Arbitration and Governing Law. (a) Any dispute, controversy or difference which may arise among the parties hereto out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, be settled by mutual consultation in good faith between senior executive officers of the parties having requisite decision making authority. Such mutual consultation shall take place as soon as practicable after the receipt by one party of a written notice from another party describing the dispute, controversy or difference between them. Except as provided in Paragraph 11, in the event that the dispute is not resolved to the satisfaction of such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes. (b) Subject to Paragraph 15(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(a), shall be finally settled under the Rules of the American Arbitration Association (the "Rules") by one or more arbitrators appointed in accordance with the said Rules. Such arbitration shall be held in New York, New York in accordance with the Rules. (c) This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York. (d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of any such arbitration and by whom they shall be paid will be determined as part of the arbitration. Judgment upon such arbitration award may be entered in any court having jurisdiction over the parties or their assets.
Appears in 2 contracts
Samples: Investment Advisory Agreement (Van Kampen Unit Trusts Series 463), Investment Advisory Agreement (Van Kampen Unit Trusts Series 680)
Arbitration and Governing Law. (a) Any dispute, controversy or difference which may arise among the parties hereto out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, be settled by mutual consultation in good faith between senior executive officers of the parties having requisite decision making authority. Such mutual consultation shall take place as soon as practicable after the receipt by one party of a written notice from another party describing the dispute, controversy or difference between them. Except as provided in Paragraph 11Section 10, in the event that the dispute is not resolved to the satisfaction of such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(aSection 14(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(bSection 14(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes.
(b) Subject to Paragraph 15(aSection 14(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(aSection 14(a), shall be finally settled under the Rules of the American Arbitration Association (the "Rules") by one or more arbitrators appointed in accordance with the said Rules. Such arbitration shall be held in New York, New York in accordance with the Rules.
(c) This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York.
(d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of any such arbitration and by whom they shall be paid will be determined as part of the arbitration. Judgment upon such arbitration award may be entered in any court having jurisdiction over the parties or their assets.
Appears in 1 contract
Arbitration and Governing Law. (a) 13.1 Any dispute, controversy or difference which may arise among the parties hereto claim arising out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, shall be finally settled by mutual consultation arbitration in good faith between senior executive officers accordance with the Rules of Arbitration of the parties having requisite decision making authorityInternational Chamber of Commerce. Such mutual consultation The arbitration proceedings shall take place as soon as practicable after in London, the receipt by United Kingdom in the English language. The arbitration tribunal shall be composed of three (3) arbitrators. If there is more than one party of on a written notice from another party describing side in the dispute, controversy or difference between them. Except as provided and they cannot agree on an arbitrator, then the Arbitration Institute shall appoint such upon request from either party on that side in Paragraph 11the dispute.
13.2 Any arbitral tribunal appointed under this Section 13 shall have the power to order that arbitral proceedings under this Agreement may be consolidated with any arbitral proceedings under the Founder Undertakings, and/or that concurrent hearings may be held in respect of any such arbitral proceedings.
13.3 In particular, in the event that arbitration is commenced by the dispute is not resolved Purchaser at the same time both against the Seller under this Agreement and against one or both of the Founders under the Founder Undertakings relating to the satisfaction of same subject matter, it is hereby irrevocably agreed that (a) such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes.
taken to be a single consolidated set of proceedings, and (b) Subject to Paragraph 15(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(a), the Seller and the Founders shall be finally settled under taken to be on the Rules same side of the American Arbitration Association (dispute in such circumstances, and the "Rules") by one or more arbitrators appointed in accordance last sentence of Section 13.1 shall apply accordingly.
13.4 [***]. *** Certain information on this page has been omitted and filed separately with the said RulesSecurities and Exchange Commission. Such arbitration shall be held in New York, New York in accordance Confidential treatment has been requested with respect to the Rulesomitted portions.
(c) 13.5 The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential. This Agreement confidentiality undertaking shall be governed by and construed and enforced cover all information disclosed in accordance with the laws course of such arbitral proceedings, as well as any decision or award that is made or declared during the proceedings, except as is necessary to obtain execution of the State decision or award. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the prior written consent of New Yorkboth Parties.
(d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of 13.6 In case this Agreement, or any such arbitration and by whom they shall be paid will be determined as part of it, is assigned or transferred to a third party, such third party shall automatically be bound by the arbitration. Judgment upon such provisions of this arbitration award may be entered in any court having jurisdiction over the parties or their assetsclause.
Appears in 1 contract
Samples: Share Sale and Purchase Agreement (Hill-Rom Holdings, Inc.)
Arbitration and Governing Law. (a) Any dispute, controversy or difference which may arise among the parties hereto out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, be settled by mutual consultation in good faith between senior executive officers of the parties having requisite decision making authority. Such mutual consultation shall take place as soon as practicable after the receipt by one party of a written notice from another party describing the dispute, controversy or difference between them. Except as provided in Paragraph 11Section 8, in the event that the dispute is not resolved to the satisfaction of such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(aSection 11(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(bSection 11(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes.
(b) Subject to Paragraph 15(aSection 11(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(aSection 11(a), shall be finally settled under the Rules of the American Arbitration Association (the "Rules") by one or more arbitrators appointed in accordance with the said Rules. Such arbitration shall be held in New York, New York in accordance with the Rules.
(c) This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York.
(d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of any such arbitration and by whom they shall be paid will be determined as part of the arbitration. Judgment upon such arbitration award may be entered in any court having jurisdiction over the parties or their assets.
Appears in 1 contract
Samples: License Agreement (Van Kampen Unit Trusts Series 478)
Arbitration and Governing Law. (a) Any dispute, controversy or difference which may arise among the parties hereto out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, be settled by mutual consultation in good faith between senior executive officers of the parties having requisite decision making authority. Such mutual consultation shall take place as soon as practicable after the receipt by one party of a written notice from another party describing the dispute, controversy or difference between them. Except as provided in Paragraph 11Section 10, in the event that the dispute is not resolved to the satisfaction of such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(aSection 14(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(bSection 14(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes.
(b) Subject to Paragraph 15(aSection 14(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(aSection 14(a), shall be finally settled under the Rules of the American Arbitration Association (the "Rules") by one or more arbitrators appointed in accordance with the said Rules. Such arbitration shall be held in New YorkChicago, New York Illinois in accordance with the Rules.
(c) This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New YorkIllinois.
(d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of any such arbitration and by whom they shall be paid will be determined as part of the arbitration. Judgment upon such arbitration award may be entered in any court having jurisdiction over the parties or their assets.
Appears in 1 contract
Samples: Investment Advisory Agreement (Van Kampen Unit Trusts Series 496)
Arbitration and Governing Law. (a) 13.1 Any dispute, controversy or difference which may arise among the parties hereto claim arising out of or in connection with this Agreement or any agreement entered into among the parties pursuant to this Agreement or any breach hereof or thereof shall, if possible, shall be finally settled by mutual consultation arbitration in good faith between senior executive officers accordance with the Rules of Arbitration of the parties having requisite decision making authorityInternational Chamber of Commerce. Such mutual consultation The arbitration proceedings shall take place as soon as practicable after in London, the receipt by United Kingdom in the English language. The arbitration tribunal shall be composed of three (3) arbitrators. If there is more than one party of on a written notice from another party describing side in the dispute, controversy or difference between them. Except as provided and they cannot agree on an arbitrator, then the Arbitration Institute shall appoint such upon request from either party on that side in Paragraph 11the dispute.
13.2 Any arbitral tribunal appointed under this Section shall have the power to order that arbitral proceedings under this Agreement may be consolidated with any arbitral proceedings under the Founder Undertakings, and/or that concurrent hearings may be held in respect of any such arbitral proceedings.
13.3 In particular, in the event that arbitration is commenced by the dispute is not resolved Purchaser at the same time both against the Seller under this Agreement and against one or both of the Founders under the Founder Undertakings relating to the satisfaction of same subject matter, it is hereby irrevocably agreed that (a) such parties by such consultation within 90 days of the written notice given to one party pursuant to this Paragraph 15(a), either party to the dispute may initiate the arbitration procedure set forth in Paragraph 15(b) of this Agreement. Such arbitration shall be the exclusive method for resolving any such unresolved disputes.
taken to be a single consolidated set of proceedings, and (b) Subject to Paragraph 15(a), all disputes arising in connection with this Agreement that are not resolved as contemplated by Paragraph 15(a), the Seller and the Founders shall be finally settled under taken to be on the Rules same side of the American Arbitration Association (dispute in such circumstances, and the "Rules") by one or more arbitrators appointed in accordance with the said Rules. Such arbitration last sentence of Section 13.1 shall be held in New York, New York in accordance with the Rulesapply accordingly.
(c) 13.4 [***].
13.5 The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential. This Agreement confidentiality undertaking shall be governed by and construed and enforced cover all information disclosed in accordance with the laws course of such arbitral proceedings, as well as any decision or award that is made or declared during the proceedings, except as is necessary to obtain execution of the State decision or award. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the prior written consent of New Yorkboth Parties.
(d) An arbitration award rendered shall be final and binding upon the parties hereto. The amount of the costs of 13.6 In case this Agreement, or any such arbitration and by whom they shall be paid will be determined as part of it, is assigned or transferred to a third party, such third party shall automatically be bound by the arbitration. Judgment upon such provisions of this arbitration award may be entered in any court having jurisdiction over the parties or their assetsclause.
Appears in 1 contract
Samples: Share Sale and Purchase Agreement (Hill-Rom Holdings, Inc.)