE 22.B - DELETED: NO TRANSSHIPMENT." Part II, para. 22(b) of the agreement also covers transshipment but the words of this clause are stricken. Second, Part II, para. 20, provides:
GENERAL AVERAGE. General average shall be adjusted, stated and settled, according to York-Antwerp Rules 1960 at such port or place in the United States as may be selected by the Owner, and as to matters not provided for by these Rules, according to the laws and usages at the port of New York. . . .
Although it seems apparent that, at a minimum, the London clause controls as to any arbitration of general average claims,
no portion of this ...