ARBITRATION AGREEMENT
THIS ARBITRATION AGREEMENT (this "Agreement") is made this ________ (the "Effective Date") BETWEEN:
________, a ________ of the following address:
________ ("the First Party");
AND
________, a ________ of the following address:
________ ("the Second Party").
The First Party and the Second Party may individually be referred to as a "Party" (which expression shall, where the context so admits, include its successors-in-title and permitted assigns) and collectively as the "Parties".
RECITALS
A. The Parties have entered into, or intend to enter into, the legal relationship described in this Agreement and desire to resolve any dispute, controversy, or claim arising out of or in connection with that relationship by arbitration.
B. The Parties intend that this Agreement shall constitute a valid and binding arbitration agreement within the meaning of, and enforceable under, the Arbitration and Mediation Act, 2023 (the "Act").
C. By this Agreement, the Parties agree to refer their disputes to arbitration, without prejudice to the powers of a court to grant interim measures of protection in accordance with the Act.
NOW THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
§1. THE LEGAL RELATIONSHIP
1.1 The legal relationship to which this Agreement relates is described as follows:
________
1.2 The said legal relationship arises by virtue of the following contract: ________, entered into and executed on ________ (the "Principal Contract").
1.3 This Agreement is independent of and severable from the Principal Contract, and a determination that the Principal Contract is null, void, voidable, or otherwise unenforceable shall not, of itself, render this arbitration agreement invalid, in accordance with the doctrine of separability under the Act.
§2. AGREEMENT TO ARBITRATE
2.1 The Parties shall use their best endeavours to negotiate and settle amicably any dispute, controversy, difference, or claim arising out of or in connection with the Principal Contract or this Agreement, including any question regarding its existence, validity, breach, or termination.
2.2 Any such dispute which is not amicably resolved within ________ of written notice of the dispute by one Party to the other shall be finally referred to and resolved by arbitration in accordance with this Agreement and the Act.
2.3 The Parties hereby agree to submit such disputes to arbitration and to be bound by the resulting award, without prejudice to either Party's right to apply to a court for interim or conservatory measures pursuant to the Act.
§3. APPOINTMENT AND CHALLENGE OF ARBITRATORS
3.1 The arbitral tribunal shall consist of ________ arbitrator(s), who shall be appointed in the following manner:
________
3.2 Where the Parties fail to agree on the appointment of an arbitrator, or any appointing mechanism herein fails, the appointment shall be made by the appointing authority designated as follows: ________, in accordance with the provisions of the Act.
3.3 An arbitrator may be challenged only if circumstances exist that give rise to justifiable doubts as to the arbitrator's impartiality or independence, or if the arbitrator does not possess the qualifications agreed by the Parties.
3.4 A Party wishing to challenge an arbitrator shall do so in the following manner, and otherwise in accordance with the Act:
________
§4. SEAT, VENUE, LANGUAGE AND PROCEDURE
4.1 The seat (legal place) of the arbitration shall be ________.
4.2 The hearings and proceedings shall be held at: ________, and shall be conducted in the ________ language.
4.3 The arbitration shall be conducted in accordance with the following arbitration rules, save where inconsistent with the mandatory provisions of the Act:
________
4.4 The substantive law governing the dispute shall be the law of ________.
4.5 The arbitral tribunal shall give the Parties adequate advance notice of the date, time, and place of any hearing, and shall treat the Parties with equality, affording each Party a reasonable opportunity to present its case.
4.6 Each Party shall bear its own costs and expenses in relation to the arbitration proceedings, save where the tribunal orders otherwise in its award as to costs.
§5. THE ARBITRAL AWARD
5.1 The award of the arbitral tribunal shall be final and binding on the Parties.
5.2 The award shall be made in writing, shall be dated, shall state the seat of arbitration, shall be signed by the arbitrator(s), and shall state the reasons upon which it is based, unless the Parties have agreed that no reasons are to be given or the award is on agreed terms.
5.3 The Parties undertake to carry out and comply with the award without delay, and the award may be recognised and enforced by any court of competent jurisdiction in accordance with the Act.
5.4 The Parties waive any right of appeal or recourse against the award to any court, save to the extent that such recourse cannot be validly excluded under the Act.
§6. INTERIM AND EMERGENCY MEASURES
6.1 Either Party may, before the constitution of the tribunal or during the proceedings, apply to a court of competent jurisdiction for interim measures of protection, and such application shall not be deemed incompatible with, or a waiver of, this Agreement.
6.2 The arbitral tribunal shall have power to grant interim measures and emergency relief as provided under the Act.
§7. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, and the arbitration shall be conducted in conformity with the Arbitration and Mediation Act, 2023 and any other applicable law.
§8. CONFIDENTIALITY
The Parties agree that the arbitral proceedings, including all submissions, pleadings, evidence, and the award rendered, shall be kept strictly confidential and shall not be disclosed to any third party, except as may be required by law, by a competent court or regulatory authority, or for the purpose of recognising, enforcing, or challenging the award.
§9. SEVERABILITY
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§10. NOTICES
Any notice or communication under this Agreement shall be in writing and delivered to the relevant Party at its address stated above, or such other address as a Party may notify in writing, and shall be deemed duly served upon actual receipt.
§11. ENTIRE AGREEMENT
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IN WITNESS WHEREOF the Parties have executed this Agreement on the day and year first above written.
SIGNED by the within-named First Party, ________
___________________________
in the presence of:
Name: ________
Address: ________
Occupation: ________
Signature: ___________________________
SIGNED by the within-named Second Party, ________
___________________________
in the presence of:
Name: ________
Address: ________
Occupation: ________
Signature: ___________________________