Riley

Facts and Procedural History

In November 2010 respondent was hired by Morgan Stanley as a financial adviser in its Santa Barbara office, which was managed by appellant Emma Bridges. When she was hired, she signed a "Form U4" which contained an arbitration agreement. Respondent agreed to arbitrate any dispute between her and Morgan Stanley that is required to be arbitrated under the rules of the Financial Industry Regulatory Authority (FINRA). During her employment, Morgan Stanley made three unsecured, low-interest loans to respondent in the amounts of $267,700, $47,400, and $128,794. Respondent signed three promissory notes. Each note contains a provision requiring the arbitration of "[a]ny controversy or claim arising out of or relating to this Note." The arbitration must be in accordance with the rules of FINRA. Each note also contains an acceleration clause stating that all amounts outstanding will become "immediately due and payable" if respondent "voluntarily terminates [her] employment with [Morgan Stanley] or is terminated by [Morgan Stanley] for any reason or no reason." In July 2013 respondent left Morgan Stanley and went to work for a competitor, Merrill Lynch. In…