An arbitration clause is a provision in a contract that requires the parties to resolve any disputes through arbitration rather than through litigation in court. This clause typically outlines the process for initiating arbitration, the selection of arbitrators, and the jurisdiction where arbitration will occur.
This arbitration clause applies to all claims arising or relating to state and federal securities laws and the rules and regulations promulgated thereunder. Provided that this arbitration clause is enforceable as specified in this subscription agreement, then this clause may disadvantage a subscriber in ways including, but not limited to, increased costs to bring a claim, limited access to information and other imbalances of resources between the company and shareholders, and thus, this provision can discourage claims or limit shareholders’ ability to bring a claim in a judicial forum that they find favorable.
Arbitration Agreement. This Arbitration Clause is an agreement between the Borrower and the Lender to arbitrate disputes. “Disputes” has the broadest possible meaning, and includes but is not limited to any and all disputes, claims or controversies, in law or in equity, between the Borrower and the Lender arising out of or relating in any way to the Agreement, any prior loan agreement Borrower entered into with Lender (a "Prior Agreement"), the transaction this Agreement contemplates, any prior transaction under a Prior Agreement. “Disputes” include , including without limitation,: (a) any claims of breach of contract, tort, usury, misrepresentation, conversion, fraud, or unfair and deceptive trade practices, or (b) any claim of a violation of any local, state or federal statute, regulation, ordinance, rule, etc. At the request of either the Borrower or the Lender, any Dispute shall be decided in binding arbitration before the Borrower’s choice of the American Arbitration Association (“the AAA”) or any other arbitration organization the Borrower choose and that the Lender approves of in writing (“the Arbitration Organization”). The arbitration shall be conducted under the then current rules for the Arbitration Organization. The Borrower can get a copy of the rules from the AAA by calling (1-800-778-7879). The arbitration hearing shall be conducted in the federal district in which the Borrower resides or in which the Agreement was signed.
The arbitrators shall be attorneys or retired judges and shall be selected in accordance with the applicable rules. The arbitration award shall be in writing, but without a supporting opinion unless such an opinion is requested by the Borrower or the Lender. If the Borrower elects arbitration first, the Borrower will pay one half of any arbitration filing fee. The Lender will pay the rest of the filing fee, and the whole filing fee if the Lender elects arbitration first or if the arbitrator determines that applicable law requires the Lender to do so or that the Borrower is unable to do so. The Lender will pay the arbitration costs and fees for the first day of arbitration, up to a maximum of eight hours. The Lender will also pay any fees and charges that the arbitrator determines that the Lender must pay in order to assure that this arbitration clause is enforceable. The arbitrator shall decide who shall pay any additional costs and fees. The arbitrator shall have the authority to award fees, costs, and injunctive or equitable relief in accordance with this arbitration clause and applicable law.
If any part of this arbitration clause conflicts with the terms of any other document or agreement between the parties or the rules of the Arbitration Organization, the terms of this arbitration clause shall prevail. If any part of this arbitration clause other than the Class Action Waiver shall be deemed or found unenforceable for any reason, the remainder of the arbitration clause shall remain enforceable. If the Class Action Waiver shall be deemed or found unenforceable for any reason, the remainder of the arbitration clause shall be enforceable.
Our by-laws include an arbitration clause applicable to disputes arising from the interpretation of our bylaws or Peruvian Corporate Law and their complementary provisions, among our company, our management and our shareholders. Any such arbitration will be subject to the regulations of the Arbitration Center of the Lima Chamber of Commerce. The material terms of the arbitration clause are as follows:
The arbitration clause is not applicable to the cases that must be submitted to the jurisdiction of the courts or of the Superintendencia del Mercado de Valores, such as when arbitration would present hardship to minority shareholders or when Peruvian law otherwise requires it. The arbitration clause does not apply to claims based on violations of U.S. securities laws.
Arbitration. Executive understands and agrees that by signing this Agreement, the Company and Executive are both giving up any right that we may have to a judge trial or jury trial with regard to all issues between the parties, other than those specifically excluded below.
Arbitration: If buyer, seller, or any guarantor(s) requests, the other parties agree to arbitrate all disputes and claims arising out of or relating to this agreement. If buyer, seller, or any guarantor(s) seeks to have a dispute settled by arbitration, that party must first send to all other parties, by certified mail, a written notice of intent to arbitrate. If buyer, seller, or any guarantor(s) do not reach an agreement to resolve the claim within 30 days after the notice is received, buyer, seller, or any guarantor(s) may commence an arbitration proceeding with Mediation and Civil Arbitration, Inc. d/b/a RapidRuling ("Rapid") or, if Rapid is unavailable at the time the intent to arbitrate arises, the parties may commence arbitration with JAMS (formerly Judicial Arbitration and Mediation Services, Inc.) or seek a court's appointment of an arbitrator. Buyer will promptly reimburse seller or the guarantor(s) for any arbitration filing fee. However, if both seller and the guarantor(s) must pay filing fees, buyer will only reimburse seller’s arbitration filing fee and, except as otherwise provided, buyer will pay all administration and arbitrator fees. If the arbitrator finds that the substance of the claim or the relief sought by seller or guarantor(s) is improper or not warranted under Federal Rule of Procedure 11(b), then buyer will pay these fees only if required by Rapid or JAMS rules. By entering into this agreement, seller and guarantor(s) waive the right to a trial by jury. Buyer, seller, or guarantor(s) may bring claims only in their individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. The arbitrator may not consolidate proceedings or preside over class or representative claims. If the prohibition on consolidated, class, or aggregated claims is found unenforceable, the arbitration clause shall be null and void. This arbitration agreement is governed by the Federal Arbitration Act (FAA) and not by any state laws regulating arbitration. The agreement is final and binding, except to the extent an appeal may be made under the FAA. Any arbitration decision rendered pursuant to this clause may be enforced in any court with jurisdiction. The terms “disputes” and “claims” are defined broadly to encompass all possible disagreements.
The award shall be final and non-appealable for the Parties hereto, who expressly agree that this arbitration clause shall be construed as a self-contained agreement and notwithstanding the other provisions herein. In the event the award herein is declared invalid, the arbitration clause shall not be deemed invalid, and the arbitrators appointed shall be entitled to decide on their own competence and on the existence or validity of the arbitration clause.
Arbitration: If buyer, seller, or any guarantor requests, the other parties agree to arbitrate all disputes and claims arising out of or relating to this agreement. If buyer, seller, or any guarantor seeks to have a dispute settled by arbitration, that party must first send to the other party, by certified mail, a written notice of intent to arbitrate. If buyer, seller, or any guarantor do not reach an agreement to resolve the claim within 30 days after the notice is received, buyer, seller, or any guarantor may commence an arbitration proceeding with the American Arbitration Association (“AAA”) or National Arbitration Forum (“NAF”). Buyer will promptly reimburse seller or the guarantor any arbitration filing fee; however, in the event that both seller and the guarantor must pay filing fees, buyer will only reimburse seller’s arbitration filing fee and, except as provided in the next sentence, buyer will pay all administration and arbitrator fees. If the arbitrator finds that either the substance of the claim raised by seller or the guarantor or the relief sought by seller or the guarantor is improper or not warranted, as measured by the standards set forth in Federal Rule of Procedure 11(b), then buyer will pay these fees only if required by the AAA or NAF rules. Seller and the guarantor agree that, by entering into this agreement, they are waiving the right to trial by jury. Buyer, seller, or any guarantor may bring claims against any other party only in their individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Further, buyer, seller, and any guarantor agree that the arbitrator may not consolidate proceedings for more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding, and that if this specific provision is found unenforceable, then the entirety of this arbitration clause shall be null and void. Right to opt out of arbitration: Seller and guarantor(s) may opt out of this clause. To opt out of this arbitration clause, seller and each guarantor must send buyer a notice that the seller and each guarantor does not want this clause to apply to this agreement. For any opt out to be effective, seller and each guarantor must send an opt-out notice to the following address by registered mail, within 14 days after the date of this agreement: CFG Merchant Solutions, LLC, Head of Operations, Arbitration Opt Out, 201 Route 17 North, Suite 805, Rutherford, New Jersey 07070.
You and the Company both knowingly and voluntarily agree to a pre-dispute arbitration clause so that should any controversy or dispute arise in connection with your employment, the cessation of your employment or the interpretation of this offer letter, you and the Company agree to the arbitration of any and all such claims at a site in New York, before a neutral panel of the American Arbitration Association or JAMS, as dictated by the underlying facts and circumstances giving rise to your claim(s). Where no such forum is required by regulatory rules or directed by a court of competent jurisdiction, such forum shall be selected at the sole discretion of the Company. In the course of any arbitration pursuant to this offer letter, you and the Company agree: (a) to request that a written award be issued by the panel, and (b) that each side is entitled to receive any and all relief they would be entitled to receive in a court proceeding, except that you agree to waive any claim or right you may have for punitive or other indirect or consequential damages. YOU AND THE COMPANY KNOWINGLY AND VOLUNTARILY AGREE TO ENTER INTO THIS ARBITRATION CLAUSE AND TO WAIVE ANY RIGHTS THAT MIGHT OTHERWISE EXIST TO REQUEST A JURY TRIAL OR OTHER COURT PROCEEDING, EXCEPT THAT YOU AGREE THAT THE COMPANY MAY SEEK AND OBTAIN FROM A COURT ANY INJUNCTIVE OR EQUITABLE RELIEF NECESSARY TO MAINTAIN (AND/OR TO RESTORE) THE STATUS QUO OR TO PREVENT THE POSSIBILITY OF IRREVERSIBLE OR IRREPARABLE HARM PENDING FINAL RESOLUTION OF MEDIATION, ARBITRATION OR COURT PROCEEDINGS, AS APPLICABLE. The agreement between you and the Company to arbitrate disputes includes, but is not limited to, any claims of unlawful discrimination and/or unlawful harassment under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the New York Civil Rights Laws, the New York Executive Law, the New York City Human Rights Law, or any other federal, state of local law relating to discrimination in employment and any claims relating to wage and hour claims and any other statutory or common law claims. If you are deemed an associated person under FINRA’s rules, this agreement does not prohibit or restrict you from filing an arbitration claim in the FINRA arbitration forum as specified in FINRA rules.
This Undertaking, including this arbitration clause, shall be governed by and construed in accordance with Swedish substantive law. Any dispute, controversy or claim arising out of, or in connection with, this Undertaking, or the breach, termination or invalidity of any provisions of it, shall be settled by arbitration in accordance with the Arbitration Rules of the SCC Arbitration Institute (the "Institute"). The arbitral tribunal shall consist of three arbitrators. The seat of arbitration shall be Stockholm, Sweden. The language to be used in all written submissions to the tribunal as well as during all of the proceedings shall be English or, if all parties involved in the arbitration so agree, in Swedish. The parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential. The confidentiality undertaking shall cover all information disclosed in the course of such arbitral proceedings, as well as any decision or award that is made or declared during the proceedings. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the written consent of all parties hereto. This notwithstanding, a party shall not be prevented from disclosing such information if the party is obliged to so disclose pursuant to statute, regulation, a decision by an authority, a stock exchange rules or similar.
An arbitration clause is a provision included in a contract that requires the parties to resolve their disputes through arbitration, rather than through litigation in the court system. It typically outlines how arbitration will be conducted, which arbitration rules will apply, and where the arbitration will take place. It is considered a form of alternative dispute resolution (ADR) aimed at providing a more private, efficient, and potentially less expensive method of resolving contractual disputes.
You should consider using an arbitration clause when you want to:
It is particularly useful in international contracts, where parties might wish to avoid jurisdictional issues and seek a neutral forum.
When drafting an arbitration clause, consider including the following key elements:
Example of an arbitration clause:
“Any dispute, controversy, or claim arising out of or relating to this contract, or the breach, termination, or validity thereof, shall be settled by arbitration in accordance with the [specified rules] under the rules of the [chosen arbitration institution], and the place of arbitration shall be [location]. The arbitration shall be conducted in [language].”
Arbitration clauses can be found in a wide variety of contracts, including but not limited to:
Arbitration clauses are adaptable to various types of agreements depending on the specific needs and preferences of the contracting parties.
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