## Facts

- Dante Pastorini, an NFL quarterback, had a series of one-year player contracts (covering 1978–1983) that included a salary guarantee requiring payment even if the club later deemed his skill or performance unsatisfactory.
- The Oakland/Los Angeles Raiders assumed the contracts after Pastorini was traded to them.
- The Raiders waived and released Pastorini for unsatisfactory performance and refused to pay the remaining guaranteed salary, asserting a right to offset any amounts Pastorini earned with other clubs.
- After release, Pastorini played for other NFL teams and earned additional compensation.
- Pastorini and the NFL Players Association filed a non-injury grievance under the collective bargaining agreement (CBA).
- An arbitrator ruled the Raiders owed the guaranteed salary and could not offset later earnings absent an express offset term in the contracts; the arbitrator also rejected reliance on an alleged league “custom and policy” not incorporated into the CBA.
- The trial court confirmed the arbitration award; the Raiders and the NFL Management Council appealed.

## Issues

1. Whether the arbitrator exceeded his powers under Cal. Civ. Proc. Code § 1286.2(d) by failing to apply mitigation of damages and permitting no offset.
2. Whether enforcing the award violated public policy by allowing recovery without reduction for subsequent earnings.
3. Whether the award should be vacated or modified due to an asserted miscalculation of the amount owed.

## Decision

- The Court of Appeal affirmed the judgment confirming the arbitration award.
- The arbitrator did not exceed his powers; he was interpreting and applying the CBA and the player contracts, including the guarantee clause and the absence of an offset provision.
- The award did not violate public policy; general mitigation principles did not constitute an explicit, dominant public policy that barred enforcement of the bargained-for guarantee as interpreted by the arbitrator.
- Alleged computational errors did not justify judicial reexamination of the arbitrator’s determination in this posture.

## Legal Principles

- Judicial review of labor arbitration awards is highly limited; courts do not vacate an award for legal or factual error if the arbitrator was arguably construing or applying the agreement within the submitted issues.
- Under Cal. Civ. Proc. Code § 1286.2(d), an arbitrator “exceeds his powers” only when acting beyond the scope of the arbitration agreement or violating an explicit limitation, not merely by adopting a disputable legal rule.
- The public-policy basis for refusing enforcement is narrow and requires a clear, explicit, well-defined, and dominant policy; generalized contract doctrines (such as mitigation) typically do not suffice.
- Where a collectively bargained contract provides a guaranteed salary and lacks an express offset term, an arbitrator may interpret the guarantee to require full payment without deduction for later earnings.
- Unwritten “custom” or “policy” cannot override express contract language unless incorporated into the governing CBA or the contracts.

## Conclusion

The court upheld confirmation of a labor-arbitration award requiring an NFL club to pay a player’s guaranteed salary without offset, holding that the arbitrator acted within his contractual authority and that neither public policy nor alleged legal or computational error justified vacating the award.


Nat’l Football League Players Ass’n v. Nat’l Football League Mgmt. Council, 233 Cal. Rptr. 147 (Cal. Ct. App. 1986)