CEAC Chinese European Arbitration Center Chinese European Arbitration Centre

Arbitration Clause

The Arbitration Clause is the fundamental and mandatory minimum to submit a dispute to submit a dispute to the CEAC Rules and an institutional arbitration administered by CEAC.

Model clause

Any dispute, controversy or claim arising out of or relating to this contract, or the breach, termination or invalidity thereof, shall be settled by institutional arbitration administered by the Chinese European Arbitration Centre (CEAC) in Hamburg (Germany) in accordance with the CEAC Hamburg Arbitration Rules.

a) The number of arbitrators shall be ___ ((i) one or (ii) three or unless the amount in dispute is less than € ___ [e.g. 100.000 €] in which case the matter shall be decided by a sole arbitrator) ;

b) Regardless of the seat of arbitration, the arbitral tribunal is free to hold hearings in ___________ (town and country);

c) The language(s) to be used in the arbitral proceedings shall be __________;

d) Documents also may be submitted in _________________ (language).

e) The arbitration shall be confidential. The parties agree that also the mere existence of an arbitral proceeding shall be kept confidential except to the extent disclosure is required by law, regulation or an order of a competent court.

f) The arbitral tribunal shall apply the CEAC Hamburg Arbitration Rules as in force at the moment of the commencement of the arbitration unless one of the parties requests the tribunal, within 4 weeks as of the constitution of the arbitral tribunal, to operate according to the CEAC Hamburg Arbitration Rules as in force at the conclusion of this contract.

The provisions in lit. a) through f) are optional. For further explanations see Explanatory Comments.

Explanatory comments

  • Model clause

    Any dispute, controversy or claim arising out of or relating to this contract, or the breach, termination or invalidity thereof, shall be settled by institutional arbitration administered by the Chinese European Arbitration Centre (CEAC) in Hamburg (Germany) in accordance with the CEAC Hamburg Arbitration Rules.

    The plain model clause has a broad scope and submits any dispute, controversy or claim arising out of or relating to the contract to CEAC arbitration. It, thus, also covers claims for tort or unjust enrichment. It also allows tribunals to decide about the validity of the contract and/or its termination.

  • Option A

    a) The number of arbitrators shall be ___ ((i) one or (ii) three or (iii) three unless the amount in dispute is less than € __________ [e.g. 100.000 €] in which case the matter shall be decided by a sole arbitrator);

    If no such clause is inserted in the contract, Art. 7 para 1 CEAC Rules (= Art. 7 UNCITRAL Arbitration Rules) applies which provides for three arbitrators unless the parties agree within 30 days after receipt of the notice of arbitration by Respondent that the number of arbitrators shall be one.

  • Option B

    b) The arbitration proceedings shall/may take place (also) in ___________ (town or country);

    Parties may wish to agree on an arbitration venue outside Hamburg whether in Germany or elsewhere. This will be a (additional) place where hearings will take place while the place of arbitration remains Hamburg, being the seat of the arbitration.

  • Option C

    c) The language(s) to be used in the arbitral proceedings shall be __________;

    In international matters, it often makes sense to agree at the outset also on the language of arbitration. Sometimes two languages are accepted. This, however, reduces the choice of available competent arbitrators and counsels and results in more complexity.

  • Option D

    d) Documents also may be submitted in _________________ (language).

    Sometimes it makes sense to agree on one language for arbitration but to permit the submission of documents also in another language. Such a clause shifts the (economical) burden of translation to the party which receives the documents. In such case it is wise to look for arbitrators who understand the respective language sufficiently.

  • Option E

    e) The arbitration shall be confidential. The parties agree that also the mere existence of an arbitration proceeding shall be kept confidential except to the extent disclosure is required by law, regulation or an order of a competent court.

    One of the general advantages of arbitration is its confidentiality. Parties relying on this quality might want clarify it by inserting this clause and avoid disputes about an implied confidentiality and its scope. Depending on the circumstances of the case it may make sense to provide that even the mere existence of an arbitration proceeding shall be kept confidential.

  • Option F

    f) The arbitral tribunal shall apply the CEAC Hamburg Arbitration Rules as in force at the moment of the commencement of the arbitration unless one of the parties requests the tribunal, within 4 weeks as of the constitution of the arbitral tribunal, to operate according to the CEAC Hamburg Arbitration Rules as in force at the conclusion of this contract.

    Through the insertion of the option lit f) parties can only improve and not diminish their rights.

    Usually parties may wish to only agree on rules known to them at the moment of the conclusion of the contract. Yet, in case of procedural, UNCITRAL-based rules, parties may prefer to insert a dynamic clause referring to the CEAC Rules in force at the time of the commencement of arbitration.

    The UNCITRAL Arbitration Rules are repeatedly reviewed and adopted to the prevailing international standard. Thus, it is likely that the CEAC Rules are adapted as well after an agreement has been reached in UNCITRAL.

    Through a dynamic clause as proposed in lit f), parties have the freedom to refer to such future developments. However, as nobody likes to grant "carte blanche" permission to an arbitration institution to change its rules, the clause provides for a four week period after commencement of arbitration for opting out. During this period each party can stop the application of the new rules by a mere written declaration. In this event the rules as in force at the moment of the conclusion of the contract shall apply.