B. The Trial Court Erred in Denying Kaiser's Petition on Grounds of Fraud "In the Inducement" of the Arbitration Provision. As we have noted, arbitration clauses are generally enforceable under both California and federal statutes, which reflect a strong and, by now, well-established public policy favoring arbitration. (Madden v. Kaiser Foundation Hospitals, supra, 17 Cal.3d 699, 706-707 ; Moses H. Cone Hospital v. Mercury Constr. Corp. (1983) 460 U.S. 1, 24 [74 L.Ed.2d 765, 785, 103 S.Ct. 927].) "[A]rbitration has become an accepted and favored method of resolving disputes [citations] praised by the courts as an expeditious and economical method of relieving overburdened civil calendars [citation]." (Madden v. Kaiser Foundation Hospitals, supra, 17 Cal.3d at pp. 706-707.) Nevertheless, under both California and federal law, arbitration may be refused where grounds exist for "revocation" of the agreement to arbitrate. >? Grounds for Revocation of Arbitration Agreement (@ 1281, 1281.2; 9 U.S.C. @ 2.) Because of the strong policy favoring arbitration, however, any doubts about the existence of those grounds must be resolved against the party objecting to enforcement of the arbitration provision. (Moses H. Cone Hospital v. Mercury Constr. Corp., supra, 460 U.S. at pp. 24-25 [74 L.Ed.2d at pp. 785-786]; Ericksen, Arbuthnot, McCarthy, Kearney & Walsh, Inc. v. 100 Oak Street (1983) 35 Cal.3d 312, 323 [197 Cal.Rptr. 581, 673 P.2d 251].) As some commentators have observed, "revocation" is something of a misnomer under California law because, while offers may be revoked (Civ. Code, @ 1586), contracts are extinguished by "rescission" (Civ. Code, @ 1688 et seq.). (Knight et al., Cal. Practice Guide--Alternative Dispute Resolution (The Rutter Group 1992) @ 4:111, p. 4-25 rev. #1, 1994.) However, construing the two terms as synonymous for purposes of sections 1281 and 1281.2, the grounds for "revocation" of an agreement to arbitrate include a showing that the objecting party's consent to the arbitration agreement was obtained through fraud. (Civ. Code, @ 1689, subd. (b)(1).) Under federal law it is clear that, when raised, a claim of fraud directed to the making of the arbitration agreement is a defense to enforcement of that agreement which must be decided by the court before the matter may be submitted to arbitration. n11 (Moseley v. Electronic Facilities (1963) 374 U.S. 167, 170-171 [10 L.Ed.2d 818, 820-821, 83 S.Ct. 1815]; and see Ericksen, et al v. 100 Oak Street, supra, 35 Cal.3d at p. 323; Lynch v. Cruttenden & Co. (1993) 18 Cal.App.4th 802, 807 [22 Cal.Rptr.2d 636].) However, it is unsettled under California law whether this type of fraud claim is a matter for the court, as opposed to the arbitrator, to decide. >? If the arbitration is Rigged, how can the >? decision be left to the conflicted arbitrators? (See Herman Feil, Inc. v. Design Center of Los Angeles (1988) 204 Cal.App.3d 1406, 1416 [251 Cal.Rptr. 895] [holding of the California Supreme Court in Ericksen case left undecided the issue of arbitrability of claims of fraud directed to the arbitration provision]; idem supra, 204 Cal.App.3d at pp. 1416, 1418-1419 [for purposes of motion to confirm arbitration award, it was not error for trial court to find arbitrable a tenant's dual claim of fraud in the inducement of the arbitration provision of a lease agreement and in the landlord's performance under the lease].) n12 Because the parties agreed to be bound by California law, we must decide whether the Engallas' claim of fraud directed to the arbitration provision was properly considered and decided by the trial court. We readily conclude that it was. - - - - - - - - - - - - - - - - - -Footnotes- - - - - - - - - - - - - - - - - - n11 By contrast, fraud in the inducement of the underlying contract is not a defense to enforcement of an arbitration clause contained therein. (Prima Paint v. Flood & Conklin (1967) 388 U.S. 395, 403-404 [18 L.Ed.2d 1270, 1277-1278, 87S.Ct. 1801].) As the Prima Paint court explained, "Arbitration clauses are 'separable' from the contracts in which they are embedded ... ," and are enforceable despite defenses to the underlying contract. (Ibid.) Thus, claims that the underlying contract was procured by fraud are, themselves, subject to arbitration. (Ericksen, et al v. 100 Oak Street, supra, 35 Cal.3d at p. 323.) In this case, the Engallas have expressly disavowed any claim that the Service Agreement was procured by fraud. n12 In arguing that fraudulent conduct by Kaiser rendered the arbitration provision in the Service Agreement unenforceable, respondents rely on Main v. Merrill Lynch, Pierce, Fenner & Smith, Inc. (1977) 67 Cal.App.3d 19 [136 Cal.Rptr. 378], Strotz v. Dean Witter Reynolds, Inc. (1990) 223 Cal.App.3d 208 [272 Cal.Rptr. 680], and Ford v. Shearson Lehman American Express, Inc. (1986) 180 Cal.App.3d 1011 [225 Cal.Rptr. 895]. These cases are inapposite. They involve allegations of "fraud that permeates the entire contract," including the arbitration provision, a type of fraud which has been held to void the entire agreement. (See Ford v. Shearson Lehman American Express, Inc., supra, 180 Cal.App.3d at p. 1019.) In this case, there are no allegations or evidence of fraud in the making or performance of the Service Agreement. - - - - - - - - - - - - - - - - -End Footnotes- - - - - - - - - - - - - - - - - When read together, sections 1281 and 1281.2, and Civil Code section 1689, subdivision (b)(1), clearly provide for judicial determination of a claim of fraud directed to the making of the arbitration agreement. And section 1290.2 plainly contemplates that this type of fraud claim is to be determined in summary motion proceedings in which declarations and other evidence may be presented. (See Herman Feil, Inc. v. Design Center of L.A., supra, 204 Cal.App.3d at p. 1418; but cf. Rice v. Dean Witter Reynolds, Inc. (1991) 235 Cal.App.3d 1016, 1025 [1 Cal.Rptr.2d 265] [if a jury trial is properly demanded, claim of fraud in the making or execution of the contract must be tried to a jury].) This is the only logical result where, as here, the party objecting to arbitration claims that his or her consent to the arbitration provision was ineffective because it was obtained through fraud. (See Civ. Code, @ 1565 et seq.) If there was no effective consent to the arbitration agreement, the nonconsenting party cannot be compelled to submit the dispute to arbitration. Having decided that the trial court properly considered respondents' claim of fraud--at least insofar as the claim is one of fraud directed to the making of the arbitration agreement--we turn next to the issue whether there was substantial evidence to support the court's finding on that claim. Under Civil Code section 1572, fraud in the making of a contract may be found from "the suggestion, as a fact, of a fact that is not true, by one who does not believe it to be true," or "the positive assertion, as a fact, of that which is not true, by one who has no reasonable ground for believing it to be true though he believes it to be true," or "the suppression of that which is true, by one having knowledge or belief of the fact," or "a promise, made without any intention of performing it." The intent necessary to a finding of fraud is simply the intent to induce one to rely on the representation without having a reasonable ground for believing it to be true. (Continental Airlines, Inc. v. McDonnell Douglas Corp. (1989) 216 Cal.App.3d 388, 405, fn. 4 [264 Cal.Rptr. 779].) Common to all the possible theories of fraud are the elements that the plaintiff must have been unaware of the falsity of, and must have justifiably relied on, the false promise or representation. (See 1 Witkin, Summary of Cal. Law (9th ed. 1987) @ 392-399, pp. 356-360 & @ 403, pp. 363-364; 5 Witkin, Summary of Cal. Law (9th ed. 1988) @ 676, p. 778.) Under these well-established standards and after a careful review of the record, we conclude that, regardless of the precise theory under which respondents make their claim of fraud directed to the arbitration clause, the evidence presented to the trial court was insufficient to warrant "revocation" of their agreement to arbitrate. The Engallas' primary contention is that the arbitration provision contains the false representations--in the form of a suggestion of fact or a promise--that a neutral arbitrator "shall" be appointed within 60 days of service of a claim arising under the Service Agreement and that a hearing "shall" be held "within a reasonable time thereafter." Respondents are undoubtedly correct when they argue that Kaiser has long known that neutral arbitrators are rarely appointed within the 60-day time period provided in the Service Agreement. Indeed, in 1989, Kaiser learned of a statistical analysis performed by an expert on arbitration, Professor Francis O. Spalding, who concluded that in only 1 percent (or a total of 2) of cases studied (197 out of a total of 757 cases filed between 1984 and 1986 for which a neutral arbitrator was appointed by November 30, 1988) was a neutral arbitrator appointed within the time period provided by the arbitration provision and that, on average, it took 677 days (approximately 22.6 months) after claim presentation to appoint a neutral arbitrator. Respondents may also be correct in arguing that Kaiser has long been aware of information indicating that its arbitration process is not--again, on average--as speedy and efficient as originally anticipated, or even as court litigation. For example, in a 1985 speech to the board of directors of the Michigan State Medical Society, a Kaiser physician stated that "despite the timetable included in the arbitration contract, the average time for closure of an arbitration involving Kaiser Permanente is about thirty months." Then, too, in his 1989 study, Professor Spalding concluded that it took an average of 863 days (approximately 28.8 months) to reach a final resolution of a claim filed in the Kaiser arbitration system. Although the analogy is far from perfect, Kaiser's track record in arbitration compares unfavorably to the roughly 15 to 19 months it took to litigate an average case from the filing of the at-issue memorandum through trial in Alameda County Superior Court during the 1980's. (See Judicial Council of Cal., Ann. Rep. (1990) p. 80.) >? Kaiser arbitration averages 28.8 months, vs. 14 in court Nevertheless, the statements in the Kaiser arbitration provision about the time for selection of a neutral arbitrator and the scheduling of a hearing cannot reasonably be read as representations of fact or unilateral promises by Kaiser. At most, they describe the rules or method for selection of the arbitrators. Moreover, it is unreasonable for respondents to claim reliance on an absolute 60-day time limit for selection of the neutral arbitrator as a representation of fact or a promise by Kaiser because appointment of the neutral arbitrator requires the cooperation and mutual agreement of the parties. It is true that in an overwhelming majority of cases, the 60-day time limit is not honored. However, there is no way of knowing from this record what percentage of cases exceed the 60-day time limit because of foot-dragging by Kaiser or their counsel, by claimants or their counsel, or because of mutual consent of the parties to continue negotiations for a neutral arbitrator beyond the contractual time limit. >? Why not as an enforcable contractual condition? Of course, respondents are correct that appointment of the neutral arbitrator is key to obtaining an efficient and speedy adjudication in the Kaiser arbitration process. Absent a stipulation, discovery cannot proceed until a neutral arbitrator is in place to direct and resolve disputes in that process, and a hearing cannot be held until the parties have completed approved discovery. Respondents were not without recourse, however, when they found themselves beyond the 60-day time limit for appointment of the neutral arbitrator. As Kaiser itself concedes, claimants who want an early arbitration date, but are unable to secure Kaiser's consent to a neutral arbitrator within the 60-day time period, can go to court on the 61st day following service of the claim to obtain an order appointing a neutral. (@ 1281.6.) n13 >? P CAN get court order on 61st day to appoint Neutral Arb. Kaiser also acknowledges that, upon request, the claimant can obtain a court order setting a deadline for the issuance of an arbitral award. (@ 1283.8.) >? P CAN get court order setting deadline for award. - - - - - - - - - - - - - - - - - -Footnotes- - - - - - - - - - - - - - - - - - n13 Respondents contend, however, that they did not resort to court on the 61st day because Mr. McComas "concealed" his true intent of delaying both the selection of a neutral arbitrator and the arbitration itself so that any award would be entered after Mr. Engalla had died. Although the trial court apparently accepted this excuse, we are unable to discern any legal or factual basis for such a conclusion. As even Kaiser recognizes, respondents were entitled to bring a petition in superior court in early August 1991 to compel appointment of a neutral arbitrator and, therein, to prove to the trial court what they are belatedly trying to prove to this court: That the 60-day selection process provided by the parties' contract had "failed." (@ 1281.6; see also American Home Assurance Co. v. Benowitz (1991) 234 Cal.App.3d 192, 201 [285 Cal.Rptr. 626].) - - - - - - - - - - - - - - - - -End Footnotes- - - - - - - - - - - - - - - - - Respondents further contend that Kaiser has falsely represented that an arbitration "can be concluded in several months' time," that its arbitration program "can be fast, only a few months to final decision if parties are cooperative," and that arbitration "will reduce the time required to reach a settlement" and will "expedite a resolution" of claims asserted by subscribers. Respondents also complain of misrepresentations by Kaiser about the relative costs of arbitration and court litigation, including statements that "both sides" will enjoy cost savings, that the arbitration program will "reduce administrative expenses," and that use of arbitration "does not increase costs to the members." The Engallas consider these representations about speed, efficiency, and cost to be, at best, hollow promises and, at worst, outright lies designed to mislead or placate subscribers who might have qualms about Kaiser's arbitration program. What they have utterly failed to show, however, is that either Mr. Engalla or his employer actually read or relied on any of these statements, which were made in speeches by Kaiser officials and in literature sent to subscribers in the 1970's and early 1980's. Indeed, Mr. Roy, the benefits manager for Mr. Engalla's employer, testified that he did not recall any specific representations about the Kaiser arbitration program other than those contained in the Service Agreement, summaries thereof and amendments thereto. And there is no evidence one way or the other as to what Mr. Engalla may have read or relied on. Obviously, "A party cannot be defrauded by misrepresentations which never reached him ...." (Slakey Brothers Sacramento, Inc. v. Parker (1968) 265 Cal.App.2d 204, 207 [71 Cal.Rptr. 269].) n14 - - - - - - - - - - - - - - - - - -Footnotes- - - - - - - - - - - - - - - - - - n14 Respondents rely on Committee on Children's Television, Inc. v. General Foods Corp. (1983) 35 Cal.3d 197, 219 [197 Cal.Rptr. 783, 673 P.2d 660], to argue that it is sufficient to show that Mr. Engalla and his employer were the targets of a "long-term advertising campaign" by Kaiser, and that they are not required to prove reliance on any of the "specific advertisements" in order to establish their claim of fraud. We disagree. Unlike the children to whom a cereal company's broad advertising campaign was directed, Mr. Roy was a sophisticated executive of a large manufacturer. We presume that Mr. Engalla, who was highly educated, was a sophisticated businessman as well. Moreover, Committee on Children's Television, Inc. v. General Foods Corp., supra, was an appeal from an order sustaining a demurrer to a complaint for advertising fraud in a class action, in which the court held that allegations about thousands of misrepresentations on various media over a span of four years were sufficient to satisfy the specificity requirement for pleading common law fraud claims on behalf of a group of individual children, notwithstanding the fact that there was insufficient information to show that any child (or parent) acted in reliance on any particular misrepresentation. (35 Cal.3d at pp. 217-219.) In this case, there is no evidence that Mr. Engalla or his employer relied on either a single misrepresentation or a "campaign of advertising" in deciding to accept Kaiser's offer of health care coverage under an agreement containing an arbitration provision. - - - - - - - - - - - - - - - - -End Footnotes- - - - - - - - - - - - - - - - - In any event, it is not at all clear that any of the claimed representations or promises was materially false, at least as events played out in this case. A key element of the Engallas' "fraud" theory has to be that they agreed to submit and submitted their medical malpractice claims to arbitration in the good faith belief that it would be faster than the civil courts in resolving those claims, thus maximizing their chances of an adjudication while Mr. Engalla was still alive. While it is apparent from the record that the Engallas' counsel, Mr. Rand, worked very diligently to move the case forward, it is also obvious that his expectations of both arbitration and court procedures were unrealistically optimistic for the instant medical malpractice case. Mr. Rand demanded arbitration on May 31, 1991. Under the terms of the arbitration agreement, Kaiser had a full 60 days--i.e., until July 30--to complete the process of selecting arbitrators. Then, counting Mr. Engalla, there were six claimants to be deposed. By mid-July, Mr. Rand had determined that there were also six physicians and two nurses to be deposed. He noticed these eight depositions for August 26 and 27, asserting that he would thereafter be ready for an arbitration hearing in September. On October 18, however, Mr. Rand noticed depositions for three additional witnesses. As to these percipient witnesses, Mr. Rand acknowledged that it would take at least an additional month after all of these witnesses had been deposed to transcribe the depositions, have the experts review the transcripts, and depose the experts. At the very earliest, that meant conducting an arbitration in late November, a month after Mr. Engalla was expected to and actually died, but, nevertheless, an arbitration that would have been "concluded in several months time." Viewed from a slightly different perspective, the Engallas' claim of fraud in the application is that a trial could have been completed in superior court before Mr. Engalla died if only they had not been deceived into submitting to the arbitration process. This claim is highly speculative, at best. Even assuming the fastest "fast track" treatment in superior court, without any pretrial motions and with the application of the trial-setting preference contained in section 36, subdivision (d), it is extremely unlikely that the parties would have completed the pleading, discovery and trial phases of a civil action in the five-month period from May 31 (when the claims were first presented) to October 24 (when Mr. Engalla died). Indeed, the trial court expressed deep skepticism that a trial could have been had in Alameda County Superior Court on such an expedited timetable. Respondents further contend that, with respect to the "design and administration" of its arbitration program, Kaiser is a fiduciary for its subscribers with duties fully to disclose information about the nature and implications of that program. (See Ford v. Shearson Lehman American Express, Inc., supra, 180 Cal.App.3d at p. 1020 [" 'It is the settled law of this state, and elsewhere, that " '[w]here there exists a relationship of trust and confidence it is the duty of one in whom the confidence is reposed to make full disclosure of all material facts within his knowledge relating to the transaction in question and any concealment of material facts is a fraud.' " '"].) Thus, in addition to their claims that Kaiser has made false and/or misleading statements about the speed, efficiency and cost of its arbitration program, the Engallas maintain that Kaiser has committed fraud simply by failing to inform subscribers that: >? The arbitration is corrupt >? but the fiduciary has no obligation to tell (1) Kaiser attorneys (both in-house and retained) administer the arbitration program without any independent oversight or review by outsiders, and with an adversarial mindset designed to protect and promote Kaiser's own business interests; (2) The function of selecting a neutral arbitrator is not actually entrusted to the party arbitrators but, rather, is controlled by the parties; and (3) Kaiser has developed systematic advantages for itself in its arbitration program (e.g., in the selection of arbitrators, by maintaining a large database of information about the rulings of Kaiser arbitrators that is not available to claimants). Kaiser does not seriously dispute the factual underpinnings of these three claims, except to say that claimants' attorneys have access--through informal networking with other plaintiff's attorneys and specialty bar organizations--to a similar store of information about individuals who have served as party or neutral arbitrators in Kaiser arbitrations. Indeed, Kaiser concedes that it has no right to adopt an arbitration clause that is unfair to claimants. (See Health & Saf. Code, @ 1367, subd. (h) [contracts made in connection with a health care service plan must be "fair, reasonable, and consistent with the objectives" of licensing statutes].) Rather, Kaiser argues that it should not be held to the standard of a fiduciary when negotiating and administering the arbitration provision contained in its Service Agreements. We agree. >? Kaiser shouldn't be held to fiduciary standards To the extent it is an insurer, Kaiser has a "special relationship" with its insureds (see Foley v. Interactive Data Corp. (1988) 47 Cal.3d 654, 690 [254 Cal.Rptr. 211, 765 P.2d 373]), with heightened duties of good faith and fair dealing in the handling of claims for benefits under the contract of insurance. (Davis v. Blue Cross of Northern California (1979) 25 Cal.3d 418, 425 [158 Cal.Rptr. 828, 600 P.2d 1060].) Similarly, under the Employee Retirement Income Security Act (29 U.S.C. @ 1133), and the preamble to the Oliver Tire service agreement, Health Plan is a fiduciary for purposes of prelitigation administration of claims for benefits under the Service Agreement. n15 - - - - - - - - - - - - - - - - - -Footnotes- - - - - - - - - - - - - - - - - - n15 Because there is no issue in this appeal about a failure by Kaiser to provide Mr. Engalla or his family with adequate information about his medical condition or treatment, we express no opinion about Kaiser's status as a fiduciary with respect to the provision of health care services to its subscribers. - - - - - - - - - - - - - - - - -End Footnotes- - - - - - - - - - - - - - - - - However, when it "negotiates" and enters into an arbitration agreement, Kaiser's relationship with its subscribers is essentially a standard commercial one, with the parties bargaining at arm's length. >? Then they shouldn't be the Administrators!! Both Kaiser and prospective subscribers are free to act in its or their own business interest and to consult with counsel. >? But there was never any opportunity for "negotiation" >? The contract was Adhesionary >? The terms of arbitration were not revealed >? The terms of arbitration were not agreed to >? The result was 'surprise' A prospective subscriber can choose to decline coverage by Kaiser, and select a different health care service plan provided by a competitor who is willing to give more information or more favorable terms. In such an arm's length transaction, the parties normally owe no duty to explain the terms of their contract to one another. (Cohen v. Wedbush, Noble, Cooke, Inc. (9th Cir.1988) 841 F.2d 282, 286-287.) Thus, a showing that Kaiser failed to provide a detailed explanation of its arbitration program to prospective subscribers is not sufficient to avoid the agreement to arbitrate. >? Outrageous Overreaching! >? Clause is Unconscionable. >? Because of Kaiser's control of the process, it secretly transferred its risks to P. Once a claim has been presented for arbitration, the relationship between Kaiser and its subscriber-turned-claimant becomes one of adversaries represented by counsel, with express and implied duties under both the Service Agreement and applicable law. In neither situation is a subscriber justified in claiming that he or she reposed "trust and confidence" in Kaiser, or that Kaiser has obtained control over his or her affairs, such that a fiduciary relationship was created. >? Still fiduciary as Administrator of arbitration >? If truly adversarial, there is a conflict of interest to have adversary also be administrator. (Cf. Main v. Merrill Lynch, Pierce, Fenner & Smith, Inc., supra, 67 Cal.App.3d 19, 31-33 ["fiduciary" relationship between stockbroker and an elderly, unsophisticated investor].) Accordingly, we decline respondents' invitation to expand Kaiser's duties to disclose the details of its arbitration program beyond those imposed by statute (see, e.g., Health & Saf. Code,@1363(a)(10);@1295(f)), and by case law (see, e.g.,Davis v. Blue Cross of Northern California, supra, 25 Cal.3d at pp. 426-431 [when denying claim for benefits under hospital policy, Blue Cross had a duty to apprise patients of the existence of