INTERNATIONAL ARBITRATION ACT 1974 UNCITRAL Model Law on International Commercial Arbitration (As adopted by the United Nations Commission on International Trade Law on 21 June 1985, and as amended by the United Nations Commission on International Trade (2024)

Commonwealth Consolidated Acts

INTERNATIONAL ARBITRATION ACT 1974 - SCHEDULE 2

Note: See subsection 15(1).

CHAPTER I. GENERAL PROVISIONS

Article 1 . S cope of application 1

(1) ThisLaw applies to international commercial 2 arbitration, subject to anyagreement in force between this State and any other State or States.

(2) The provisions of this Law, except articles 8, 9, 17 H, 17 I, 17 J, 35and 36, apply only if the place of arbitration is in the territory ofthis State.

(Article 1(2) has been amended by the Commission at itsthirty - ninth session, in 2006)

(3) An arbitration is internationalif:

(a) the parties to an arbitration agreement have, at thetime of the conclusion of that agreement, their places of business indifferent States; or

(b) one of the following places issituated outside the State in which the parties have their places of business:

(i) the place of arbitration if determined in, or pursuant to, thearbitration agreement;

(ii) any place where a substantial part of theobligations of the commercial relationship is to be performed or the placewith which the subject - matter of the dispute is most closely connected; or

(c) the parties have expressly agreed that the subject matter ofthe arbitration agreement relates to more than one country.

(4) Forthe purposes of paragraph ( 3) of this article:

(a) if aparty has more than one place of business, the place of business is that whichhas the closest relationship to the arbitration agreement;

(b) if a party does not have a place of business, reference is to be made to hishabitual residence.

(5) This Law shall not affect any other law ofthis State by virtue of which certain disputes may not be submitted toarbitration or may be submitted to arbitration only according to provisionsother than those of this Law.

Article 2 . D efinitions andrules of interpretation

For the purposes of this Law:

(a) "arbitration" means any arbitration whether or not administered by apermanent arbitral institution;

(b) "arbitraltribunal" means a sole arbitrator or a panel of arbitrators;

(c) "court" means a body or organ of the judicial system of aState;

(d) where a provision of this Law, except article 28,leaves the parties free to determine a certain issue, such freedom includesthe right of the parties to authorize a third party, including an institution,to make that determination;

(e) where a provision of this Lawrefers to the fact that the parties have agreed or that they may agree or inany other way refers to an agreement of the parties, such agreement includesany arbitration rules referred to in that agreement;

(f) wherea provision of this Law, other than in articles 25 (a) and 32(2) (a) , refersto a claim, it also applies to a counter - claim, and where it refers to adefence, it also applies to a defence to such counter - claim.

Article 2 A. I nternational origin and general principles

(As adoptedby the Commission at its thirty - ninth session, in 2006)

(1) In theinterpretation of this Law, regard is to be had to its international originand to the need to promote uniformity in its application and the observance ofgood faith.

(2) Questions concerning matters governed by this Lawwhich are not expressly settled in it are to be settled in conformity with thegeneral principles on which this Law is based.

Article 3 . Receipt of written communications

(1) Unless otherwise agreed by theparties:

(a) any written communication is deemed to have beenreceived if it is delivered to the addressee personally or if it is deliveredat his place of business, habitual residence or mailing address; if none ofthese can be found after making a reasonable inquiry, a written communicationis deemed to have been received if it is sent to the addressee's last -known place of business, habitual residence or mailing address by registeredletter or any other means which provides a record of the attempt to deliverit;

(b) the communication is deemed to have been received onthe day it is so delivered.

(2) The provisions of this article do notapply to communications in court proceedings.

Article 4 . Waiver of right to object

A party who knows that any provision of this Lawfrom which the parties may derogate or any requirement under thearbitration agreement has not been complied with and yet proceeds with thearbitration without stating his objection to such non - compliance withoutundue delay or, if a time - limit is provided therefor, within such period oftime, shall be deemed to have waived his right to object.

Article 5 . E xtent of court intervention

In matters governed by this Law, nocourt shall intervene except where so provided in this Law.

Article 6. C ourt or other authority for certain functions

of arbitration assistanceand supervision

The functions referred to in articles 11(3), 11(4), 13(3),14, 16(3) and 34(2) shall be performed by ... [Each State enacting thismodel law specifies the court, courts or, where referred to therein, otherauthority competent to perform these functions.]

CHAPTER II. A RBITRATION AGREEMENT

Option I

Article 7 . Definition and form of arbitration agreement

(As adopted by the Commission atit* thirty - ninth session, in 2006)

(1) "Arbitrationagreement" is an agreement by the parties to submit to arbitration all orcertain disputes which have arisen or which may arise between them in respectof a defined legal relationship, whether contractual or not. Anarbitration agreement may be in the form of an arbitration clause in acontract or in the form of a separate agreement.

(2) Thearbitration agreement shall be in writing.

(3) Anarbitration agreement is in writing if its content is recorded in any form,whether or not the arbitration agreement or contract has been concludedorally, by conduct, or by other means.

(4) The requirement that anarbitration agreement be in writing is met by an electronic communication ifthe information contained therein is accessible so as to be useable forsubsequent reference; "electronic communication" means anycommunication that the parties make by means of data messages; "datamessage" means information generated, sent, received or stored byelectronic, magnetic, optical or similar means, including, but not limited to,electronic data interchange (EDI), electronic mail, telegram, telex ortelecopy.

(5) Furthermore, an arbitration agreement is in writing ifit is contained in an exchange of statements of claim and defence in which theexistence of an agreement is alleged by one party and not denied by the other.

(6) The reference in a contract to any document containing anarbitration clause constitutes an arbitration agreement in writing, providedthat the reference is such as to make that clause part of the contract.

Option II

Article 7 . D efinition of arbitration agreement

(As adopted by the Commission at its thirty - ninth session, in 2006)

"Arbitration agreement" is an agreement by the parties to submit toarbitration all or certain disputes which have arisen or which may arisebetween them in respect of a defined legal relationship, whether contractualor not.

Article 8 . A rbitration agreement and substantiveclaim before court

(1) A court before which an action is brought in amatter which is the subject of an arbitration agreement shall, if a party sorequests not later than when submitting his first statement on the substanceof the dispute, refer the parties to arbitration unless it finds that theagreement is null and void, inoperative or incapable of being performed.

(2) Where an action referred to in paragraph ( 1) of this articlehas been brought, arbitral proceedings may nevertheless be commenced orcontinued, and an award may be made, while the issue is pending before thecourt.

Article 9 . A rbitration agreement and interim measuresby court

It is not incompatible with an arbitration agreement for a party torequest, before or during arbitral proceedings, from a court an interimmeasure of protection and for a court to grant such measure.

CHAPTER III. C OMPOSITION OF ARBITRAL TRIBUNAL

Article 10 . Number of arbitrators

(1) The parties are free to determine the numberof arbitrators.

(2) Failing such determination, the number ofarbitrators shall be three.

Article 11 . A ppointment ofarbitrators

(1) No person shall be precluded by reason of hisnationality from acting as an arbitrator, unless otherwise agreed by theparties.

(2) The parties are free to agree on a procedure ofappointing the arbitrator or arbitrators, subject to the provisions ofparagraphs ( 4) and (5) of this article.

(3) Failing suchagreement,

(a) in an arbitration with three arbitrators, eachparty shall appoint one arbitrator, and the two arbitrators thus appointedshall appoint the third arbitrator; if a party fails to appoint the arbitratorwithin thirty days of receipt of a request to do so from the other party, orif the two arbitrators fail to agree on the third arbitrator within thirtydays of their appointment, the appointment shall be made, upon request of aparty, by the court or other authority specified in article 6;

(b) in an arbitration with a sole arbitrator, if the parties are unable toagree on the arbitrator, he shall be appointed, upon request of a party, bythe court or other authority specified in article 6.

(4) Where, underan appointment procedure agreed upon by the parties,

(a) aparty fails to act as required under such procedure, or

(b) theparties, or two arbitrators, are unable to reach an agreement expected of themunder such procedure, or

(c) a third party, including aninstitution, fails to perform any function entrusted to it under suchprocedure,

any party may request the court or other authority specified inarticle 6 to take the necessary measure, unless the agreement on theappointment procedure provides other means for securing the appointment.

(5) A decision on a matter entrusted by paragraph ( 3) or (4) ofthis article to the court or other authority specified in article 6 shall besubject to no appeal. The court or other authority, in appointing anarbitrator, shall have due regard to any qualifications required of thearbitrator by the agreement of the parties and to such considerations as arelikely to secure the appointment of an independent and impartial arbitratorand, in the case of a sole or third arbitrator, shall take into account aswell the advisability of appointing an arbitrator of a nationality other thanthose of the parties.

Article 12 . G rounds for challenge

(1) When a person is approached in connection with his possible appointmentas an arbitrator, he shall disclose any circ*mstances likely to give rise tojustifiable doubts as to his impartiality or independence. An arbitrator, fromthe time of his appointment and throughout the arbitral proceedings, shallwithout delay disclose any such circ*mstances to the parties unless they havealready been informed of them by him.

(2) An arbitrator may bechallenged only if circ*mstances exist that give rise to justifiable doubts asto his impartiality or independence, or if he does not possess qualificationsagreed to by the parties. A party may challenge an arbitrator appointed byhim, or in whose appointment he has participated, only for reasons of which hebecomes aware after the appointment has been made.

Article 13 . C hallenge procedure

(1) The parties are free to agree on aprocedure for challenging an arbitrator, subject to the provisions ofparagraph ( 3) of this article.

(2) Failing such agreement, aparty who intends to challenge an arbitrator shall, within fifteen days afterbecoming aware of the constitution of the arbitral tribunal or after becomingaware of any circ*mstance referred to in article 12(2), send a writtenstatement of the reasons for the challenge to the arbitral tribunal. Unlessthe challenged arbitrator withdraws from his office or the other party agreesto the challenge, the arbitral tribunal shall decide on the challenge.

(3) If a challenge under any procedure agreed upon by the parties or underthe procedure of paragraph ( 2) of this article is not successful, thechallenging party may request, within thirty days after having received noticeof the decision rejecting the challenge, the court or other authorityspecified in article 6 to decide on the challenge, which decision shall besubject to no appeal; while such a request is pending, the arbitral tribunal,including the challenged arbitrator, may continue the arbitral proceedings andmake an award.

Article 14 . F ailure or impossibility to act

(1) If an arbitrator becomes de jure or de facto unable to perform his functions or for other reasons fails to act withoutundue delay, his mandate terminates if he withdraws from his office or if theparties agree on the termination. Otherwise, if a controversy remainsconcerning any of these grounds, any party may request the court or otherauthority specified in article 6 to decide on the termination of the mandate,which decision shall be subject to no appeal.

(2) If, under thisarticle or article 13(2), an arbitrator withdraws from his office or a partyagrees to the termination of the mandate of an arbitrator, this does not implyacceptance of the validity of any ground referred to in this article orarticle 12(2).

Article 15 . A ppointment of substitutearbitrator

Where the mandate of an arbitrator terminates under article 13 or14 or because of his withdrawal from office for any other reason or because ofthe revocation of his mandate by agreement of the parties or in any other caseof termination of his mandate, a substitute arbitrator shall be appointedaccording to the rules that were applicable to the appointment of thearbitrator being replaced.

CHAPTER IV. J URISDICTIONOF ARBITRAL TRIBUNAL

Article 16 . C ompetence of arbitral tribunal torule on its jurisdiction

(1) The arbitral tribunal may rule on its ownjurisdiction, including any objections with respect to the existence orvalidity of the arbitration agreement. For that purpose, an arbitration clausewhich forms part of a contract shall be treated as an agreement independent ofthe other terms of the contract. A decision by the arbitral tribunal that thecontract is null and void shall not entail ipso jure the invalidity of thearbitration clause.

(2) A plea that the arbitral tribunal does nothave jurisdiction shall be raised not later than the submission of thestatement of defence. A party is not precluded from raising such a plea by thefact that he has appointed, or participated in the appointment of, anarbitrator. A plea that the arbitral tribunal is exceeding the scope of itsauthority shall be raised as soon as the matter alleged to be beyond the scopeof its authority is raised during the arbitral proceedings. The arbitraltribunal may, in either case, admit a later plea if it considers the delayjustified.

(3) The arbitral tribunal may rule on a plea referred to inparagraph ( 2) of this article either as a preliminary question or inan award on the merits. If the arbitral tribunal rules as a preliminaryquestion that it has jurisdiction, any party may request, within thirty daysafter having received notice of that ruling, the court specified in article 6to decide the matter, which decision shall be subject to no appeal; while sucha request is pending, the arbitral tribunal may continue the arbitralproceedings and make an award.

CHAPTER IV A. INTERIM MEASURES

AND PRELIMINARY ORDERS

(As adopted by the Commissionat its thirty - ninth session, in 2006)

Section 1 . Interim measures

Article 17 . P ower of arbitral tribunal to orderinterim measures

(1) Unless otherwise agreed by the parties, thearbitral tribunal may, at the request of a party, grant interim measures.

(2) An interim measure is any temporary measure, whether in the form of anaward or in another form, by which, at any time prior to the issuance of theaward by which the dispute is finally decided, the arbitral tribunal orders aparty to:

(a) Maintain or restore the status quo pendingdetermination of the dispute;

(b) Take action that wouldprevent, or refrain from taking action that is likely to cause, current orimminent harm or prejudice to the arbitral process itself;

(c) Provide a means of preserving assets out of which a subsequent award may besatisfied; or

(d) Preserve evidence that may be relevant andmaterial to the resolution of the dispute.

Article 17 A. Conditions for granting interim measures

(1) The party requesting aninterim measure under article 17(2) (a) , (b) and (c) shall satisfy thearbitral tribunal that:

(a) Harm not adequately reparable by anaward of damages is likely to result if the measure is not ordered, and suchharm substantially outweighs the harm that is likely to result to the partyagainst whom the measure is directed if the measure is granted; and

(b) There is a reasonable possibility that the requesting party willsucceed on the merits of the claim. The determination on this possibilityshall not affect the discretion of the arbitral tribunal in making anysubsequent determination.

(2) With regard to a request for an interimmeasure under article 17(2) (d) , the requirements in paragraphs ( 1)(a) and (b) of this article shall apply only to the extent the arbitraltribunal considers appropriate.

Section 2 . Preliminary orders

Article 17 B. A pplications for preliminary ordersand

conditions for granting preliminary orders

(1) Unless otherwiseagreed by the parties, a party may, without notice to any other party, make arequest for an interim measure together with an application for a preliminaryorder directing a party not to frustrate the purpose of the interim measurerequested.

(2) The arbitral tribunal may grant a preliminary orderprovided it considers that prior disclosure of the request for the interimmeasure to the party against whom it is directed risks frustrating the purposeof the measure.

(3) The conditions defined under article 17A apply toany preliminary order, provided that the harm to be assessed under article17A(1) (a) , is the harm likely to result from the order being granted or not.

Article 17 C. Specific regime for preliminary orders

(1) Immediately after the arbitral tribunal has made a determination in respect ofan application for a preliminary order, the arbitral tribunal shall givenotice to all parties of the request for the interim measure, the applicationfor the preliminary order, the preliminary order, if any, and all othercommunications, including by indicating the content of any oral communication,between any party and the arbitral tribunal in relation thereto.

(2) At the same time, the arbitral tribunal shall give an opportunity to any partyagainst whom a preliminary order is directed to present its case at theearliest practicable time.

(3) The arbitral tribunal shall decidepromptly on any objection to the preliminary order.

(4) A preliminaryorder shall expire after twenty days from the date on which it was issued bythe arbitral tribunal. However, the arbitral tribunal may issue an interimmeasure adopting or modifying the preliminary order, after the party againstwhom the preliminary order is directed has been given notice and anopportunity to present its case.

(5) A preliminary order shall bebinding on the parties but shall not be subject to enforcement by a court.Such a preliminary order does not constitute an award.

Section 3 . P rovisions applicable to interim measures

and preliminary orders

Article 17 D. M odification, suspension,termination

The arbitral tribunal may modify, suspend or terminate aninterim measure or a preliminary order it has granted, upon application of anyparty or, in exceptional circ*mstances and upon prior notice to the parties,on the arbitral tribunal's own initiative.

Article 17 E. Provision of security

(1) The arbitral tribunal may require the partyrequesting an interim measure to provide appropriate security in connectionwith the measure.

(2) The arbitral tribunal shall require the partyapplying for a preliminary order to provide security in connection with theorder unless the arbitral tribunal considers it inappropriate or unnecessaryto do so.

Article 17 F. D isclosure

(1) The arbitraltribunal may require any party promptly to disclose any material change in thecirc*mstances on the basis of which the measure was requested or granted.

(2) The party applying for a preliminary order shall disclose to thearbitral tribunal all circ*mstances that are likely to be relevant to thearbitral tribunal's determination whether to grant or maintain the order,and such obligation shall continue until the party against whom the order hasbeen requested has had an opportunity to present its case. Thereafter,paragraph ( 1) of this article shall apply.

Article 17 G. C osts and damages

The party requesting an interim measure orapplying for a preliminary order shall be liable for any costs and damagescaused by the measure or the order to any party if the arbitral tribunal laterdetermines that, in the circ*mstances, the measure or the order should nothave been granted. The arbitral tribunal may award such costs and damages atany point during the proceedings.

Section 4 . R ecognition and enforcement of interim measures

Article 17H. R ecognition and enforcement

(1) An interim measure issuedby an arbitral tribunal shall be recognized as binding and, unless otherwiseprovided by the arbitral tribunal, enforced upon application to the competentcourt, irrespective of the country in which it was issued, subject to theprovisions of article 17 I.

(2) The party who is seeking or hasobtained recognition or enforcement of an interim measure shall promptlyinform the court of any termination, suspension or modification of thatinterim measure.

(3) The court of the State where recognition orenforcement is sought may, if it considers it proper, order the requestingparty to provide appropriate security if the arbitral tribunal has not alreadymade a determination with respect to security or where such a decision isnecessary to protect the rights of third parties.

Article 17 I. G rounds for refusing recognition or enforcement 3

(1) Recognition or enforcement of an interim measure may be refused only:

(a) At the request of the party against whom it is invoked if the courtis satisfied that:

(i) Such refusal is warranted on the grounds setforth in article 36(1) (a) (i), (ii), (iii) or (iv); or

(ii) Thearbitral tribunal's decision with respect to the provision of security inconnection with the interim measure issued by the arbitral tribunal has notbeen complied with; or

(iii) The interim measure has been terminatedor suspended by the arbitral tribunal or, where so empowered, by the court ofthe State in which the arbitration takes place or under the law of which thatinterim measure was granted; or

(b) If the court finds that:

(i) The interim measure is incompatible with the powers conferred uponthe court unless the court decides to reformulate the interim measure to theextent necessary to adapt it to its own powers and procedures for the purposesof enforcing that interim measure and without modifying its substance; or

(ii) Any of the grounds set forth in article 36(1) (b) (i) or (ii),apply to the recognition and enforcement of the interim measure.

(2) Any determination made by the court on any ground in paragraph ( 1) ofthis article shall be effective only for the purposes of the application torecognize and enforce the interim measure. The court where recognition orenforcement is sought shall not, in making that determination, undertake areview of the substance of the interim measure.

Section 5 . C ourt - ordered interim measures

Article 17 J. C ourt -ordered interim measures

A court shall have the same power of issuing aninterim measure in relation to arbitration proceedings, irrespective ofwhether their place is in the territory of this State, as it has in relationto proceedings in courts. The court shall exercise such power in accordancewith its own procedures in consideration of the specific features ofinternational arbitration.

CHAPTER V. C ONDUCT OFARBITRAL PROCEEDINGS

Article 18 . E qual treatment of parties

Theparties shall be treated with equality and each party shall be given a fullopportunity of presenting his case.

Article 19 . Determination of rules of procedure

(1) Subject to the provisions ofthis Law, the parties are free to agree on the procedure to be followed by thearbitral tribunal in conducting the proceedings.

(2) Failing suchagreement, the arbitral tribunal may, subject to the provisions of this Law,conduct the arbitration in such manner as it considers appropriate. The powerconferred upon the arbitral tribunal includes the power to determine theadmissibility, relevance, materiality and weight of any evidence.

Article 20 . P lace of arbitration

(1) The parties are free toagree on the place of arbitration. Failing such agreement, the place ofarbitration shall be determined by the arbitral tribunal having regard to thecirc*mstances of the case, including the convenience of the parties.

(2) Notwithstanding the provisions of paragraph ( 1) of thisarticle, the arbitral tribunal may, unless otherwise agreed by the parties,meet at any place it considers appropriate for consultation among its members,for hearing witnesses, experts or the parties, or for inspection of goods,other property or documents.

Article 21 . C ommencement ofarbitral proceedings

Unless otherwise agreed by the parties, the arbitralproceedings in respect of a particular dispute commence on the date on which arequest for that dispute to be referred to arbitration is received by therespondent.

Article 22 . L anguage

(1) The parties arefree to agree on the language or languages to be used in the arbitralproceedings. Failing such agreement, the arbitral tribunal shall determine thelanguage or languages to be used in the proceedings. This agreement ordetermination, unless otherwise specified therein, shall apply to any writtenstatement by a party, any hearing and any award, decision or othercommunication by the arbitral tribunal.

(2) The arbitral tribunal mayorder that any documentary evidence shall be accompanied by a translation intothe language or languages agreed upon by the parties or determined by thearbitral tribunal.

Article 23 . S tatements of claim anddefence

(1) Within the period of time agreed by the parties ordetermined by the arbitral tribunal, the claimant shall state the factssupporting his claim, the points at issue and the relief or remedy sought, andthe respondent shall state his defence in respect of these particulars, unlessthe parties have otherwise agreed as to the required elements of suchstatements. The parties may submit with their statements all documents theyconsider to be relevant or may add a reference to the documents or otherevidence they will submit.

(2) Unless otherwise agreed by the parties,either party may amend or supplement his claim or defence during the course ofthe arbitral proceedings, unless the arbitral tribunal considers itinappropriate to allow such amendment having regard to the delay in making it.

Article 24 . H earings and written proceedings

(1) Subject to any contrary agreement by the parties, the arbitral tribunal shalldecide whether to hold oral hearings for the presentation of evidence or fororal argument, or whether the proceedings shall be conducted on the basis ofdocuments and other materials. However, unless the parties have agreed that nohearings shall be held, the arbitral tribunal shall hold such hearings at anappropriate stage of the proceedings, if so requested by a party.

(2) The parties shall be given sufficient advance notice of any hearing and of anymeeting of the arbitral tribunal for the purposes of inspection of goods,other property or documents.

(3) All statements, documents or otherinformation supplied to the arbitral tribunal by one party shall becommunicated to the other party. Also any expert report or evidentiarydocument on which the arbitral tribunal may rely in making its decision shallbe communicated to the parties.

Article 25 . D efault of aparty

Unless otherwise agreed by the parties, if, without showing sufficientcause,

(a) the claimant fails to communicate his statement ofclaim in accordance with article 23(1), the arbitral tribunal shall terminatethe proceedings;

(b) the respondent fails to communicate hisstatement of defence in accordance with article 23(1), the arbitral tribunalshall continue the proceedings without treating such failure in itself as anadmission of the claimant's allegations;

(c) any partyfails to appear at a hearing or to produce documentary evidence, the arbitraltribunal may continue the proceedings and make the award on the evidencebefore it.

Article 26 . E xpert appointed by arbitral tribunal

(1) Unless otherwise agreed by the parties, the arbitral tribunal

(a) may appoint one or more experts to report to it on specificissues to be determined by the arbitral tribunal;

(b) mayrequire a party to give the expert any relevant information or to produce, orto provide access to, any relevant documents, goods or other property for hisinspection.

(2) Unless otherwise agreed by the parties, if a party sorequests or if the arbitral tribunal considers it necessary, the expert shall,after delivery of his written or oral report, participate in a hearing wherethe parties have the opportunity to put questions to him and to present expertwitnesses in order to testify on the points at issue.

Article 27 .Court assistance in taking evidence

The arbitral tribunal or a party with theapproval of the arbitral tribunal may request from a competent court ofthis State assistance in taking evidence. The court may execute the requestwithin its competence and according to its rules on taking evidence.

CHAPTER VI. M AKING OF AWARD AND

TERMINATION OF PROCEEDINGS

Article 28 . R ules applicable to substance of dispute

(1) Thearbitral tribunal shall decide the dispute in accordance with such rules oflaw as are chosen by the parties as applicable to the substance of thedispute. Any designation of the law or legal system of a given State shall beconstrued, unless otherwise expressed, as directly referring to thesubstantive law of that State and not to its conflict of laws rules.

(2) Failing any designation by the parties, the arbitral tribunal shallapply the law determined by the conflict of laws rules which it considersapplicable.

(3) The arbitral tribunal shall decide ex aequo et bono oras amiable compositeur only if the parties have expressly authorized it to doso.

(4) In all cases, the arbitral tribunal shall decide in accordancewith the terms of the contract and shall take into account the usages of thetrade applicable to the transaction.

Article 29 . D ecision -making by panel of arbitrators

In arbitral proceedings with more than onearbitrator, any decision of the arbitral tribunal shall be made, unlessotherwise agreed by the parties, by a majority of all its members. However,questions of procedure may be decided by a presiding arbitrator, if soauthorized by the parties or all members of the arbitral tribunal.

Article 30 . S ettlement

(1) If, during arbitral proceedings,the parties settle the dispute, the arbitral tribunal shall terminate theproceedings and, if requested by the parties and not objected to by thearbitral tribunal, record the settlement in the form of an arbitral award onagreed terms.

(2) An award on agreed terms shall be made in accordancewith the provisions of article 31 and shall state that it is an award. Such anaward has the same status and effect as any other award on the merits of thecase.

Article 31 . F orm and contents of award

(1) Theaward shall be made in writing and shall be signed by the arbitrator orarbitrators. In arbitral proceedings with more than one arbitrator, thesignatures of the majority of all members of the arbitral tribunal shallsuffice, provided that the reason for any omitted signature is stated.

(2) The award shall state the reasons upon which it is based, unless theparties have agreed that no reasons are to be given or the award is an awardon agreed terms under article 30.

(3) The award shall state its dateand the place of arbitration as determined in accordance with article 20(1).The award shall be deemed to have been made at that place.

(4) Afterthe award is made, a copy signed by the arbitrators in accordance withparagraph ( 1) of this article shall be delivered to each party.

Article 32 . T ermination of proceedings

(1) Thearbitral proceedings are terminated by the final award or by an order of thearbitral tribunal in accordance with paragraph ( 2) of this article.

(2) The arbitral tribunal shall issue an order for the termination ofthe arbitral proceedings when:

(a) the claimant withdraws hisclaim, unless the respondent objects thereto and the arbitral tribunalrecognizes a legitimate interest on his part i n obtaining a finalsettlement of the dispute;

(b) the parties agree on thetermination of the proceedings;

(c) the arbitral tribunal findsthat the continuation of the proceedings has for any other reason becomeunnecessary or impossible.

(3) The mandate of the arbitral tribunalterminates with the termination of the arbitral proceedings, subject to theprovisions of articles 33 and 34(4).

Article 33 . C orrectionand interpretation of award; additional award

(1) Within thirty daysof receipt of the award, unless another period of time has been agreed upon bythe parties:

(a) a party, with notice to the other party, mayrequest the arbitral tribunal to correct in the award any errors incomputation, any clerical or typographical errors or any errors of similarnature;

(b) if so agreed by the parties, a party, with noticeto the other party, may request the arbitral tribunal to give aninterpretation of a specific point or part of the award.

If the arbitraltribunal considers the request to be justified, it shall make the correctionor give the interpretation within thirty days of receipt of the request. Theinterpretation shall form part of the award.

(2) The arbitral tribunalmay correct any error of the type referred to in paragraph ( 1) (a) ofthis article on its own initiative within thirty days of the date of theaward.

(3) Unless otherwise agreed by the parties, a party, withnotice to the other party, may request, within thirty days of receipt of theaward, the arbitral tribunal to make an additional award as to claimspresented in the arbitral proceedings but omitted from the award. If thearbitral tribunal considers the request to be justified, it shall make theadditional award within sixty days.

(4) The arbitral tribunal mayextend, if necessary, the period of time within which it shall make acorrection, interpretation or an additional award under paragraph ( 1)or (3) of this article.

(5) The provisions of article 31 shall applyto a correction or interpretation of the award or to an additional award.

CHAPTER VII. R ECOURSE AGAINST AWARD

Article34 . A pplication for setting aside as exclusive

recourse againstarbitral award

(1) Recourse to a court against an arbitral award maybe made only by an application for setting aside in accordance with paragraphs ( 2) and (3) of this article.

(2) An arbitral award may be setaside by the court specified in article 6 only if:

(a) theparty making the application furnishes proof that:

(i) a party to thearbitration agreement referred to in article 7 was under some incapacity; orthe said agreement is not valid under the law to which the parties havesubjected it or, failing any indication thereon, under the law of this State;or

(ii) the party making the application was not given proper noticeof the appointment of an arbitrator or of the arbitral proceedings or wasotherwise unable to present his case; or

(iii) the award deals with adispute not contemplated by or not falling within the terms of the submissionto arbitration, or contains decisions on matters beyond the scope of thesubmission to arbitration, provided that, if the decisions on matterssubmitted to arbitration can be separated from those not so submitted, onlythat part of the award which contains decisions on matters not submitted toarbitration may be set aside; or

(iv) the composition of the arbitraltribunal or the arbitral procedure was not in accordance with the agreement ofthe parties, unless such agreement was in conflict with a provision of thisLaw from which the parties cannot derogate, or, failing such agreement, wasnot in accordance with this Law; or

(b) the court finds that:

(i) the subject - matter of the dispute is not capable of settlement byarbitration under the law of this State; or

(ii) the award is inconflict with the public policy of this State.

(3) An application forsetting aside may not be made after three months have elapsed from the date onwhich the party making that application had received the award or, if arequest had been made under article 33, from the date on which that requesthad been disposed of by the arbitral tribunal.

(4) The court, whenasked to set aside an award, may, where appropriate and so requested by aparty, suspend the setting aside proceedings for a period of time determinedby it in order to give the arbitral tribunal an opportunity to resume thearbitral proceedings or to take such other action as in the arbitraltribunal's opinion will eliminate the grounds for setting aside.

CHAPTER VIII. R ECOGNITION AND ENFORCEMENT OF AWARDS

Article 35 . R ecognition and enforcement

(1) An arbitral award,irrespective of the country in which it was made, shall be recognized asbinding and, upon application in writing to the competent court, shall beenforced subject to the provisions of this article and of article 36.

(2) The party relying on an award or applying for its enforcement shallsupply the original award or a copy thereof. If the award is not made in anofficial language of this State, the court may request the party to supply atranslation thereof into such language. 4

(Article 35(2) has been amended bythe Commission at its thirty - ninth session, in 2006)

Article 36 . G rounds for refusing recognition or enforcement

(1) Recognition or enforcement of an arbitral award, irrespective of the countryin which it was made, may be refused only:

(a) at the requestof the party against whom it is invoked, if that party furnishes to thecompetent court where recognition or enforcement is sought proof that:

(i) a party to the arbitration agreement referred to in article 7 was undersome incapacity; or the said agreement is not valid under the law to which theparties have subjected it or, failing any indication thereon, under the law ofthe country where the award was made; or

(ii) the party against whomthe award is invoked was not given proper notice of the appointment of anarbitrator or of the arbitral proceedings or was otherwise unable to presenthis case; or

(iii) the award deals with a dispute not contemplated byor not falling within the terms of the submission to arbitration, or itcontains decisions on matters beyond the scope of the submission toarbitration, provided that, if the decisions on matters submitted toarbitration can be separated from those not so submitted, that part of theaward which contains decisions on matters submitted to arbitration may berecognized and enforced; or

(iv) the composition of the arbitraltribunal or the arbitral procedure was not in accordance with the agreement ofthe parties or, failing such agreement, was not in accordance with the law ofthe country where the arbitration took place; or

(v) the award has notyet become binding on the parties or has been set aside or suspended by acourt of the country in which, or under the law of which, that award was made;or

(b) if the court finds that:

(i) the subject -matter of the dispute is not capable of settlement by arbitration under thelaw of this State; or

(ii) the recognition or enforcement of the awardwould be contrary to the public policy of this State.

(2) If anapplication for setting aside or suspension of an award has been made to acourt referred to in paragraph ( 1) (a) (v) of this article, the courtwhere recognition or enforcement is sought may, if it considers it proper,adjourn its decision and may also, on the application of the party claimingrecognition or enforcement of the award, order the other party to provideappropriate security.

1 Article headings are for referencepurposes only and are not to be used for purposes of interpretation.

2The term "commercial" should be given a wide interpretation so as tocover matters arising from all relationships of a commercial nature, whethercontractual or not. Relationships of a commercial nature include, but are notlimited to, the following transactions: any trade transaction for the supplyor exchange of goods or services; distribution agreement; commercialrepresentation or agency; factoring; leasing; construction of works;consulting; engineering; licensing; investment; financing; banking; insurance;exploitation agreement or concession; joint venture and other forms ofindustrial or business cooperation; carriage of goods or passengers by air,sea, rail or road.

3 The conditions set forth in article 17 I areintended to limit the number of circ*mstances in which the court may refuse toenforce an interim measure. It would not be contrary to the level ofharmonization sought to be achieved by these model provisions if a State wereto adopt fewer circ*mstances in which enforcement may be refused.

4The conditions set forth in this paragraph are intended to set maximumstandards. It would, thus, not be contrary to the harmonization to be achievedby the model law if a State retained even less onerous conditions.