Uvod
(a)
Arbitration
Subject to paragraph (e) (Agent's option), any dispute arising out of or in
connection with this Agreement (including a dispute relating to the
existence, validity or termination of this Agreement or any non-contractual
obligation arising out of or in connection with this Agreement) (a "Dispute")
shall be referred to and finally resolved by arbitration under the Arbitration
Rules of the London Court of International Arbitration (LCIA).
(b)
Formation of arbitral tribunal, seat and language of arbitration
(i)
The arbitral tribunal shall consist of three arbitrators. The
claimant(s), irrespective of number, shall nominate jointly one
arbitrator; the respondent(s), irrespective of number, shall nominate
jointly the second arbitrator, and a third arbitrator (who shall act as
presiding arbitrator) shall be nominated by the arbitrators nominated
by or on behalf of the claimant(s) and respondent(s) or, in the
absence of agreement on the third arbitrator within thirty (30) days
of the date of nomination of the later of the two party-nominated
arbitrators to be nominated, he shall be chosen by the LCIA Court
(as defined in the Arbitration Rules of the LCIA).
(ii) The seat of arbitration shall be London, England.
(iii) The language of the arbitration shall be English.
(c)
Recourse to courts
For the purposes of arbitration pursuant to this (Arbitration), the
Parties waive any right of application to determine a preliminary point of law
or appeal on a point of law under Sections 45 and 69 of the Arbitration Act
1996.
(d)
Consolidation of arbitrations
(i)
The following shall apply to any disputes arising out of or in
connection with this Agreement and out of or in connection with any other Finance Document in respect of which a Request for
Arbitration has been delivered (or, where impossible, effectively
notified) to all other parties to the arbitration. In relation to any such
disputes if, in the absolute discretion of the first arbitral tribunal to be
appointed in any of the disputes, they are so closely connected that
it is expedient for them to be resolved in the same proceedings, that
arbitral tribunal shall have the power to order that the proceedings to
resolve that dispute shall be consolidated with those to resolve any
of the other disputes, provided that no date for the final hearing of
the first arbitration has been fixed. If that arbitral tribunal so orders,
the parties to each dispute which is a subject of its order shall be
treated as having consented to that dispute being finally decided:
(A) by the arbitral tribunal that ordered the consolidation unless
the LCIA decides that that arbitral tribunal would not be
suitable or impartial; and
(B) in accordance with the procedure, at the seat and in the
language specified in the relevant Finance Document under
which the arbitral tribunal that ordered the consolidation was
appointed, save as otherwise agreed by all parties to the
consolidated proceedings or, in the absence of any such
agreement, ordered by the arbitral tribunal in the consolidated
proceedings.
Any dispute which is subject to a contractual option to litigate shall
only be capable of consolidation pursuant to this paragraph (i) if:
(C) exercise of the option to which the dispute is subject is no
longer permitted pursuant to the terms upon which the option
was granted; or
(D) the right of the option-holder to exercise the option has
otherwise been validly waived.
(ii) Paragraph (i) above shall apply even where powers to consolidate
proceedings exist under any applicable arbitration rules (including
those of an arbitral institution) and, in such circumstances, the
provisions of paragraph (i) above shall apply in addition to those
powers.
(e)
Agent's option
Before the Finance Parties have delivered to the Registrar of the LCIA
Court a Request for Arbitration or Response as defined in the Arbitration
Rules of the LCIA (as the case may be), the Agent may (and shall, if so
instructed by the Majority Lenders) by notice in writing to all other Parties
require that all Disputes or a specific Dispute be heard by a court of law. If
the Agent gives such notice, the Dispute to which such notice refers shall
be determined in accordance with (Jurisdiction).