5.1 All Disputes, to the extent not finally resolved pursuant to the procedures set out in the foregoing paragraphs of this Schedule Part 21, shall subject to any agreement of the relevant Parties to the Dispute to resolve the Dispute by the commencement of legal proceedings, be referred to Arbitration pursuant to the provisions of this paragraph 5.
5.1.1 The Arbitration shall be governed by the provisions in The Arbitration (Scotland) Act 2010 and the Scottish Arbitration Rules annexed as Schedule 1 thereto, as amended; varied or replaced from time to time, save that the relevant Parties shall procure that the Arbitrator complies with, where appropriate, paragraph 8 (Joinder of Disputes) of this Schedule Part 21.
5.2 The Party initiating the Arbitration shall give a notice of Arbitration to the other Party to the Dispute (copied to the other Parties) (the "Notice") stating:
5.2.1 that the dispute is referred to Arbitration;
5.2.2 details of the issues to be resolved; and
shall invite the other Party to concur in the appointment of a sole arbitrator who shall be a solicitor or advocate or arbitrator recognised by the Chartered Institute of Arbitrators (Scottish Branch) of not less than ten (10) years' standing as an arbitrator. If the relevant Parties are unable within fourteen (14) days to agree the identity of the Arbitrator, the initiating Party shall request the Chairman or Vice-Chairman for the time being of the Chartered Institute of Arbitrators (Scottish Branch) in his capacity as an Arbitral Appointments Referee to make the appointment in accordance with Rule 7 of the Scottish Arbitration Rules. Arbitration proceedings shall be deemed to have been instituted on the date on which the said written notice has been given.
5.3 Any party to the subsisting Arbitration proceedings may apply to the Chairman or Vice-Chairman of the Chartered Institute of Arbitrators (Scottish Branch) for the office of Arbitrator to be declared vacant and the Chairman or Vice-Chairman, as appropriate, may declare the office of Arbitrator vacant if any of the circumstances in Rule 9 of the Scottish Arbitration Rules occur, or if the Arbitrator refuses to act or delays unreasonably to act.
5.4 If the office of Arbitrator is declared vacant in terms of paragraph 5.3 above, the office shall be reconstituted in accordance with Rule 17 of the Scottish Arbitration Rules.
5.5 The Arbitration is to be held in Scotland, in the English language and Scotland shall be the seat of Arbitration.
5.6 Subject to any further agreement, the Parties agree that the following Default Rules of the Scottish Arbitration Rules shall not apply to any Arbitration raised in accordance with this paragraph 5:
5.6.1 Rule 6;
5.6.2 [List other Default Rules that parties do not wish to apply]
5.7 The Arbitrator shall have the power to open up, review and revise any opinion, certificate, instructions, determination or decision of whatever nature given or made under this Agreement.
5.8 Unless this Agreement has already been terminated, the Parties shall, (notwithstanding that any dispute is subject to the Dispute Resolution Procedure set out in this Schedule Part 21), continue to carry out their obligations in accordance with this Agreement.