Dream Theater

This is an appeal from an order staying proceedings before the American Arbitration Association (AAA) based on the finding that the parties commercial dispute is not arbitrable and jurisdiction lies with the court. We hold that: (1) the parties agreement determines whether the court or the arbitrator decides if the dispute is subject to arbitration; (2) where the parties do not offer evidence extrinsic to the contract, on appeal we review the contract independently; and (3) the parties state a clear and unmistakable agreement that the arbitrator will decide whether the dispute is subject to arbitration when they incorporate into their agreement the AAA Commercial Arbitration Rules which specify the arbitrator will decide arbitrability, and nothing in the parties agreement excludes from the jurisdiction of the arbitrator the decision whether the dispute must be submitted to arbitration.