All-Talk Stations. In the event that Station falls within the description of an “All- Talk” station set forth on the SESAC Radio Broadcasting All-Talk Amendment for RMLC- Represented Stations (the “All-Talk Amendment”), attached as Exhibit B hereto, LICENSEE may complete the All-Talk Amendment and submit it to SESAC, and subject to SESAC’s right to verify Station’s eligibility under the All-Talk Amendment, LICENSEE will pay license fees in accordance with the terms thereof. If eligible, Station may elect to be licensed on an “All-Talk” basis, and if Station no longer qualifies for the “All-Talk Amendment,” Station shall be licensed on a blanket basis under the terms above, at the beginning of any calendar quarter by providing forty-five (45)-days’ advance written notice to SESAC. If SESAC determines that Station is licensed on an “All-Talk” basis but no longer qualifies for the “All-Talk Amendment,” and there is no good-faith dispute regarding Station’s eligibility for the All-Talk Amendment, then, provided that SESAC gives forty-five (45) days’ advance written notice to LICENSEE, Station shall be licensed on a blanket basis under the terms above, at the beginning of any calendar quarter following the calendar quarter in which SESAC provides notice that Station no longer qualifies for the “All-Talk Amendment.” In the event any dispute between the Parties arises from this Section 4.E of this Agreement, then the Parties shall first negotiate in good faith to attempt to resolve such dispute through negotiations, including escalation of such dispute to representatives of each Party at least one level higher in their organizations than the principal negotiators. Negotiations shall commence upon the date either Party provides notice of such dispute to the other Party (the “Dispute Notice”). If the dispute is not resolved within thirty (30) days following the date of the Dispute Notice, such dispute shall be subject to final binding arbitration as provided herein. The arbitration shall be conducted pursuant to the JAMS Comprehensive Arbitration Rules and Procedures in effect at the time that either Party makes a request for arbitration (the “Arbitration Rules”), and in accordance with the Expedited Procedures in those Arbitration Rules, including Rules 16.1 and 16.2 of those Arbitration Rules, except as modified herein. Arbitrations between the Parties shall take place in New York, New York. The arbitration shall take place before a single neutral arbitrator (the “Arbitrator”) sele...
