Introduction

While entering into a transaction, companies often invoke multiple standard terms from other agreements, instead of reproducing all applicable terms in a single contract. Such clauses are not set out in the main contract signed by the parties, but are instead found in separate, pre-existing documents that have been referred to in the main contract, by which the parties agree that the standard terms that have been mentioned, should be considered a part of the main contract. This practice enables faster and smoother implementation of contracts and allows some standard clauses to remain unchanged, thus providing greater certainty to business. However, if the arbitration clause itself is located in a secondary document, it might lead to a dispute (between the parties) regarding the appropriate dispute resolution procedure.Continue Reading Unravelling the Distinction between ‘Reference to’ and ‘Incorporation of’ Arbitration Clauses