The parties agree that: (a) the arbitration will be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association («Rules»); (b) the Regulations shall be deemed to be incorporated by reference into this Agreement; and (c) the arbitration will be conducted on a confidential basis and, regardless of what is related, disclosed by the parties to any person or entity without the express written consent of the other party, including the arbitrator`s findings and conclusions and arbitral awards. A breach of the duty of confidentiality prior to the arbitrator`s findings entitles the aggrieved party to terminate this Agreement. The arbitration agreement is a separate contract. Therefore, the law governing the arbitration agreement (which determines the validity and scope of the arbitration agreement) may differ from the applicable law of the substantive contract. This Agreement sets forth the entire agreement and understanding between the parties with respect to the subject matter of this Agreement, and there are no other terms, representations, representations or obligations between them, whether oral or written. Article 7, Chapter II, of Article 7 of the International Arbitration Act requires that an agreement between the parties arbitrate any specific or specific dispute that has arisen or may arise between them in connection with a defined contractual or non-legal relationship. In disputes with more than one party where it is not possible for each party to select an arbitrator, the parties should agree on an appointment procedure. For example, the parties may agree that appointments are made by an appointing authority. Any interim measure requested in the arbitration will be reviewed by the courts of the place of arbitration, so it is appropriate to know the practice in force in the jurisdiction of the chosen arbitral tribunal. «Any dispute arising out of or relating to this Agreement, including any matter relating to its existence, validity or termination, shall be dealt with and finally resolved by arbitration in accordance with the LCIA Rules, the rules of which shall be deemed incorporated by reference into this clause. In most arbitrations, the arbitral tribunal consists of one or three arbitrators. If the parties have agreed to institutional arbitration, the Institute`s rules generally include standard provisions governing the number of arbitrators in the event that the parties have not covered them in the contract and cannot agree on it. Article 28 of Chapter IV of Schedule 1 to the International Arbitration Act provides that in the absence of agreement between the parties, the arbitral tribunal shall apply the law determined by the conflict-of-laws rules it considers applicable.
Use Contractbook`s data processing agreement as a template for entering into agreements on data processing and compliance with the GDPR or U.S. data protection laws. In the case of international contracts, performance may take place in one jurisdiction while the parties are in another jurisdiction; The applicable law of the contract may be that of one court, while the seat of arbitration may be another jurisdiction. The absence of a law expressly applicable to the arbitration agreement may result in lengthy litigation. Arbitration (the resolution of disputes outside the courts) has the advantage of being private and faster than if it had to resolve issues in court. The peculiarities of arbitration are that arbitral awards are binding and enforceable in court, which ensures that the protection offered by a court is always present, even in arbitration. An arbitration agreement can be formed before a dispute arises or even after it has occurred. The seat of the arbitration shall determine the procedural law of the arbitration. Its importance cannot be overstated: it determines, inter alia, the existence of remedies and provisional rights in the context of the enforcement of the arbitral award. The seat of the arbitration may differ from the place of arbitration (where the arbitration takes place physically) and the applicable law of the arbitration agreement.
Although the seat and place of arbitration are often in the same country, this is not always the case and is not a mandatory requirement. This means that hearings take place at the place of arbitration, while the seat determines the procedural law of the arbitration and the courts that oversee the arbitration and the award (for the purposes of enforcement of the award). Arbitration is not public, when sensitive issues are the subject of a dispute, arbitration offers a preferred alternative to litigation. Of all the components of an arbitration clause, the seat is the only aspect that always causes the most confusion. Simply put, the seat of arbitration is the «place» of arbitration. This is important because it states: in particular, arbitration clauses only serve to limit the jurisdiction of the courts and do not displace them completely. The development of arbitration in Kenya has seen some interesting emerging issues, particularly constitutional issues arising from business relationships. We see this, for example, in Bia Tosha Distributors Limited v.
Kenya Breweries Limited and 3 other eKLR , where the court concluded that the amount paid by the applicant for the acquisition of «goodwill» through certain distribution channels or areas of the defendants` products can be defined as «property» belonging to the applicant and protected as such under Article 40 of the Constitution. An arbitration agreement may take the form of an arbitration clause in a contract or in the form of a separate agreement. CONSIDERING that the parties have mutually agreed to refer the dispute to arbitration for resolution and have now entered into this arbitration agreement («Agreement») to determine the terms of the arbitration. In the event of a dispute, this may affect the location, registered office and language of the arbitration. In ad hoc arbitration, it is for the parties to agree on the applicable procedural rules. In such cases, the parties may agree to adopt their own rules or to adopt internationally recognized rules such as the UNCITRAL Rules. Arbitration agreements are often treated as «universal» precedents contained in trade agreements without much thought. This approach can be counterproductive and lead to more time, cost and complexity in resolving disputes. A well-drafted arbitration agreement, taking into account the matters referred to in this Article, may be used to mitigate those risks.
One of the most important decisions when drafting an arbitration agreement is to adopt the rules of an established arbitration institution such as the ICC or LCIA to govern arbitration. The main advantage is that the institution plays a key role in managing the dispute for consideration and that its rules provide for a well-established and predictable procedure. Create, use, and save Contractbook`s International Commercial Merchandise Sales template to enter into a merchandise sales agreement. Multi-level clauses provide gateways for attempts at a negotiated solution, so that disputes can be gradually escalated from negotiations to mediation or from conciliation to arbitration. Ad hoc arbitration refers to arbitration that is not administered by an institution and requires the parties to make their own arrangements for the selection of the arbitral tribunal. If the parties wish to submit their disputes to ad hoc (unmanaged) arbitration, they should consider either establishing a tailor-made procedure or adopting existing ad hoc rules of procedure (such as UNCITRAL rules) or adopting the rules of an institution, but clarify that provisions in which the institution plays an administrative role and receives fees for such do not apply. If this is not agreed between the parties before the closing of the transaction, these options must be agreed between the parties. Parties should also consider using an institution as an appointing authority.