ARBITRATION AGREEMENT

This ARBITRATION AGREEMENT (hereinafter referred to as “the Agreement”) is made on [INSERT THE DATE ON WHICH AGREEMENT COMES INTO FORCE] hereinafter referred as the “Effective Date”) between:

[INSERT THE NAME OF PARTY A], having registered office at [INSERT THE ADDRESS OF PARTY A] (hereinafter referred as the “Party A”). which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns);

And

[INSERT THE NAME OF PARTY B], having registered office at [INSERT THE ADDRESS OF PARTY B] (hereinafter referred as the “Party B”). which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns);

The “Party A” and the “Party B” shall be collectively referred to as “Parties” and individually as “Party”.

WHEREAS

1. The Parties have entered into [INSERT THE NAME OF AGREEMENT] (the "Agreement") dated [INSERT THE DATE ON WHICH AGREEMENT COMES INTO FORCE], annexed hereinafter as Annexure A of this Agreement;
2. The Parties anticipate that disputes or disagreements may arise from time to time in connection with the performance, interpretation, or breach of the Agreement;
3. The Parties desire to provide for a prompt and efficient resolution of such disputes without resorting to lengthy and costly litigation;
4. The Parties believe that arbitration is a fair and mutually acceptable method of resolving disputes, providing a neutral forum for the resolution of controversies;
5. The parties wish to enter into a contract in writing.

NOW, THEREFORE IN CONSIDERATION OF THE MUTUAL PREMISES, THE PARTIES HERETO AGREE AS FOLLOWS:

1. RELATIONSHIP BETWEEN PARTIES
   1. The Parties acknowledge and agree that their relationship is governed by the terms of this Agreement and any underlying contractual arrangements, if applicable. Nothing contained herein shall be construed to create any partnership, joint venture, agency, fiduciary duty, or employment relationship between the Parties, unless expressly stated in a separate written agreement. Each Party shall remain an independent entity, responsible for its own obligations, liabilities, and compliance with applicable laws and regulations.
2. BASIS OF ARBITRATION
   1. The Parties expressly agree that arbitration under this Agreement is based on their mutual intent to resolve disputes in a fair, efficient, and cost-effective manner. The Agreement to arbitrate is supported by adequate consideration, including but not limited to the Parties’ mutual promises to resolve disputes exclusively through arbitration and to waive their rights to litigation in a court of law, except as otherwise provided herein.
3. MUTUALLY AGREED FACTS
   1. The Parties agree that the following facts are established and shall be binding in any arbitration proceeding:
      1. The Parties have entered into a valid and enforceable agreement governing their relationship.
      2. The Parties mutually intend for arbitration to be the exclusive forum for dispute resolution, except as explicitly stated otherwise in this Agreement.
      3. Any dispute arising under this Agreement relates to the subject matter expressly covered herein and is subject to the arbitration provisions outlined above.
   2. [INSERT ANY ADDITIONAL FACTS]
4. ADDITIONAL FACTS OF THE FIRST PARTY
   1. The First Party adds the following additional claims and remarks to the Agreed Facts and which additional claims are disputed by the Second Party; [INSERT THE ADDITIONAL FACTS]
5. ADDITIONAL FACTS OF THE SECOND PARTY
   1. The Second Party adds the following additional claims and remarks to the Agreed Facts and which additional claims are disputed by the First Party; [INSERT THE ADDITIONAL FACTS]
6. ARBITRATION PROCESS
   1. Any dispute, controversy, or claim arising out of or relating to the subject matter of any agreement, contract, or transaction between the Parties, or the breach, termination, enforcement, interpretation, or validity thereof, shall be resolved through arbitration in accordance with the rules and procedures of [INSERT THE ARBITRATION PROCEDURE] or any other mutually agreed-upon arbitration service. The Parties agree to submit to the exclusive jurisdiction of the chosen arbitration service and waive any rights to pursue resolution through litigation.
7. APPOINTMENT OF ARBITRATOR
   1. It is determined by the parties that disputes shall be settled by [INSERT THE NUMBER OF ARBITRATORS WHO SHALL SETTLE THE DISPUTE] Arbitrator(s).
   2. Within [INSERT THE PERIOD AFTER NOTICE OF DISPUTE WITHIN WHICH ARBITRATOR SHALL BE APPOINTED] days of either Party notifying the other Party of the existence of a dispute, the Parties shall appoint the arbitrator(s). If the Arbitrator is not chosen within the [INSERT THE PERIOD AFTER NOTICE OF DISPUTE WITHIN WHICH ARBITRATOR SHALL BE APPOINTED] days, the [INSERT THE NAME OF ARBITRATION ASSOCIATION] shall appoint the arbitrator(s). The Arbitrator(s) shall be bound by the applicable and governing laws of [INSERT THE COUNTRY/STATE WHOSE ARBITRATIONS LAWS SHALL BE APPLICABLE].
8. ARBITRATION PROCEEDING
   1. The Arbitration shall take place in [INSERT THE PLACE OF ARBITRATION], or any other location agreed upon by the Parties. The arbitration proceedings shall be conducted in accordance with the applicable rules of the chosen arbitration procedure.
   2. The Arbitrators shall issue a written decision, which shall be final and binding on the Parties, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof.
   3. The parties undertake to pay half of the arbitration expenses that shall be notified subsequent to filing the dispute as an advance payment. Each party also undertakes to pay his share of the total expenses determined within the Arbitral Award.
   4. The said Arbitrators shall make their Award within a period of [INSERT DAYS/MONTHS WITHIN WHICH ARBITRATORS SHALL MAKE THEIR AWARD] from the date of execution of this Agreement.
   5. The said Arbitrators shall allow the parties to file their respective claims and contentions and to file documents relied upon by them within such reasonable time as the Arbitrators may direct.
9. NO THIRD PARTIES
   1. With the exception of any witnesses that the Arbitrator my require to interview, in person (including video) or by written statement, no other Party shall be a part of or included in the Arbitration proceedings unless the Parties consent in writing.
10. PRE-HEARING CONFERENCE
    1. The Arbitrator shall hold a pre-hearing conference(s) for the purpose of collecting additional facts or for seeking clarifications from the Parties and the Parties agree to attend such conference(s). The pre-hearing conference(s) may be conducted in person, in writing or by video and Parties must be given a written notice of not less than [INSERT THE NUMBER OF DAYS] days. The Arbitrator may only raise matters directly related to the Dispute. If a Party disputes a matter raised at a pre-hearing conference, the Arbitrator may make a ruling on it.
11. CONFIDENTIALITY
    1. The Parties agree that all arbitration proceedings, including but not limited to all pleadings, documents, evidence, witness statements, transcripts, and arbitration awards, shall be treated as strictly confidential. No Party shall disclose any information concerning the arbitration to any third party, except as required by law, necessary to enforce or challenge an arbitration award, or with the express written consent of the other Party.
    2. Each Party may share arbitration-related information only with its legal counsel, accountants, or other professional advisors, provided that such individuals or entities are bound by confidentiality obligations. Any unauthorized disclosure of confidential arbitration information shall constitute a material breach of this Agreement and may be subject to legal action, including but not limited to injunctive relief and damages.
    3. The arbitrator shall have the authority to impose sanctions or other remedies in the event of a violation of this confidentiality provision, including but not limited to cost awards and adverse inferences against the breaching Party.
12. COSTS AND FEES
    1. The costs of arbitration, including arbitrator fees and administrative fees, shall be shared equally by the Parties, unless the arbitrator determines otherwise. Each Party shall bear its own legal fees, unless the arbitrator awards legal fees to the prevailing Party.
13. FINAL AND BINDING DECISION
    1. The arbitrator’s decision shall be final and binding on the Parties and may be entered as a judgment in any court of competent jurisdiction.
14. WAIVER TO JURY TRIAL
    1. The Parties expressly agree to waive their right to a Jury Trial in respect of the Dispute. This Clause shall not apply, if at the execution of this Agreement: (a) A Party was aware of material facts to the Dispute and such facts were not disclosed to the other Party; and (b) to any material facts which were reasonably unknown to both the Parties and there was no reasonable means for them to discover such.
15. APPLICABLE LAW
    1. This Agreement shall be governed by and constructed in accordance with the Laws, rules, orders and regulations of [INSERT THE COUNTRY/STATE OF APPLICABLE LAWS].
    2. The Parties shall resolve all disputes in connection with the validity or interpretation of this Agreement, unless otherwise expressly stated in the Agreement, in the following manner: 
       1. If arbitration between the parties are unsuccessful, the matter shall be referred to the competent court sitting at [INSERT THE PLACE OF THE COURT WHICH SHALL HAVE EXCLUSIVE JURISDICTION IN CASE OF UNSUCCESSFUL NEGOTIATION] which shall have exclusive jurisdiction in all matters arising there from unless otherwise agreed between the Parties in writing.
16. NOTICES
    1. Any notice pursuant to this Agreement shall be in writing and may be sent by: (a) regular mail to the other Party at the address stated in this Agreement and shall be effective [INSERT THE NUMBER OF DAYS] days from the date of dispatch; or (b) if permitted in the jurisdiction, by email or other means of written/printed digital means of communication and such notice shall be deemed to be effective [INSERT THE NUMBER OF DAYS] days after dispatch.
17. MISCELLANEOUS
    1. Modifications: Except as otherwise provided herein this Agreement shall not be amended or otherwise modified unless the modification or amendment is done in writing, signed and has been mutually agreed by both the parties.
    2. Language: The language of all communications between the parties pursuant to this Agreement, including notices and reports, will be English.
    3. Severability: If any provision of this Agreement shall, to any extent, be held to be invalid or unenforceable, it shall be deemed to be separate and severable from the remaining provisions of this Agreement, which shall remain in full force and effect and be binding as though the invalid or unenforceable provision had not been included.
    4. Entire agreement: This agreement along with all the Exhibits constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties. This Agreement may be executed in identical duplicate counterparts, each of which shall be deemed an original, and both of which together shall constitute one and the same instrument. 
    5. No Waiver: Any failure or delay of any Party hereto in exercising any right or privilege with respect to this Agreement shall not be construed to be a waiver or to affect the validity of any part of the Agreement and shall not retrain any of the Parties to enforce any of the provisions of the Agreement.
    6. Amendments and Assignments:  Any amendments to this Agreement shall be made, only if, both Parties agree upon such amendment in writing. This Agreement shall not be assigned by either party without the express, written consent of the other party.
    7. Headings: The headings upon the various sections are solely for convenience and reference only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement, nor shall such headings otherwise be given any legal effect.
18. INDEPENDENT LEGAL ADVICE
    1. The Parties are advised to seek independent legal counsel before entering into this Agreement. Each Party acknowledges that they have been given a reasonable opportunity to consult with an attorney of their choosing regarding the terms, conditions, and obligations set forth in this Agreement, including any restrictions or commitments imposed herein.
    2. By signing this Agreement, the Parties confirm that they have either sought such independent legal this Agreement knowingly, voluntarily, and with a full understanding of its provisions. The advice or voluntarily chosen to proceed without it. Each Party further represents that they are entering into Parties acknowledge that they are not relying on any statements, promises, or representations made by the other Party or any representative thereof that are not expressly included in this Agreement.
19. DECLARATION
    1. The Parties hereby acknowledge that the terms herein have been read, fully understood, and expressly agreed to, and hereby commit to performing their obligations with due diligence, honesty, and in good faith. The Parties hereby agree to foster a collaborative environment that promotes transparent communication and timely resolution of any issues, thereby ensuring compliance with all applicable laws and industry best practices.

IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the effective date.

Signed, sealed and delivered on behalf of Party A

Name: [INSERT THE NAME OF PARTY A/SIGNING AUTHORITY AND DESIGNATION]

Signature:

Date: [INSERT THE DATE ON WHICH PARTY A SIGNS THE AGREEMENT]

Signed, sealed and delivered on behalf of Party B

Name: [INSERT THE NAME OF PARTY B/SIGNING AUTHORITY AND DESIGNATION]

Signature:

Date: [INSERT THE DATE ON WHICH PARTY B SIGNS THE AGREEMENT]

ANNEXURE A

[INSERT AGREEMENT]