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Argued January 4, 2005; decided February 10, 2005
Credit Suisse First Boston Corp. v Pitofsky, 2 AD3d 6, affirmed.
{**4 NY3d at 151} OPINION OF THE COURT
Rosenblatt, J.
This appeal calls upon us to address two questions. First, can an {**4 NY3d at 152}arbitration clause of a privately negotiated employment agreement between a broker-dealer and its registered [*2]representative employees supersede the arbitration provisions of an earlier agreement between the employees and the New York Stock Exchange? Second, under the employment agreement at issue, did the parties supersede the preexisting agreement as it applies to this dispute? We answer the first question yes and the second no.
I.
Credit Suisse First Boston (CSFB), a member of the New York Stock Exchange (NYSE) and other exchanges, hired William Pitofsky in 1985 and Edward Santoro in 1997. During 2000 and 2001, CSFB employed them as real estate salespersons to help liquidate multi-billion dollar real estate portfolios. When they started work, both Pitofsky and Santoro executed Uniform Application for Securities Industry Registration or Transfer forms U-4 (Form U-4) transferring their securities industry registrations to CSFB. They filed these forms with several self-regulatory organizations (SROs), including the NYSE and the National Association of Securities Dealers. A Form U-4 contains a standard arbitration clause requiring registered representatives "to arbitrate any dispute, claim or controversy that may arise between [them] and [their] firm . . . that is required to be arbitrated under the rules, constitutions, or by-laws of the [relevant SRO]."
In January 1998, CSFB adopted an Employment Dispute Resolution Program (EDRP) and announced it in the employee handbook. Pitofsky's and Santoro's 2000 and 2001 employment agreements with CSFB incorporated the EDRP's provisions by specific reference.
By its terms, the EDRP applies to employment-related claims that employees might have against CSFB and provides that it is the only means by which employees may seek to resolve such claims. The EDRP sets forth a three-stage grievance process. The first stage involves an internal grievance procedure, which is initiated when employees alert their immediate supervisors of a dispute. The second entails external mediation by a single mediator supplied by JAMS/Endispute, a provider of dispute resolution services. If CSFB and the employee fail to resolve their dispute in the first two stages, the EDRP's third stage calls for binding arbitration before JAMS/Endispute, the American Arbitration Association or the Center for Public Resources Institute {**4 NY3d at 153}for Dispute Resolution. Under the EDRP, the first party to seek arbitration may determine which of the three to employ.
Although the EDRP generally applies to all employment-related disputes, it features a carve

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