Signal Capital Holdings Corp. v Banc of Am. Leasing & Capital, LLC
Published by New York State Law Reporting Bureau pursuant to Judiciary Law § 431.
This opinion is uncorrected and subject to revision before publication in the Official Reports.
Decided on December 13, 2012
Gonzalez, P.J., Mazzarelli, Acosta, Roman, JJ.
Orders, Supreme Court, New York County (Shirley Werner Kornreich, J.), entered April 23, 2012, which, to the extent appealed from as limited by the briefs, denied defendants' motion to compel arbitration, unanimously affirmed, with costs.
This dispute over the meaning of the ambiguous contract term "the date of scheduled expiration of the Leases" does not fall within the parties' narrow alternative dispute resolution (ADR) clause providing for an independent financial professional to verify certain calculations based on a dollar figure for rental income as of that date (see McDonnell Douglas Fin. Corp. v Pennsylvania Power & Light Co., 858 F2d 825 [2d Cir 1988]). The focus of the ADR clause is a mathematical calculation; contract interpretation would be outside the expertise of the independent accountant acting as verifier (see Fit Tech, Inc. v Bally Total Fitness Holding Corp., 374 F3d 1, 8 [1st Cir 2004]).
We have considered defendants' remaining arguments and find them unavailing.
THIS CONSTITUTES THE DECISION AND ORDER OF THE SUPREME COURT, APPELLATE DIVISION, FIRST DEPARTMENT.
ENTERED: DECEMBER 13, 2012
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