Purvis Systems, Inc. v. American Systems Corporation

Summary

The Rhode Island Supreme Court held that an arbitrator could interpret a subcontract provision requiring the losing party to pay all arbitration expenses as authorizing an award of attorney's fees. The court further held that the arbitrator had authority to modify and supplement the initial award because the attorney's-fee issue had not been adjudicated, and that the Superior Court exceeded the limited scope of judicial review by vacating the awards. The judgment was reversed and the modified and supplemental arbitration awards were reinstated.

Holdings

1. The arbitrator had authority to decide whether the subcontract's provision requiring the losing party to pay all expenses of arbitration included attorney's fees.
2. The functus officio doctrine did not bar the arbitrator from modifying the initial award and issuing a supplemental award because the initial award failed to adjudicate an issue properly submitted and left doubt about whether the submission had been fully executed.
3. The Superior Court improperly substituted its de novo interpretation of the subcontract for the arbitrator's interpretation; a mere mistake of law or contract interpretation does not justify vacating an arbitration award.
4. Conflicting post-award affidavits and the arbitrator's failure to make explicit factual findings did not provide a sufficient basis to vacate the awards.

Questions Presented

1. Whether the issue of attorney's fees was within the scope of the arbitration submission and the arbitrator's authority.
2. Whether the common-law functus officio doctrine barred the arbitrator from modifying the initial award and issuing a supplemental award.
3. Whether the Superior Court properly vacated the modified and supplemental awards for manifest disregard of law, improper contract interpretation, unresolved factual disputes, or failure to make explicit findings.

Disposition

reversed