Option 2: International Arbitration [delete if choosing court jurisdiction - Option 1]

(12)  Any matter provided by Clause [(11)] and any Dispute which is not a Technical Dispute and has not been resolved amicably between the Parties in accordance with Clause [(4)] shall be referred to and finally resolved by arbitration pursuant to the Rules of Arbitration of the International Chamber of Commerce ("ICC Arbitration Rules") which are deemed incorporated by reference into this PPP Contract.66

(13)  The number of arbitrators shall be three (3) appointed in accordance with the ICC Arbitration Rules (the "Arbitral Tribunal").

 

(14)  The arbitrators shall be fluent in [English and other relevant language]. The language of the proceedings shall be [English] and all documents submitted in such proceedings shall be in [English or accompanied by a certified English translation].

(15)  The seat of arbitration shall be [insert choice]. [This agreement to arbitrate is governed by and shall be construed in accordance with the laws of [country].]

(16)  The Parties undertake to keep confidential all awards in any arbitration, together with all materials in the proceedings created for the purpose of the arbitration and all other documents produced by another Party in the proceedings not otherwise in the public domain - save (i) with the permission of the Arbitral Tribunal or (ii) to the extent that disclosure may be required of a Party by legal duty or regulatory obligation or to protect or pursue a legal right, or to enforce or challenge an award in bona fide legal proceedings before a state court or other judicial authority.

(17)  The Arbitral Tribunal shall issue a reasoned award in writing and shall endeavour to do so within [sixty (60) calendar] days from the date of the close of the arbitration hearing. The award of the Arbitral Tribunal shall be final and binding upon the Parties from the date it is made.

(18)  Judgment on the award of the Arbitral Tribunal may be entered and enforced by any court of competent jurisdiction.

(19)  Unless otherwise determined by the Arbitral Tribunal, the Arbitrators' fees and associated institutional costs shall be split equally between the Parties.

 




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66  For illustration purposes, Option 2 drafting is based on a choice of the ICC Rules. It will need review/adaptation when using an alternative institution's rules.