DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al.

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520

Tentative Ruling - 08/27/2026 Jamilah A. Jefferson

The Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation on 08/03/2026 is Granted.

The Motion of Defendant Unitek Learning, Inc. (“Defendant”) to Compel Arbitration is GRANTED.

However, given the delayed posting of the tentative ruling, the Court is receptive to the arguments of counsel that may challenge or contest all or a portion of the tentative ruling.

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BACKGROUND

This wrongful termination action concerns Plaintiff Brooks Delton (“Plaintiff”)’s employment with Defendant from July 2023 through January 2024, who allegedly entered into a contract with Defendant as part of his onboarding and electronically signed an Arbitration Agreement on July 5, 2023. Relevant portions of the Agreement state the following:

“Unitek Learning (the “Company”) recognizes that differences may arise between the Company and its employees during and following employment, and in some instances these differences can be resolved informally. However, where informal procedures do not produce a satisfactory result, legally cognizable claims and controversies between the Company and its employees may be submitted to final and binding arbitration as provided in this Unitek Learning Arbitration Agreement (the “Agreement”). In arbitration, each side in the dispute presents its case, including evidence, to a neutral third party called an “arbitrator,” rather than to a judge or jury.

The arbitrator’s decision is final and binding which means there will be no trial by a judge or jury. The parties are entitled to be represented by their own legal counsel in the arbitration proceeding. In consideration of the Company employing you (“Employee”) (the Company and Employee referred to collectively herein as the “Parties”) as an at-will employee and Employee’s acceptance of at-will employment with the Company, and in consideration of the Parties’ mutual promise to arbitrate all disputes against each another, the Company and Employee mutually agree to submit to binding arbitration any and all disputes, claims or controversies arising out of or relating to this Agreement or the employment relationship between the Parties, except as to those claims excluded herein.

This Agreement includes any claims that the Company may have against Employee, or that Employee may have against the Company, including the Company’s officers, directors, employees, agents, parents, subsidiaries, or affiliated entities.” (Mechling Decl., ¶ 21, Ex. E.) 25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520

Previously, Plaintiff had also signed an Offer Letter on June 23, 2023. Relevant portions of the Agreement state the following:

“You and the Company agree any dispute or claim arising under or relating to your employment or termination of your employment with Unitek (“Arbitable[sic] Claim(s)”) shall be resolved by arbitration. You and Unitek hereby waive any rights each may have to a jury trial in regard to Arbitrable Claims. The terms of this agreement to arbitrate Arbitrable Claims, including the ability to opt out, are included in the enclosed “Unitek College Arbitration Agreement.” (Mechling Decl., ¶ 21, Ex. B, p. 3.) (“Agreement”).)

By way of this motion, Defendant moves to compel arbitration of Plaintiff’s claims and to stay proceedings, pursuant to the arbitration provision in the Agreement and under the Federal Arbitration Act, or, in the alternative, to dismiss Plaintiff’s claims. In the Reply, Defendant also argues that arbitration is also mandated independently by way of the Offer Letter.

Plaintiff opposes arguing that Defendant has not shown the existence of a valid agreement to arbitrate, and the Agreement is procedurally and substantively unconscionable due to the power imbalance - particularly with the waiver of the class action and sexual harassment provisions.

LEGAL STANDARD

Applicability of Contract Law Principles

Under a motion to compel arbitration pursuant to Code Civ. Proc. section 1281.2, the trial court determines if there is a duty to arbitrate and must therefore evaluate the underlying agreement under general contract law. (United Transportation Union v. Southern Cal. Rapid Transit Dist. (1992) 7 Cal.App.4th 804, 808; State Farm Mut. Auto. Ins. Co. v. Superior Court (1994) 23 Cal.App.4th 1297, 1301.) California law is clear that there is no contract until there has been a meeting of the minds on all material points. (Banner Entertainment, Inc. v. Superior Court (1998) 62 Cal.App.4th 348, 357-358.) In addition, arbitration agreements are “valid, enforceable and irrevocable, save upon such grounds as exist for the revocation of any contract.” (Dougherty v. Roseville Heritage Partners (2020) 47 Cal.App.5th 93, 101; Code Civ. Proc., § 1281.)

Unconscionability

Next, the Court examines whether the arbitration agreement should be invalidated for reasons of unconscionability. (OTO, L.L.C. v. Kho (2019) 8 Cal.5th 111, 125.)

As arbitration agreements may be invalidated for the same reasons as other contracts, defenses

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520 such as unconscionability remain applicable to invalidate arbitration agreements. (OTO, L.L.C. v. Kho (2019) 8 Cal.5th 111, 125.) The unconscionability doctrine has both procedural and substantive elements, “the former focusing on oppression or surprise due to unequal bargaining power, the latter on overly harsh or one-sided results.” (Sonic-Calabasas A, Inc. v. Moreno (2013) 57 Cal.4th 1109, 1133.) One common formulation of unconscionability is that it refers to an absence of meaningful choice on the part of one of the parties together with contract terms that are unreasonably favorable to the other party. (Murrey, supra, 87 Cal.App.5th at p. 1236.)

Both procedural and substantive unconscionability must be shown for the defense to be established, but not necessarily in the same degree. (OTO, supra, 8 Cal.5th at p. 125.) The unconscionability standard is evaluated on a sliding scale, so that the more substantively onesided the contract term, the less evidence of procedural unconscionability is required to conclude that the term is unenforceable, and vice versa. (Id. at pp. 125–126.) When unconscionability is shown, the trial court has discretion either to refuse to enforce the contract or to strike the unconscionable provision and enforce the remainder of the contract. (Civ. Code, § 1670.5, subd. (a); Armendariz v. Foundation Health Psychcare Services, Inc. (2000) 24 Cal.4th 83, 122.)

Procedural Unconscionability

Where an arbitration agreement is offered on a “take-it-or-leave-it basis, it is procedurally unconscionable. (Murrey, supra, 87 Cal.App.5th at p. 1238.) The question is “whether circumstances of the contract’s formation created such oppression or surprise that closer scrutiny of its overall fairness is required.” (OTO, L.L.C., supra, 8 Cal.5th at p. 126.) Oppression occurs where a contract involves lack of negotiation and meaningful choice, surprise occurs where unconscionable provisions are hidden within a complex form. (OTO, L.L.C., supra, 8 Cal.5th at p. 126.)

Where a party has no ability to individually negotiate a contract’s terms, could not opt out of an arbitration provision, and thus had no meaningful choice but to accept an arbitration provision as drafted by the other party, this establishes at least a minimal level of procedural unconscionability. (Bakersfield College v. California Community College Athletic Assn. (2019) 41 Cal.App.5th 753, 762-763.)

Substantive Unconscionability

In Armendariz v. Foundation Health Psychcare Services, Inc. (2000) 24 Cal.4th 83, the California Supreme Court addressed the issue of substantive unconscionability and instructed that, at a minimum, a mandatory employment arbitration agreement must:

(1) provide for neutral arbitrators,

(2) provide for more than minimal discovery,

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520

(3) require a written award that permits limited judicial review,

(4) provide for all of the types of relief that would otherwise be available in court, and

(5) require the employer to pay the arbitrator's fees and all costs unique to arbitration.

(Armendariz, supra, 24 Cal.4th at pp. 102-103.) Elimination of or interference with any of these requirements makes an arbitration agreement substantively unconscionable. (Murrey, supra, 87 Cal.App.5th at p. 1248; Armendariz, supra, 24 Cal.4th at pp. 102-103.).)

DISCUSSION

Existence of Agreement

“[T]he case law is clear that digital signatures are easily authenticated with a supplemental declaration, once they are challenged in an opposition. (See, Espejo v. Southern California Permanente Medical Group, 246 Cal.App.4th 1047, 1061 (2016) (reversing trial court's denial of motion to compel arbitration and stating supplemental declaration demonstrating facts of authenticity sufficient to verify electronic signatures once challenged).

Defendant's Director of Recruiting, Kelli Mechling, has augmented her previous declaration to provide the Court with additional details which provide further clarity on access to the employee portals by which Plaintiff allegedly signed onboarding documents. The Agreement was transmitted to Plaintiff's verified personal email address. (Supp. Decl. Brockes, ¶ 13.) Only someone with access to Plaintiff's personal email account could access the documents transmitted to that address, as Defendant were not given access to employee’s passwords. Plaintiff has not rebutted this evidence.

Defendant’s burden in moving to compel arbitration is to show the existence of an agreement, not its validity (Espejo v. Southern California Permanente Medical Group (2016) 246 Cal.App.4th 1047, 1058 [“as a preliminary matter the [trial] court is only required to make a finding of the agreement's existence, not an evidentiary determination of its validity.”].) To meet its burden, the moving party need only attach a copy of the agreement to the petition and incorporate it by reference. (Id. at 1058; Cal. Rules of Court, rule 3.1330.)

Defendant has established the existence of the arbitration agreement. (Mechling Decl., ¶ 21, Ex. E.)

Plaintiff objects on grounds the Mechling and Vythilingum declarations are “new evidence” that

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520 could have been provided earlier, and new evidence cannot be submitted with a reply. Plaintiff also objects on hearsay and other grounds.

The evidence submitted with the Reply rebuts Plaintiff's contention denying that he accessed the SmartRecruiters platform as established by Defendant. Rebuttal evidence is “generally defined as evidence addressed to the evidence produced by the opposite party and does not include mere cumulative evidence of the plaintiff's case in chief.” (Edgar v. Workmen's Compensation Appeals Bd. (1966) 246 Cal.App.2d 660, 665.) Defendant is not asserting "improper new arguments” that merit being stricken. (Suppl. Reply, p. 10:24-26.)

While an individual cannot confirm or deny the authenticity of an electronic signature by viewing a computer printout of the person's printed name followed by the words, Plaintiff does not assert that the e-signature on the other five forms he signed on July 5, 2023 was not his. (Iyere v. Wise Auto Group (2023) 87 Cal.App.5th 747, 757.) Given that it is the same as the one on the Agreement, it is reasonable to infer that, by a preponderance of the evidence, an arbitration agreement exists, particularly in light of the fact that Plaintiff does not offer any evidence in support of the fact that he did not sign the Agreement.

Next, parties are allowed to agree to delegate the second “gateway” decision to the arbitrator, but that delegation must meet “two prerequisites to be effective”: (1) “the language of the clause must be clear and unmistakable“; and (2) “the delegation must not be revocable under state contract defenses such as fraud, duress, or unconscionability.” (Aanderud v. Superior Court (2017) 13 Cal.App.5th 880, 892.) The “clear and unmistakable” language of the first element “reflects a ‘heightened standard of proof’ that reverses the typical presumption in favor of the arbitration of disputes.” (Ibid., quoting Ajamian v.

CantorCO2e, L.P. (2012) 203 Cal.App.4th 771, 787; accord Mohamed v. Uber Technologies, Inc. (9th Cir. 2016) 848 F.3d 1201, 1208 [“whether the court or the arbitrator decides arbitrability is ‘an issue for judicial determination unless the parties clearly and unmistakably provide otherwise.’ ... [T]he federal policy in favor of arbitration does not extend to deciding questions of arbitrability.”].)

Although Defendant appears to raise this in Reply, the Agreement includes a delegation clause, albeit in the middle of the Terms of Arbitration paragraph “[t]he Arbitrator shall have the power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the arbitration agreement.” (Agreement, p. 2.) This language delegates to the arbitrator questions of arbitrability but does not clearly and unmistakably constitute evidence that the parties intended to arbitrate the scope and enforceability of the agreement. (See, e.g., Malone v. Superior Court (2014) 226 Cal.App.4th 1551, 1560 [noting delegation clause that provided “[t]he arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement” was clear and unmistakable].)

In arguing that the entire Arbitration Agreement is unconscionable, Plaintiff

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520 specifically identifies the delegation clause as one such term, because it fails to meet the heightened standard of proof and the issue of gateway contract formation is for the Court.

When a party is claiming that an arbitration agreement is unenforceable, it is important to determine whether the party is making a specific challenge to the enforceability of the delegation clause or is simply arguing that the agreement as a whole is unenforceable. If the party's challenge is directed to the agreement as a whole--even if it applies equally to the delegation clause--the delegation clause is severed out and enforced; thus, the arbitrator, not the court, will determine whether the agreement is enforceable.

In contrast, if the party is making a specific challenge to the delegation clause, the court must determine whether the delegation clause itself may be enforced (and can only delegate the general issue of enforceability to the arbitrator if it first determines the delegation clause is enforceable). (See Malone, supra., 226 Cal.App.4th at pp. 1559-1560; see also Rent-A-Center, West, Inc. v. Jackson (2010) 561 U.S. 63, 70.) Here, Plaintiff argues both.

However, the other primary basis for arguing that the delegation clause is substantively unconscionable is that it presents severe unfair surprise given that it comprises a single sentence "buried" inside the third "dense" paragraph under a general heading and is printed in standard, non-bold, uncapitalized font; in other words, nothing in the Agreement highlights the delegation clause, a fact that lead to the Court’s finding of unconscionability in Lim v. TForce Logistics, LLC (9th Cir. 2021) 8 F.4th 992. First, Lim, a federal case is not binding on this Court. Further, in Lim, the arbitration agreement consisted of 9 single-spaced pages of 10 point font; by contrast, the Arbitration Agreement here is under 2 pages long with average sized paragraphs and regular sized font. The cases are inapposite.

However, as it is not clear that the arbitrator has the sole exclusive authority to determine the enforceability of the Agreement, the Court proceeds to consider Plaintiff’s unconscionability arguments.

Procedural Unconscionability

Plaintiff Brooks Delton (“Plaintiff”)’s employment offer was contingent upon his signing of the Agreement although he was told that he needed to return the signed form prior to his start date. (Singh Decl. ¶¶ 2; 6.) Under these circumstances, there appears to be no real dispute that Defendant had superior bargaining power and that Plaintiff’s formal offer letter containing the Agreement was a contract of adhesion because Plaintiff had no ability to negotiate its terms. (Murrey, supra, 87 Cal.App.5th at p. 1238.) On the other hand, Plaintiff was provided with an option to opt out of the Agreement but appeared not to do so. (Mechting Decl.¶ 12.) Thus, there is procedural unconscionability, particularly since it is unclear whether Plaintiff felt compelled to agree based on believing that his offer would be rescinded if he did not.

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520

Substantive Unconscionability

Scope

Plaintiff claims the Agreement is unconscionable because it is overbroad in scope and time, applying to non-employment claims for an unlimited duration of time. (Cook v. University of Southern California (2024) 102 Cal.App.5th 312, 316.) Defendant argues that it is limited to employment matters only, but even so, the statute of limitations would naturally prohibit that claims be brought after a certain amount of time. The Court finds that although most of the examples provided as covered claims appear employment-related such as “breach of any duty owed to Employee by Company or to Company by Employee,” the term still appears unreasonably broad as it also lists matters that are not necessarily limited to employment, such as “any other tort claims, “claims for violation of any federal, state, or other governmental law, common law, constitution, statute, regulation or ordinance[.]” Thus, the Court finds the language is unconscionable.

Class Action and Representative Action Waiver

Plaintiff argues that the Agreement unconscionably waives his class and PAGA claims. The Court agrees that the provision is not clearly drafted, and the paragraph is cut off, presumably in the original Agreement, too. Thus, it does appear that the waiver is intended as stated by the plain language: “The Parties agree to waive their right to join or consolidate claims with others, or to make claims with others as a plaintiff or class member in any purported class, collective or representative action with the exception of claim related to a sexual assault or sexual harassment dispute filed under federal or state law." Thus, this is unconscionable.

Severance

“Where an ‘arbitration agreement contains more than one unlawful provision,” that factor weighs against severance.” (Penilla v. Westmont Corp. (2016) 3 Cal.App.5th 205, 222, quoting Armendariz v. Foundation Health Psychcare Services, Inc. (2000) 24 Cal.4th 83, 124.)

Severance provides a remedy for the limited unconscionability imposed by the Agreement read in context of other provisions. (Code Civ. Proc. § 1281.2.)

Accordingly, the Class Action Waiver is severed from the Agreement, as are the portions of the Claims Covered paragraph relating to any matter that could be construed as arising outside of the employment context (“any other tort claims” and “claims for violation of any federal, state, or other governmental law, common law, constitution, statute, regulation or ordinance[]") and the Motion can otherwise be GRANTED.

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161250: DELTON vs UNITEK LEARNING, INC., A CALIFORNIA CORPORATION, et al. 08/28/2026 Hearing on Motion to Compel Arbitration filed by UNITEK LEARNING, INC., a California corporation (Defendant) CRS# 068475573145 in Department 520

OBJECTIONS

Plaintiff’s objections to the declarations and exhibit filed with the Reply are overruled. Defendant’s objections are overruled.

CONCLUSION

Defendant’s motion to compel arbitration is GRANTED.

All proceedings in this matter are STAYED pending resolution of the arbitration process.

The Court also hereby SETS a case management conference for August 27, 2027.

NOTICE: This tentative ruling will automatically become the court’s final order on August 28, 2026 unless, by no later than 4:00 P.M. on August 27, 2026, a party to the action notifies BOTH: 1) the court by emailing Dept520@alameda.courts.ca.gov; AND 2) all opposing counsel or selfrepresented parties (by telephone or email) that the party is contesting this tentative ruling.

The subject line (RE:) of the email must state: “Request for CONTESTED HEARING: [the case name], [number].” When a party emails to contest a tentative ruling, the party must identify the specific holding(s) within the ruling they wish to contest via oral argument.

The court does not provide court reporters for hearings in civil departments. A party who wants a record of the proceedings must engage a private court reporter. (Local Rule 3.95.) Any privately retained court reporter must also participate via video conference. Their email must be provided to the court at the time the Notice of Contest is emailed.

ALL CONTESTED LAW AND MOTION HEARINGS ARE CONDUCTED VIA REMOTE VIDEO unless an in person appearance is required by the court. Invitations to participate in the video proceeding will be sent by the court upon receipt of timely notice of contest. A party may give email notice they will appear in court in person for the hearing, however all other counsel/parties and the JUDGE MAY APPEAR REMOTELY.