Fight later, talk first: how to write a dispute clause that actually saves you money

Arbitration in Nigeria is getting stronger

On 6 March 2026, the Supreme Court decided EMTS Ltd v Afdin Ventures Ltd. It is one of the most arbitration-friendly decisions the Court has given:

• A company that had not signed the arbitration agreement was still bound by it, because it was closely tied to the deal and had received the money.

• An allegation of fraud did not automatically take the dispute out of arbitration. It would only do so if the fraud went to the arbitration agreement itself.

• Courts should not reopen the merits of an award. Their job is to check that the tribunal stayed within its authority.

• The Court decided the appeal despite procedural failings by the appellant, to reassure investors that arbitration in Nigeria need not become an endless road to the Supreme Court.

Even so, look at the timeline. The award was made in September 2022. The application to enforce it was filed in January 2023. The Supreme Court gave its final word in March 2026. That is what “fast” looks like after an arbitration.

The law already gives you better tools

The Arbitration and Mediation Act 2023 replaced the 1988 arbitration law. For the first time, Nigeria’s national arbitration law also covers mediation:

• Settlement agreements reached through mediation are binding and can be enforced in court.

• Nigeria’s law now recognises settlement agreements from international mediations under the Singapore Convention.

• Emergency arbitration is available for urgent relief.

• An arbitration agreement cannot be cancelled except by agreement or with the court’s permission.

Most contracts we review still use none of this. They say “disputes shall be settled amicably, failing which by arbitration”, with no timeline, no named mediator and sometimes no seat.

Our view: use a step clause, with deadlines

A good dispute clause moves the dispute up a ladder, with a fixed time at each rung:

1. Negotiate (14 days). Named senior people from each side, not the managers already in the fight, meet within a fixed time of a written notice.

2. Mediate (30 days). A named mediation centre, such as the Lagos Multi-Door Courthouse, appoints a mediator if the parties cannot agree one. A signed settlement is binding.

3. Arbitrate or litigate. Only if steps 1 and 2 fail. Name the seat, the rules, the number of arbitrators (one for smaller disputes) and the language.

Two additions make it work in practice:

• Each step ends automatically on its date, so no one can use “we are still negotiating” to stall.

• Two carve-outs: urgent relief (an injunction or an emergency arbitrator) can be sought at any time, and an undisputed unpaid invoice can go straight to court for quick recovery. Arbitration is the wrong tool for a debt nobody is disputing.

After EMTS, one more point matters. If a deal has several contracts and several group companies, use the same dispute clause across all of them. Mismatched clauses lead to arguments about which one applies, and the Supreme Court has now shown it will look at who really took part in the deal, not just who signed.

What to do now

• Pull your five most valuable contracts and read the dispute clause in each one.

• At the next renewal, replace vague clauses with a step clause like the one above.

• Check that related contracts in the same deal use the same clause.