ADR Chambers Arbitration Rules

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1. INTERPRETATION

 

1.1 Definitions

In these Rules, the following terms shall have the following meanings:

1.     “ADR Chambers” means ADR Chambers Inc.

2.    “Appointing Committee” means the Committee established by ADR Chambers to exercise the powers of an appointing authority.

3.    “Arbitral Tribunal” means a sole arbitrator or a tribunal of arbitrators.

4.    “Arbitration Agreement” means an agreement between or among two or more Parties to submit to arbitration any dispute, controversy or claim and unless expressly limited, shall be deemed to include any question regarding the existence, interpretation, validity, breach or termination of a contract.

5.     “Business Day” means a day between Monday and Friday inclusive, excluding statutory or official holidays in the place of arbitration.

6.    “Law of the Arbitration” means the law the Parties have chosen to apply to the arbitration proceedings or, in the absence of such a choice, the arbitration law of the place where the arbitration is held.

7.     “Notice of Arbitration” means the notice referred to in Rule 4.1.

8.    “Party” or “Parties” means a party or parties to an Arbitration Agreement.

9.    “Representative” means legal counsel for or an authorized representative of a Party.

10.  “Rules” means the ADR Chambers Arbitration Rules in force at the time of the commencement of the arbitration.

1.2 Where appropriate in these Rules, words importing the singular shall include the plural and words importing the masculine gender shall include the feminine gender and vice versa.

 

2. AGREEMENT OF PARTIES AND APPLICATION OF THE RULES

 

2.1 These Rules apply to the arbitration administered by ADR Chambers, subject to such modification as the Parties may agree upon.

2.2 The arbitration shall be conducted under the Law of the Arbitration. In the event that any provision of these Rules or the agreement of the Parties with respect to the conduct of the arbitration is in conflict with any provisions of the Law of the Arbitration from which the Parties cannot derogate, the provisions of the Law of the Arbitration will prevail.

2.3 The Rules and any procedures set out in the Arbitration Agreement shall be interpreted liberally with the object that (a) all disputes that could be covered by the Arbitration Agreement are subject to arbitration; and (b) the arbitration will be as inexpensive and expeditious as reasonably possible, consistent with a process that is fair and suitable to the circumstances of the particular case. Any procedural question or controversy on which the Parties are not agreed may be resolved by the application of the discretion of the Arbitral Tribunal in conducting the arbitration, or of the Appointing Committee in the exercise of its functions.

2.4 Where differences arise among the members of the Arbitral Tribunal with respect to the interpretation and/or application of these Rules, the decision of the majority of the members will govern.

2.5 Where an Arbitral Tribunal consists of more than one arbitrator, the Parties may agree or the Arbitral Tribunal may decide, after hearing the submissions of the Parties, to delegate the determination of some or all procedural matters to the Chair of the Arbitral Tribunal.

2.6 These Rules may be amended by ADR Chambers in its sole discretion. Amendments become effective when they are posted to the ADR Chambers website.

 

3. COMMENCEMENT OF ARBITRATION

Notice of Arbitration

3.1 The Party commencing arbitration (the “Claimant”) shall deliver a Notice of Arbitration to the opposing Party (the “Respondent”) and shall at the same time deliver a copy of the Notice of Arbitration to ADR Chambers. The Notice of Arbitration shall contain:

a.  a demand that the dispute be referred to arbitration;

b.  the names, addresses and detailed contact information of the Parties and any Representatives;

c.  a reference to the arbitration clause or agreement that is invoked;

d.  a reference to any contract out of or in relation to which the dispute arises;

e.  a statement of the nature of the dispute, the material facts being relied on and the issues being raised;

f.  the basis upon which the Arbitral Tribunal has jurisdiction to determine the dispute;

g.  the relief that is claimed; and

h.  may include proposals as to the number of arbitrators, the means of constituting the Arbitral Tribunal, the place of arbitration, and the language of the arbitration.

3.2 Arbitration proceedings shall be deemed to commence on the day on which ADR Chambers receives the Notice of Arbitration and filing fee as set forth in the ADR Chambers Schedule of Fees (Schedule “A” to these Rules).

3.3 ADR Chambers shall communicate to the Parties a written acknowledgement of receipt of the Notice of Arbitration, indicating the date of receipt, and invite the respondent to submit a short answer thereto.

3.4 The short answer shall contain the preference, if any, of the Respondent for the number of the arbitrators and for the place of arbitration, if not agreed by the Parties, as well as any further particulars as to the arbitral proceedings, including any counterclaim against the Claimant. If there is a counterclaim, the short answer shall contain the information required in Rule 3.1(c), (d), (e) and (f).

3.5 The Respondent shall file the short answer with ADR Chambers and send a copy to the Claimant within fifteen (15) Business Days after receipt of ADR Chambers’ invitation. The Notice of Arbitration and the short answer serve as an introduction to the arbitral proceedings, and do not prejudice the Parties’ rights to submit further written pleadings as provided in these Rules, as agreed between the Parties, or as authorized by the Arbitral Tribunal.

3.6 Amendments may be made to the Notice of Arbitration or the Respondent’s short answer at any time prior to the appointment of the Arbitral Tribunal. Thereafter, amendments may be made with the consent of the Arbitral Tribunal.

Alternative Submission Mechanism

3.7 When the Parties’ agreement to arbitrate is in the form of an agreement to submit a dispute to arbitration, either Party may commence arbitration by delivering to ADR Chambers a copy of that Arbitration Agreement, together with the requisite filing fee as set forth in Schedule “A” to these Rules, and, to the extent not indicated in the Arbitration Agreement, the following:

a.  the names, addresses and detailed contact information of the Parties and any Representatives;

b.  for purposes of the application of these Rules, which Party is to be considered the Claimant and which the Respondent; and

c.  any proposals or agreements as to the number of arbitrators, the constitution or means of designating the Arbitral Tribunal, the place of arbitration, and the language of the arbitration.

3.8 Arbitration proceedings shall be deemed to commence on the day on which ADR Chambers receives the Arbitration Agreement and the filing fee.

 

4. APPOINTING COMMITTEE

4.1 The Appointing Committee shall be established by ADR Chambers and shall have the authority and functions specified in these Rules or incidental thereto. The functions of the Appointing Committee may be delegated by the Appointing Committee to one or more of its members.

4.2 Members of the Appointing Committee are not eligible for appointment as arbitrators in arbitrations where they perform service as members of the Appointing Committee.

4.3 A member of the Appointing Committee shall not be involved in the determination of any issue relating to an arbitration in which he or she has, may have or has had any interest or involvement.

4.4 The members of the Appointing Committee will be set out in Schedule “B” to these Rules.

 

5. APPOINTMENT OF ARBITRAL TRIBUNAL

5.1 The Parties shall be at liberty to select any qualified arbitrator or panel of arbitrators in accordance with the appointing provisions in or applicable to the Arbitration Agreement.

In the absence of any Arbitration Agreement appointing provisions or in the event that one or more of the Parties fails to appoint an arbitrator or panel within the times specified or within a reasonable period of time if no time is specified, the Appointing Committee shall appoint an arbitrator or panel for the Parties in accordance with the provisions of Rules 5.2 to 5.6.

5.2 If the Parties have not agreed on the number of arbitrators (i.e., one or three), a sole arbitrator shall be appointed.

5.3 Where a sole arbitrator is to be appointed and the Parties have not agreed upon the arbitrator, within five (5) Business Days of the receipt of a Notice of Arbitration or Arbitration Agreement and filing fee by ADR Chambers, ADR Chambers shall provide the Parties with a list of three potential arbitrators. In the discretion of the Appointing Committee, the list of potential arbitrators may include more than three names. If the Parties are unable to agree on an arbitrator within three (3) Business Days of receipt of the list, each Party may, within a further two (2) Business Days, send to the Appointing Committee the name of one of the proposed arbitrators that the Party does not want to be appointed. The Appointing Committee will not choose an arbitrator eliminated by any Party. The Appointing Committee will then choose the arbitrator from the remaining names. If the remaining arbitrator(s) are not able to serve, the Appointing Committee will choose another arbitrator and appoint that person.

5.4 If three arbitrators are to be appointed, each Party shall appoint one arbitrator. The two arbitrators thus appointed shall choose the third arbitrator who will act as the presiding arbitrator or “Chair” of the Arbitral Tribunal. Rules 5.5 to 5.7 will then apply.

5.5 If within five (5) Business Days after the receipt of a Party’s notification of the appointment of an arbitrator, the other Party has not notified the first Party of the arbitrator he or she has appointed, the first Party may request the Appointing Committee to appoint the second arbitrator.

5.6 If within five (5) Business Days after the appointment of the second arbitrator, the two party-appointed arbitrators have not agreed on the choice of the presiding arbitrator, the presiding arbitrator shall be appointed by the Appointing Committee. In such a case, the Appointing Committee may select any arbitrator it deems appropriate to act as Chair of the Arbitral Tribunal.

5.7 Where the Parties have agreed that all three members of a three-person Arbitral Tribunal are to be appointed by ADR Chambers, the Appointing Committee will make the appointments that it considers to be appropriate, and designate the Chair of the Arbitral Tribunal.

5.8 Where the Arbitration Agreement provides for arbitration among more than two Parties and each Party has not agreed in writing to the appointment of at least one of the nominees to a three­-person Arbitral Tribunal, the Appointing Committee shall appoint all members of the Arbitral Tribunal without regard to any Party’s nomination.

5.9 The Parties and the Appointing Committee may appoint any or all of the arbitrators on the Arbitral Tribunal from current ADR Chambers panel members, but are not required to restrict themselves to the ADR Chambers roster. If the Parties select an arbitrator who is not a member of ADR Chambers, the selection will be conditional on the selected arbitrator reaching an agreement with ADR Chambers and the Parties with respect to the fees to be charged by that arbitrator.

 

6. INDEPENDENCE AND IMPARTIALITY; CHALLENGE

6.1 Every arbitrator shall be and remain at all times wholly independent of the Parties, wholly impartial and shall not act as an advocate for any of the Parties. No arbitrator shall be disqualified or subject to challenge by reason of the arbitrator or any Representative of a Party being a member, officer or director of ADR Chambers.

6.2 The Parties shall, prior to the appointment of any arbitrator, disclose to ADR Chambers and to the proposed arbitrators the names of all Parties and, to the extent known, all witnesses who will be or are reasonably likely to be involved in the arbitration. 

6.3 Before accepting appointment, a prospective arbitrator shall sign a statement of independence and disclose in writing to ADR Chambers any facts or circumstances that might be of such a nature as to give rise to any apprehension of bias in the eyes of the Parties, and shall undertake to avoid and, if necessary, disclose to the Parties any such circumstances arising after that time and before the arbitration is concluded. ADR Chambers shall provide such information to the Parties in writing and fix a time limit for any comments from them.

6.4 Before a prospective arbitrator accepts appointment, the parties and their representatives shall also disclose in writing to ADR Chambers any facts or circumstances that might be of such a nature to give rise to justifiable doubt as to the arbitrator’s impartiality or independence, including any bias or any financial or personal interest in the result of the arbitration or any past or present relationship with the parties or their representatives. Such obligation shall remain in effect throughout the arbitration. Failure on the part of a party or a representative to comply with the requirements of this rule may result in the waiver of the right to challenge an arbitrator. 

6.5 A Party who intends to challenge an arbitrator shall send notice of his challenge to ADR Chambers within five (5) Business Days after the appointment of the challenged arbitrator has been notified to the challenging Party or within five (5) Business Days after the grounds on which the challenge is based became known to that Party. The notification shall be in writing and shall state the reasons for the challenge. ADR Chambers shall notify the other Party, the challenged arbitrator, and the other members of the Arbitral Tribunal. 

6.6 When an arbitrator has been challenged by one Party, the arbitrator may withdraw as an arbitrator. This does not imply acceptance of the validity of the grounds for the challenge. 

6.7 If the challenged arbitrator does not withdraw, the decision on the challenge will be made by the Appointing Committee. A decision on a challenge need not be accompanied by reasons.

6.8 Any arbitrator who is unable to serve or continue to serve due to disqualification, death or disability shall be replaced in the same manner as his or her original appointment, failing which the replacement arbitrator shall be appointed by the Appointing Committee.

 

7. CHALLENGES TO THE JURISDICTION OF THE ARBITRAL TRIBUNAL

7.1 The Arbitral Tribunal shall have the power to hear and determine challenges to its jurisdiction, including any objections with respect to the existence, scope or validity of the arbitration agreement.

7.2 The Arbitral Tribunal shall have the power to determine the existence, scope or validity of the contract of which an arbitration clause forms a part. For the purpose of challenges to the jurisdiction of the Arbitral Tribunal, the arbitration clause shall be considered as separable from any contract of which it forms a part.

7.3 Any challenges to the jurisdiction of the Arbitral Tribunal, except challenges based on the award itself, shall be made no later than the Respondent’s short answer; however, if an amended Notice of Arbitration or short answer is later filed, a challenge to jurisdiction arising from such pleading must be made not later than the date set for responding to that pleading.

 

8. NOTIFICATION TO THE PARTIES

 Any notification or communication from ADR Chambers or the Arbitral Tribunal to a Party or its Representative may be delivered to its last known address by delivery, registered mail, courier, facsimile transmission, e-mail, or any other means of telecommunication that provides a record of the sending thereof. Such notification or communication shall be deemed to have been delivered on the date sent.

 

9. COMMUNICATIONS WITH THE ARBITRAL TRIBUNAL

No Party or person acting on behalf of a Party may communicate ex parte with the Arbitral Tribunal.

 

10. PRELIMINARY HEARINGS

10.1 The Arbitral Tribunal may convene a preliminary hearing to resolve procedural issues and establish a timetable. A preliminary hearing agenda may include points for discussion leading to identification and clarification of the issues in dispute, and may also include the items set forth in the ADR Chambers Checklist for Procedural Hearings in Arbitration set out at Schedule “C” to these Rules.

10.2 A preliminary hearing may take place by conference telephone call. 

10.3 After the preliminary hearing, ADR Chambers may send Terms of Appointment to the Parties for their review and signature. The Terms of Appointment may be accompanied by a request for deposits to cover the estimated cost of the arbitrator’s fees and expenses.

10.4 In the event that ADR Chambers does not receive a response from a Party within ten (10) Business Days of sending the Terms of Appointment, ADR Chambers may assume that that Party has accepted the content of the Terms of Appointment and the arbitration will proceed.

10.5 In the event that ADR Chambers does not receive one or both deposits requested in Rule 10.3, within ten (10) Business Days of the request, the Appointing Committee shall so inform the parties and the arbitration may be suspended or terminated at the discretion of the Appointing Committee if the deposit requested is not received within the next five (5) Business Days.

 

11. CONDUCT OF PROCEEDINGS; EVIDENCE

11.1 Subject to these Rules, the Arbitral Tribunal may conduct the arbitration in such manner as it considers appropriate, provided that the Parties are treated equally and fairly, and each Party is given an opportunity to present its case and to respond to the other Party’s case.

11.2 Any Party may be represented by counsel or other authorized representative. A Party intending to be so represented shall notify the other Party and ADR Chambers of the name and address of the Representative prior to the date set for the hearing or other procedural occurrence at which that person is first to appear. When such a Representative initiates arbitration or responds for a Party, notice is deemed to have been given.

11.3 The Arbitral Tribunal may dispense with an oral hearing if it determines, after hearing the submissions of the Parties, that oral evidence is not necessary given the issues in dispute or not warranted given the amount in dispute.

11.4 In the event of an oral hearing, witnesses may be required to swear an oath or affirm oral evidence.

11.5 The Arbitral Tribunal, in its discretion, may appoint one or more neutral experts whose testimony shall be subject to cross-examination and rebuttal.

11.6 The Arbitral Tribunal may allow for the presentation of evidence by alternative means, such as using ADR Chambers’ eVideo technology. If eVideo or other such technology is used, a full opportunity must be afforded for all parties to present any evidence that the Arbitral Tribunal deems material and relevant to the resolution of the dispute and, when involving witnesses, provide an opportunity for cross-examination.

11.7 All documents or information supplied to the Arbitral Tribunal by one Party shall at the same time be communicated by that Party to the other Party, unless ordered otherwise by the arbitrator.

11.8 Each Party shall have the burden of proving the facts relied on to support his or her claim or defence. The Arbitral Tribunal shall determine the admissibility, relevance, materiality, and weight of the evidence offered.

11.9 The Arbitral Tribunal may allow the filing of and make rulings upon a dispositive motion only if the Arbitral Tribunal determines that the moving party has shown that the motion is likely to succeed and dispose of or narrow the issues in the case.

 

12. MEDIATION

12.1 Parties may mediate at any stage of the proceedings with an ADR Chambers mediator who is not a member of the Arbitral Tribunal.

12.2 A member of the Arbitral Tribunal may mediate the Parties’ dispute only upon the written consent of all the Parties to the arbitration.

 

13. INTERIM MEASURES OF PROTECTION

13.1 At the request of any Party and on notice to all the other Parties, the Arbitral Tribunal may order whatever interim measures it deems necessary, including injunctive relief, measures for the protection or conservation of property, and security for costs.

13.2 Such interim measures may take the form of an interim award.

13.3 A request for interim measures addressed by a Party to a court shall not be deemed incompatible with the Agreement to Arbitrate or a waiver of the right to arbitrate.

13.4 The Arbitral Tribunal may in its discretion apportion costs associated with the applications for interim relief in any interim award or in the final award.

 

14. FAILURE TO COMPLY WITH RULES

Where a party fails to comply with these Rules, or any order of the Arbitral Tribunal pursuant to these Rules, in a manner deemed material by the Arbitral Tribunal, the Arbitral Tribunal may fix a reasonable period of time for compliance and, if the party does not comply within said period, the Arbitral Tribunal may impose a remedy it deems just, including an award on default. Prior to entering an award on default, the Arbitral Tribunal shall require the non-defaulting party to produce evidence and legal argument in support of its contentions as the Arbitral Tribunal may deem appropriate. The Arbitral Tribunal may receive such evidence and argument without the defaulting party’s presence or participation.

 

15. OPTIONAL RULES FOR EMERGENCY MEASURES OF PROTECTION

15.1 Where the Parties in their Arbitration Agreement have adopted these Rules for emergency measures of protection, a Party in need of emergency relief prior to the appointment of the Arbitral Tribunal shall notify ADR Chambers and all other Parties in writing of the nature of the relief sought and the reasons why such relief is required on an emergency basis. The application shall also set forth the reasons why the Party is entitled to such relief. Such notice must include a statement certifying that all other Parties have been notified or an explanation of the steps taken in good faith to notify other Parties.

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