Common use of Arbitration of Disputes Clause in Contracts

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 28 contracts

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.)

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Arbitration of Disputes. (A) Any controversy or claim by you Consultant against Studio Company or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio Company and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you Consultant by Studio Company which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you Consultant by Studio Company (individually and/or collectively, “Claim(s)Claim[s]”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles CountySan Diego, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los AngelesSan Diego, California, in accordance with the Model Employment Procedures provisions of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los AngelesSan Diego, California California, of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s 's showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge Consultant acknowledges and agree agrees that you are Consultant is familiar with and fully understand understands the need for preserving the confidentiality of Studio’s Company's agreements with third parties and compensation of Studio’s Company's employees. Accordingly, you Consultant hereby agree agrees that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your Consultant’s agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you Consultant and/or your Consultant’s representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio Company or youConsultant. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio Company of the arbitrator’s 's decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by StudioCompany. Except as set forth belowherein, should you Consultant or Studio Company pursue any Claim covered by this Paragraph 24 Section by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys' fees incurred as a result of such action. The provisions contained in this Paragraph 24 Section shall survive the termination of your employment with Studiothe consulting services to Company. Notwithstanding anything set forth above, you agree Consultant agrees that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studiothe Company, and therefore, in addition to the procedures set forth above, Studio Company may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions. (B) Waiver of Right to Jury Trial. Each party hereby waives such party’s respective right to a jury trial of any claim or cause of action based upon or arising out of this Agreement. Each party acknowledges that this waiver is a material inducement to each other party hereto to enter into the transaction contemplated hereby; that each other party has already relied upon this waiver in entering into this Agreement; and that each other party will continue to rely on this waiver in their future dealings. Each party warrants and represents that such party has reviewed this waiver with such party’s legal counsel, and that such party has knowingly and voluntarily waived its jury trial rights following consultation with such legal counsel.

Appears in 12 contracts

Samples: Consulting Agreement (National Intelligence Association Inc), Consulting Agreement (Norman Cay Development, Inc.), Consulting Agreement (Appiphany Technologies Holdings Corp)

Arbitration of Disputes. (a) Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, Agreement or the breach thereof, thereof or otherwise arising out of the Employee’s employment or the termination of that employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited towithout limitation, statutory claims based in tort or contractunder local, claims for discrimination under state or federal law, and/or such as any claims for violation of any federalunlawful employment discrimination or harassment whether based on age or otherwise, state or local and common law claims) shall, to the fullest extent permitted by law, statute or regulation), or any claim against you be settled by Studio binding arbitration under the auspices of the Judicial Arbitration and Mediations Services (individually and/or collectively, Claim(s)JAMS”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles CountySan Francisco, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Arbitration Rules and Procedures of JAMS (the American Arbitration Association (collectively, JAMS Rules”) by a neutral ). The arbitrator experienced may grant injunctions and other relief in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterdisputes. The arbitrator shall issue a written decision setting forth administer and conduct any arbitration in accordance with California law, including the award and California Code of Civil Procedure, exclusive of conflict or choice of law rules. To the findings and/or conclusions upon which such award is basedextent that the JAMS Rules conflict with California law, California law shall take precedence. Notwithstanding the foregoing, with respect to applicable substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16). The decision of the arbitrator may shall be entered final, conclusive, and enforced binding on the parties to the arbitration. (b) The Employee and the Company hereby agree to waive their right to have any dispute between them resolved in a court of law by a judge or jury. The Employee and the Company agree that the arbitrator shall have the power to award any remedies available under applicable law, and that the prevailing party in any arbitration shall be entitled to injunctive relief in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm enforce the arbitration award). This Section 18 shall not preclude either party from pursuing a court action for the sole purpose of obtaining a temporary restraining order or a preliminary injunction in circumstances in which such relief is appropriate; provided that any other relief shall be pursued through an arbitration proceeding pursuant to this Section 18. Employee understands that the Company will pay for any administrative or hearing fees charged by the arbitrator or JAMS except that the Employee shall pay any filing fees associated with any arbitration that Employee initiates, unless necessary to confirm such arbitration award after non-payment but only so much of the award for filing fee as Employee would have instead paid had Employee filed a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit complaint in a court of competent jurisdiction law. (c) Employee agrees that Employee will not assert class action or representative action claims against the Company in arbitration or otherwise, nor will Employee join or serve as a member of a class action or representative action, and Employee agrees that Employee will only submit Employee’s own, individual claims in arbitration and will not seek to seek represent the interests of any other person. (d) Employee understands that this Agreement does not prohibit Employee from pursuing an administrative claim with a Temporary Restraining Order and/or preliminary local, state or permanent injunction federal administrative body or other equitable relief to prevent a breach or contemplated breach government agency (i.e. Equal Employment Opportunity Commission, National Relations Board, Department of Fair Employment and Housing, Workers Compensation Board). Employee is, however, precluded from pursuing court action regarding any such provisionsclaim, except as permitted by law.

Appears in 8 contracts

Samples: Employment Agreement (Hortonworks, Inc.), Employment Agreement (Hortonworks, Inc.), Employment Agreement (Hortonworks, Inc.)

Arbitration of Disputes. (a) Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereofits enforcement, arbitrability or interpretation, or because of an alleged breach, default, or misrepresentation in connection with any of its provisions, or arising out of or relating in any way to the Executive’s employment or termination thereof of you by Studio which would give rise to a claim under federalthe same, state or local law (including, but not limited towithout limiting the generality of the foregoing, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for any alleged violation of any federalstatute, state common law or local lawpublic policy, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference final and binding arbitration, to be held in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all ClaimsCalifornia, then upon written demand for arbitration to the other party, which demand shall be made within before a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, Californiasingle arbitrator, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral California Civil Procedure Code §§ 1280 et seq. The arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the partiesparties or, additional depositions may be taken at other locations. In additionif the parties cannot agree, upon then by striking from a party’s showing list of need for additional discovery, arbitrators supplied by the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterAmerican Arbitration Association. The arbitrator shall issue a written decision opinion setting forth the award essential findings and the findings and/or conclusions upon which such the arbitrator’s award is based. The decision of Company will pay the arbitrator’s fees and arbitration expenses and any other costs associated with the arbitration hearing (recognizing that each side bears its own deposition, witness, expert and attorneys’ fees and other expenses as and to the same extent as if the matter were being heard in court). If, however, any party prevails on a statutory claim which affords the prevailing party attorneys’ fees and costs, or if there is a written agreement providing for fees and costs, then the arbitrator may award reasonable fees to the prevailing party. Any dispute as to the reasonableness of any fee or cost shall be entered resolved by the arbitrator. Nothing in this paragraph shall affect the Executive’s or the Company’s ability to seek from a court injunctive or equitable relief. (b) Except as may be necessary to enter judgment upon the award or to the extent required by applicable law, all claims, defenses and enforced in any court proceedings (including, without limiting the generality of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result existence of any such a controversy and the fact that there is an arbitration proceeding) shall be binding but shall not be made public (including by filing treated in a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded confidential manner by the arbitrator), the expenses parties and their counsel, each of their witnessesagents, and employees and all other expenses connected others acting on behalf of or in concert with presenting their Claims them. Without limiting the generality of the foregoing, no one shall divulge to any third party or defense(s)Person not directly involved in the arbitration the content of the pleadings, papers, orders, hearings, trials, or awards in the arbitration, except as may be necessary to enter judgment upon an award as required by applicable law. Other costs Any controversy relating to the arbitration, including, without limiting the generality of the foregoing, to prevent or compel arbitration or to confirm, correct, vacate or otherwise enforce an arbitration award, shall be borne by Studio. Except as set forth belowfiled under seal with the court, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsextent permitted by law.

Appears in 8 contracts

Samples: Change of Control Agreement (Dole Food Co Inc), Change of Control Agreement (Dole Food Co Inc), Change of Control Agreement (Dole Food Co Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Red Bluff, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 4 contracts

Samples: Executive Salary Continuation Agreement (Tehama Bancorp), Executive Salary Continuation Agreement (Tehama Bancorp), Executive Salary Continuation Agreement (Tehama Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)Claim[s]”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 4 contracts

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any Except as otherwise provided in Section 8(i) above and the last sentence of its parent companiesthis Section 9 with respect to equitable proceedings and remedies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the performance or non-performance (actual or alleged) by either party of any of such party’s respective obligations hereunder or any actual or alleged breach thereof, or otherwise arising out of the Executive’s employment or the termination thereof of you that employment (including, without limitation, any claims of unlawful employment discrimination whether based on age or otherwise) shall, to the fullest extent permitted by Studio which would give rise to a claim law, be resolved exclusively by binding arbitration in any forum and form agreed upon by the parties or, in the absence of such an agreement, under federalthe auspices of the American Arbitration Association (“AAA”) in Orange County, state or local law (California in accordance with the Employment Dispute Resolution Rules of the AAA, including, but not limited to, claims based in tort the rules and procedures applicable to the selection of arbitrators. In the event that any Person other than Executive or contractEmployer may be a party with regard to any such controversy or claim, claims for discrimination under state such controversy or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly arbitration subject to such other Person’s agreement thereto. Judgment upon the award rendered by the partiesarbitrator in any such arbitration proceeding may be entered in any court having jurisdiction thereof. Both parties This Section 9 shall attend a mediation conference be specifically enforceable. The reasonable fees and disbursements of the prevailing party’s legal counsel, accountants and experts incurred in Los Angeles County, California and attempt to resolve connection with any and all Claimssuch arbitration proceeding shall be paid by the non-prevailing party in such arbitration proceeding. If the parties are not able to resolve all Claims, then upon written demand for arbitration Notwithstanding anything to the other partycontrary that may be contained in this Section 9, which demand each party shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of bring an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced action in any court of competent jurisdiction by either Studio for the purpose of obtaining a temporary restraining order or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable remedies in circumstances in which such relief to prevent a breach or contemplated breach of such provisionsis appropriate.

Appears in 4 contracts

Samples: Employment Agreement (First Foundation Inc.), Employment Agreement (First Foundation Inc.), Employment Agreement (First Foundation Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion or those matters subject to the provisions of Article 8 hereof, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 4 contracts

Samples: Executive Salary Continuation Agreement (Mid Peninsula Bancorp), Executive Salary Continuation Agreement (Mid Peninsula Bancorp), Executive Salary Continuation Agreement (Mid Peninsula Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 111 pine Street, suite 710, in Los AngelesSan Francisco, California. In the evenx XXXX xx xxxxxx xx xxxxxxxxx xx xxxxxxx xxx xxxxxxxxxxx provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 417 Montgomery Street, in employment lawSan Francisco, licensed to practice law in California, shall conduct thx xxxxxxx xxxxxxxxxxx xxxxxxxx to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Quincy, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 3 contracts

Samples: Executive Salary Continuation Agreement (Plumas Bancorp), Executive Salary Continuation Agreement (Plumas Bancorp), Executive Salary Continuation Agreement (Plumas Bancorp)

Arbitration of Disputes. (a) Any controversy or claim by you against Studio arising out of this Agreement, or any breach of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates)this Agreement, including any controversy or claim arising from, out of or relating to this Agreementa determination of whether specific assets constitute Legacy Assets or Retained Assets or whether specific Liabilities constitute Legacy Liabilities or Retained Liabilities, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly settled by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures Rules of the American Arbitration Association (collectivelythen in effect, “Rules”) as modified by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred this Section 9.13 or by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual further agreement of the parties. (b) Such arbitration shall be conducted in San Diego, additional depositions California. (c) Any judgment upon the award rendered by the arbitrators may be taken at other locationsentered in any court having jurisdiction thereof. In addition, upon a party’s showing of need for additional discovery, the arbitrator The arbitrators shall have discretion the authority to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that award to the extent prevailing party its attorneys' fees and costs incurred in such arbitration. The arbitrators shall not, under any circumstances, have any authority to award punitive, exemplary or similar damages, and may not, in any event, make any ruling, finding or award that does not conform to the arbitrator determines that documents, correspondence terms and conditions of this Agreement. (d) Nothing contained in this Section 9.13 shall limit or other writings (or portions thereof) whether internal or from any third party, relating restrict in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right or power of a party at any time to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced seek injunctive relief in any court and to litigate the issues relevant to such request for injunctive relief before such court (i) to restrain any other party from breaching this Agreement or (ii) for specific enforcement of competent this Section 9.13. The parties agree that any legal remedy available to a party with respect to a breach of this Section 9.13 will not be adequate and that, in addition to all other legal remedies, each party is entitled to an order specifically enforcing this Section 9.13. (e) The parties hereby consent to the jurisdiction by either Studio of the federal courts located in San Diego, California for all purposes under this Agreement. (f) Neither the parties nor the arbitrators may disclose the existence or you. Notwithstanding the foregoing, the result results of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm under this Agreement or any evidence presented during the course of the arbitration awardwithout the prior written consent of the parties, except as required to fulfill applicable disclosure and reporting obligations, or as otherwise required by law. (g) Except as provided in Section 9.13(c), unless necessary each party shall bear its own costs incurred in the arbitration. If any party refuses to confirm such submit to arbitration award after non-payment any dispute required to be submitted to arbitration pursuant to this Section 9.13, and instead commences any other proceeding, including, without limitation, litigation, then the party who seeks enforcement of the award for a period of at least fifteen (15) days after notice obligation to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party arbitrate shall be entitled to recover from the other party all damages, costs, expenses, its attorneys' fees and reasonable outside attorneys’ fees costs incurred as a result of in any such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsproceeding.

Appears in 3 contracts

Samples: Distribution Agreement (Excel Legacy Corp), Distribution Agreement (Excel Realty Trust Inc), Distribution Agreement (Excel Legacy Corp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio dispute between Provider and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) Health Plan shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined settled by final and binding arbitration in San Francisco, Los Angeles, San Diego or Sacramento, California, whichever city is closest to Provider, including any dispute arising out of or related to (a) a Claims Determination (as defined in accordance with Section 8.1 of this Agreement) or a Claims Overpayment or Final Claims Overpayment Determination (as such terms are defined in Section 3.12 of this Agreement) that exceeds the Model Employment Procedures jurisdiction of Small Claims Court and that was reviewed through, but not resolved by, the Appeal Process set forth in Section 8.1 of this Agreement, and (b) other disputes that were reviewed through, but not resolved by, the dispute resolution process set forth in Section 8.4 of this Agreement. The parties agree that (a) timely pursuit and completion of the Appeal Process set forth in Section 8.1 of this Agreement shall be a condition precedent to submitting a demand for arbitration for disputes arising out of or related to Claims Determinations, and (b) timely notice that Provider contests a Claims Overpayment and completion of the Final Claims Overpayment Determination as set forth in Section 3.12 of this Agreement shall be a condition precedent to submitting a demand for arbitration of disputes arising out of or related to Claims Overpayment and Final Claims Overpayment Determinations, and (c) timely pursuit and completion of the dispute resolution process set forth in Section 8.4 of this Agreement shall be a condition precedent to submitting a demand for arbitration of other disputes. Arbitration shall be conducted by and under the Commercial Rules of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterAssociation. The arbitrator shall issue be a written decision setting forth retired judge of the award and State of California, unless otherwise agreed to by the findings and/or conclusions upon which such award is basedparties. The arbitration decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but on both parties. The arbitrator shall be bound by applicable Laws and Regulations and shall issue written findings of fact and conclusions of law. The arbitrator shall have no authority to award damages or provide a remedy that would not be made public (including by filing a petition available to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each prevailing party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction law nor shall the arbitrator have the authority to seek award punitive, incidental, or consequential damages, or to add to, modify, or otherwise refuse to enforce any agreements between the parties. The parties acknowledge that arbitration of a Temporary Restraining Order and/or preliminary dispute under this Agreement may require the disclosure or permanent injunction exchange of confidential or sensitive information. Therefore, the parties agree to enter into protective orders, including without limitation limiting certain discovery documents to “attorney’s eyes only” to the extent possible in view of the context and nature of the dispute and documents to be disclosed. The parties further agree that any and all discovery information disclosed or exchanged as part of an arbitration proceeding shall be used solely within the arbitration of the dispute between the parties and shall not be used for any other equitable relief to prevent a breach or contemplated breach of such provisions.purpose. Within thirty

Appears in 3 contracts

Samples: Provider Agreement, Provider Agreement, Provider Agreement

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at Two Embarcadero Center, Suite 1100, in Los AngelesSan Francisco, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Fresno, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 3 contracts

Samples: Executive Salary Continuation Agreement (Regency Bancorp), Executive Salary Continuation Agreement (Regency Bancorp), Executive Salary Continuation Agreement (Regency Bancorp)

Arbitration of Disputes. Any Except as otherwise provided herein, any dispute or controversy arising from or claim relating to this Agreement, or from any other aspect of Executive's employment or the termination thereof, including but not limited to alleged violations of federal, state, and/or local statutes (for example, claims for discrimination including but not limited to discrimination based on race, sex, sexual orientation, religion, national origin, age, marital status, medical condition as defined under California law, handicap, or disability, and claims relating to leaves of absence mandated by you against Studio state or federal law), breach of any contract or covenant (express or implied), tort claims, violation of public policy, or any other alleged violation of its parent companiesExecutive's statutory, subsidiariescontractual, affiliates or common law rights (and/or and including claims against Company's officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliatesagents), including any controversy which Executive and Company or claim arising fromother party are unable to resolve through direct discussion, out regardless of the kind or relating to this Agreement, the breach thereof, or the employment or termination thereof type of you by Studio which would give rise to a claim under federal, state or local law dispute (including, but not limited to, claims based in tort or contract, excluding claims for workers' compensation or unemployment insurance, administrative charges of employment discrimination under state or federal lawretaliation, and/or and any solely monetary dispute within the jurisdiction of small claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”court) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined decided by final and binding arbitration in the County of Los Angeles, California, State of California in accordance with the Model Employment Procedures of the American Arbitration Association Association's (collectively, “"AAA") National Rules for the Resolution of Employment Disputes (the "Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with "). Executive and Company each have the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled right to be represented by counsel and will have the opportunity with respect to take depositions in Los Angeles, California arbitration of any opposing party or witnesses dispute pursuant to this paragraph. The arbitrator shall be selected by agreement between Executive and Company, but if they do not agree on the selection of an arbitrator within 30 days after the date of the request for arbitration, the arbitrator shall be selected pursuant to the Rules. At the request of either Company or Executive, arbitration proceedings shall be conducted in the utmost secrecy, and, in such party and/or request production of documents case, all documents, testimony and records shall be received, heard, and maintained by the opposing party before arbitrator in secrecy, available for inspection only by Company and Executive and their respective attorneys and experts who shall agree, in advance and in writing, to receive all such information confidentially and to maintain the arbitration hearingsecrecy of such information until such information shall become generally known. By mutual agreement The arbitrator shall have authority to award equitable relief, damages, costs, and fees to the greatest extent permitted by law, including but not limited to any remedy or relief that a court may order. The fees of the parties, additional depositions may arbitrator shall be taken at other locationssplit equally between the Parties. In addition, upon Except for a party’s showing breach or threatened breach of need for additional discoverySection 6 of this Agreement, the arbitrator shall have discretion exclusive authority to order such additional discovery. You acknowledge resolve all claims between the Parties, including but not limited to whether any particular claim is arbitrable and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence whether all or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach part of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary is void or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsunenforceable.

Appears in 3 contracts

Samples: Employment Agreement (Wichita Manufacturing Inc), Employment Agreement (Compass Aerospace Corp), Employment Agreement (Wichita Manufacturing Inc)

Arbitration of Disputes. Any controversy Either party to this Agreement may require the arbitration of any dispute arising under or claim by you against Studio in connection with any matter related to this Agreement or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives related agreement. Such party may initiate or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating require the other party to this Agreementsubmit to arbitration. If legal action has already commenced, the breach thereof, or party seeking arbitration must so notify the employment or termination thereof other party in writing of you by Studio which would give rise to a claim under federal, state or local law such demand within twenty (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation 20) days after the first service of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) process on such party. The arbitration shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California conformity with and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration subject to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final applicable rules and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures procedures of the American Arbitration Association or, at the election of the demanding party, any other form of "alternative dispute resolution" procedure generally recognized in the State of California; e.g., a reference pursuant to California Code of Civil Procedure (collectively, “Rules”"Code") by a neutral arbitrator experienced in employment law, licensed Section 638 and/or reliance upon Section 1280 et. seq. of the Code. Any arbitration shall incorporate Section 1283.05 of the Code with respect to practice law in California, in accordance with the Rules, except as herein specifieddiscovery matters. In no event shall the demand for arbitration All parties agree to be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party (1) subject to the arbitration will be entitled to be represented by counsel jurisdiction and will have the opportunity to take depositions in Los Angeles, California venue of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement in the county in which the principal office of Company is located or any other county in the State of California that may be mutually agreeable to the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, (2) bound by the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding as the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, final decision with respect to Paragraphs 3 the dispute and 8, above(3) may result in irreparable injury to Studio, and therefore, in addition subject to the procedures set forth abovejurisdiction of the Superior Court of the State of California for the purpose of confirmation and enforcement of any award. NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE FOREGOING ARBITRATION OF DISPUTES PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsUNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. YOU HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION TO NEUTRAL ARBITRATION.

Appears in 2 contracts

Samples: Employment Agreement (On Village Communications Inc), Employment Agreement (On Village Communications Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion or those matters subject to the provisions of Article 9 hereof, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 2 contracts

Samples: Executive Salary Continuation Agreement (Mid Peninsula Bancorp), Executive Salary Continuation Agreement (Mid Peninsula Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Bank in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000 xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court courts having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Bakersfield, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 2 contracts

Samples: Change in Control Agreement (San Joaquin Bancorp), Change in Control Agreement (San Joaquin Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or Should either party to this Agreement have any dispute as to any aspect of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereofor arising out of, or related or connected with Executive's termination, compensation, or benefits, or should Executive allege that the Company has violated any of his rights under state or federal employment or termination thereof of you by Studio which would give rise to a claim under federalcivil rights laws or any other laws, state statutes or local law (constitutional provisions, including, but not limited to, claims based the Age Discrimination in tort or contractEmployment Act of 1967, claims for discrimination under state or federal lawthe California Fair Employment and Housing Act, and/or claims for violation the Civil Rights Act of any federal1964, state or local lawthe Americans With Disabilities Act of 1990, statute or regulation)the Federal Family and Medical Leave Act, or any claim against you by Studio (individually and/or collectivelythe California Family Leave Act, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able will submit any such dispute to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angelespursuant to the JAMS/Endispute Arbitration Rules and Procedures for Employment Disputes. Unless another limitations period is expressly mandated by statute, Californiato be timely, in accordance with the Model Employment Procedures any dispute must be referred to arbitration within twelve (12) months of the American Arbitration Association incident or complaint giving rise to the dispute. Disputes not referred to arbitration within such twelve (collectively12) month period shall be deemed waived, “Rules”) by a neutral and the arbitrator experienced in employment lawshall deny any untimely claims. THE PARTIES EXPRESSLY AGREE THAT SUCH ARBITRATION SHALL BE THE EXCLUSIVE REMEDY FOR ANY DISPUTE INVOLVING THIS AGREEMENT, licensed to practice law in CaliforniaTHE EXECUTIVE'S EMPLOYMENT, in accordance with the RulesTERMINATION, except as herein specifiedCOMPENSATION, BENEFITS OR THE VIOLATION OF EXECUTIVE'S CIVIL RIGHTS, AND HEREBY EXPRESSLY WAIVE ANY RIGHT THEY HAVE OR MAY HAVE TO A COURT TRIAL OR A JURY TRIAL OF ANY SUCH DISPUTE. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discoverymaking an award, the arbitrator shall have discretion no power to order such additional discoveryadd to, delete from or modify this Agreement, or to enforce purported unwritten or prior agreements, or to construe implied terms or covenants into the Agreement. You acknowledge and agree It is further agreed by the parties that you are familiar with and fully understand the need venue for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence any arbitration or other writings legal proceedings shall be Santa Xxxxx County, California. This arbitration clause is entered pursuant to, and shall be governed by, the Federal Arbitration Act, but in all other respects this Agreement shall be governed by the provisions of California law. If the Federal Arbitration Act is not applicable then the California Arbitration statute shall govern (or portions thereof) whether internal or from Code of Civil Procedure Section 1280 et seq). In any third partyevent, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party Company shall have pay the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision cost of the arbitrator may and any other type of cost unique to the arbitration setting (e.g., administrative fees in excess of the filing fee Executive would have paid in court). If any one or more provisions of this arbitration clause shall for any Company ------------ Executive ------------ reason be entered and enforced in any court held invalid or unenforceable, it is the specific intent of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any parties that such arbitration provisions shall be binding but shall not be made public (including by filing a petition modified to confirm the arbitration award), unless minimum extent necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, make it or its application valid and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsenforceable.

Appears in 2 contracts

Samples: Employment Agreement (Liquid Audio Inc), Employment Agreement (Liquid Audio Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or (i) In the event of any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim dispute arising from, out of or relating to this Agreement, Agreement or the breach thereof, or the employment or termination thereof parties shall use their best efforts to settle such dispute. If they do not reach a settlement within a period of you by Studio which would give rise to a claim under federalsixty (60) calendar days, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) then the dispute shall be submitted to an impartial mediator (“Mediator”) selected jointly settled by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures Arbitration Rules of the American Arbitration Association (collectively, the RulesAssociation”) then in effect, subject to the limitations stated in this Section 10.08(c). This agreement to arbitrate shall be specifically enforceable under the prevailing arbitration law. Arbitration under this Section 10.08(c) shall be conducted in Los Angeles, California. The parties hereby agree to each request that a reasonable amount of discovery be permitted in the arbitration action. (ii) Any arbitration action under this Section 10.08(c) shall be filed with the Association’s office in Los Angeles, California. The costs owed to the Association and the arbitrators for any arbitration action shall be paid by a neutral arbitrator experienced the party determined by the arbitrators to be the losing party in employment lawthe action or, licensed to practice law in Californiaif no such party is so selected by the arbitrators, in accordance with equal shares by the Rules, except as herein specifiedparties to the controversy. In no event shall the Any demand for arbitration and any answer to such a demand must contain a statement, with respect to each claim alleged therein or answer thereto, indicating such parties’ position with respect to each such claim and the reason therefor. (iii) In all arbitration proceedings pursuant to this Section 10.08(c), the award of the arbitrators shall (A) be made issued in written form, (B) if applicable, designate one of the parties as the losing party owing costs for the arbitration, (C) indicate the arbitrators’ decision with respect to each of the individual claims presented by each party, including the award of any monetary damages, and (D) contain a brief statement of the reasons supporting each decision. (iv) All arbitration proceedings shall be heard and decided by three (3) arbitrators, at least of whom one shall be an attorney. The three (3) arbitrators shall be appointed in the following manner: Within ten (10) calendar days after an arbitration demand or submission has been filed with the date when Association, the institution Association shall submit simultaneously to each party to the dispute an identical list of legal and/or equitable proceedings based upon such Claim would be barred by at least twelve (12) names of persons chosen from the applicable statute Association’s panel of limitationsarbitrators. Each party to the dispute shall have ten (10) calendar days from the mailing date in which to cross off any names to which such party objects, number the remaining names indicating the order of preference, and return the list to the Association. If a party does not return the list within the time specified, all persons named therein shall be deemed acceptable. From among the persons who have been ranked as a preference on all lists, and in accordance with the designated order of mutual preference, the Association shall invite the acceptance of an arbitrator to serve. If the parties fail to agree upon at least one attorney arbitrator and two other arbitrators, or if acceptable arbitrators are unable to act, the Association shall submit a second and, if necessary, a third list of names, subject to the same procedure. If, after three such lists have been submitted, the parties have not agreed upon all three arbitrators, the Association shall have the power to appoint such arbitrators as are needed from other members of the Association’s panel without the submission of any additional lists; provided, however, that (i) those arbitrators, if any, upon whom the parties have agreed and who are able to act, shall be used and (ii) at least one arbitrator shall be an attorney. (v) In all arbitration will be entitled proceedings the arbitrators shall decide the questions in dispute in accordance with the law of the State of California and the Delaware General Corporation Law as provided above. This requirement is not merely directory, but constitutes a limitation upon the powers of the arbitrators. The arbitrators themselves are not to be represented the ultimate judges of whether their decision as to any question in dispute is or is not in accordance with the law of the State of California or the Delaware General Corporation Law. Instead, any such decision shall be subject to review by counsel the state courts of California and will have the opportunity to take depositions federal courts sitting in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsCalifornia.

Appears in 2 contracts

Samples: Stockholders Agreement (Resonant Inc), Exchange Agreement (Resonant Inc)

Arbitration of Disputes. (A) Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectivelybreach of this Agreement, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly settled by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures Rules of the American Arbitration Association (collectivelythen in effect, “Rules”) as modified by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred this Section 3.01 or by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual further written agreement of the parties. (B) Such arbitration shall be conducted in San Diego, additional depositions California. (C) Any judgment upon the award rendered by the arbitrators may be taken at other locationsentered in any court having jurisdiction thereof. In additionThe arbitrators shall not, upon a party’s showing of need for additional discoveryunder any circumstances, the arbitrator shall have discretion any authority to order such additional discovery. You acknowledge award punitive, exemplary or similar damages, and agree may not, in any event, make any ruling, finding or award that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that does not conform to the extent the arbitrator determines that documents, correspondence terms and conditions of this Agreement. (D) Nothing contained in this Section 3.01 shall limit or other writings (or portions thereof) whether internal or from any third party, relating restrict in any way the right or power of a party at any time to your agreements seek injunctive relief in any court and to litigate the issues relevant to such request for injunctive relief before such court (i) to restrain the other party from breaching this Agreement or (ii) for specific enforcement of this Section 3.01. The parties agree that any legal remedy available to a party with third respect to a breach of this Section 3.01 will not be adequate and that, in addition to all other legal remedies, each party is entitled to an order specifically enforcing this Section 3.01. (E) The parties and/or compensation of other employees are necessary hereby consent to the determination jurisdiction of the federal courts located in San Diego, California for all purposes under this Agreement. (F) Neither party nor the arbitrators may disclose the existence or results of any Claimarbitration under this Agreement or any evidence presented during the course of the arbitration without the prior written consent of both parties, you and/or your representatives may discover except as required to fulfill applicable disclosure and examine such documentsreporting obligations, correspondence or other writings only after execution of an appropriate confidentiality agreement. as otherwise required by law. (G) Each party shall have bear its own expenses incurred in the right arbitration. If either party refuses to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought submit to arbitration hereunderany dispute required to be submitted to arbitration pursuant to this Section 3.01, either and instead commences any other proceeding, including, without limitation, litigation, then the party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision who seeks enforcement of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition obligation to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party arbitrate shall be entitled to recover from the other party all damages, costs, expenses, its attorneys' fees and reasonable outside attorneys’ fees costs incurred as a result of in any such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsproceeding.

Appears in 2 contracts

Samples: Asset Management and Disposition Agreement (Pricesmart Inc), Asset Management and Disposition Agreement (Price Enterprises Inc)

Arbitration of Disputes. Any controversy Controversies or claim by you against Studio claims between Seller and Buyer that arise from this Agreement (including any modifications to this Agreement), any document, agreement or procedure related to or delivered in connection with this Agreement or the Property, any violation of this Agreement, or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio claims for damages resulting from any business conducted between Seller and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating Buyer related to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, including claims for discrimination under state injury to persons, property or federal lawbusiness interests (individually, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, an Claim(s)Arbitrable Dispute”) shall be submitted resolved pursuant to an impartial mediator this Section 8.2, which shall survive the Closing. An Arbitrable Dispute shall not include any controversies or claims between Seller and Buyer that arise out of any claims or controversies asserted by any third party against Buyer or Seller in connection with this Agreement or any document, agreement or procedure related to or delivered in connection with this Agreement or the Property. (a) Any controversies or claims between Seller and Buyer that arise from Arbitrable Disputes shall be settled by arbitration in San Francisco, California, under the administration of the American Arbitration Association (the “AAA”) or the Judicial Arbitration and Mediation Service (“MediatorJAMS) ), as selected jointly by the partiesparty initiating arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association current as of the time the demand is made (the “Rules of the AAA”), if not inconsistent with other provisions of this Agreement, and judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction. Both The parties submit to the jurisdiction of the Superior Court of California, County of San Mateo, for purposes of confirming in any such award and entering judgment. The parties further agree that, despite anything to the contrary that may now or hereafter be contained in the Rules of the AAA, this Section 8.2 shall attend control. (b) Either party may initiate the arbitration procedure by delivering a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written notice of demand for arbitration to the other party (“Demand”). Within thirty (30) days after receipt of a Demand from the other party, which demand each party shall appoint one (1) person to hear and decide the dispute. The two (2) persons so chosen shall, within thirty (30) days after their appointment, appoint a third impartial arbitrator. Each appointment of an arbitrator shall be made deemed complete on delivery by the appointing party of a written notice of appointment of that arbitrator to the San Francisco Regional Office of the AAA or JAMS. If either Seller or Buyer fails to designate its arbitrator within the specified period after receipt of the Demand, then the arbitrator designated by the other party shall sit as the sole arbitrator to resolve the Arbitrable Dispute. If the party appointed arbitrators are unable to appoint an impartial arbitrator, the impartial arbitrator shall be appointed under the Rules of the AAA. The arbitrators shall be compensated for their services at a reasonable time after the Claim has arisen, any unresolved Claims shall rate to be determined by the AAA or JAMS, as appropriate. (c) The arbitrators shall have the authority to issue any judgment or order, including punitive damages and equitable relief; provided, however, that the arbitrators’ power to provide equitable relief or specific performance shall not be limited to disputes in connection with the administration of this Agreement and shall not preclude or restrict implementation of the termination provisions of this Agreement. The final majority decision of the three arbitrators shall be final and binding arbitration in Los Angelesconclusive on the parties to this Agreement. The arbitrators shall, Californiaon request of either Seller or Buyer, in accordance with issue a written opinion of their findings of fact and conclusions of law. On receipt by the Model Employment Procedures requesting party of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discoverywritten opinion, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses file with arbitrators a motion to reconsider, and documents for the arbitration hearing. A court reporter arbitrators shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunderthen reconsider the issues raised by the motion and either confirm or change their majority decision, either party which shall then be final and conclusive on the parties. (d) It is specifically contemplated and agreed by the parties that California Code of Civil Procedure Section 1283.05, as it may be entitled amended from time to recover whatever damages would otherwise time, shall be available to that party in any legal proceeding based upon the federal and/or state law incorporated into, made a part of, and made applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained agreement in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and Section 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Wells Real Estate Investment Trust Ii Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s 's showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s 's agreements with third parties and compensation of Studio’s 's employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s 's decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys' fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 2 contracts

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”"Claim[s]") shall be submitted to an impartial mediator ("Mediator") selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, "Rules") by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s 's showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s 's agreements with third parties and compensation of Studio’s 's employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s 's decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys' fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 2 contracts

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.), Employment Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio dispute between Provider and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) Blue Shield shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined settled by final and binding arbitration in San Francisco, Los Angeles, San Diego or Sacramento, California, whichever city is closest to Provider, including any dispute arising out of or related to (a) a Claims Determination (as defined in accordance with Section 8.1 of this Agreement) or a Claims Overpayment or Final Claims Overpayment Determination (as such terms are defined in Section 3.12 of this Agreement) that exceeds the Model Employment Procedures jurisdiction of Small Claims Court and that was reviewed through, but not resolved by, the Appeal Process set forth in Section 8.1 of this Agreement, and (b) other disputes that were reviewed through, but not resolved by, the dispute resolution process set forth in Section 8.4 of this Agreement. The parties agree that (a) timely pursuit and completion of the Appeal Process set forth in Section 8.1 of this Agreement shall be a condition precedent to submitting a demand for arbitration for disputes arising out of or related to Claims Determinations, and (b) timely notice that Provider contests a Claims Overpayment and completion of the Final Claims Overpayment Determination as set forth in Section 3.12 of this Agreement shall be a condition precedent to submitting a demand for arbitration of disputes arising out of or related to Claims Overpayment and Final Claims Overpayment Determinations, and (c) timely pursuit and completion of the dispute resolution process set forth in Section 8.4 of this Agreement shall be a condition precedent to submitting a demand for arbitration of other disputes. Arbitration shall be conducted by and under the Commercial Rules of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterAssociation. The arbitrator shall issue be a written decision setting forth retired judge of the award and State of California, unless otherwise agreed to by the findings and/or conclusions upon which such award is basedparties. The arbitration decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but on both parties. The arbitrator shall be bound by applicable Laws and Regulations and shall issue written findings of fact and conclusions of law. The arbitrator shall have no authority to award damages or provide a remedy that would not be made public (including by filing a petition available to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each prevailing party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction law nor shall the arbitrator have the authority to seek award punitive, incidental, or consequential damages, or to add to, modify, or otherwise refuse to enforce any agreements between the parties. The parties acknowledge that arbitration of a Temporary Restraining Order and/or preliminary dispute under this Agreement may require the disclosure or permanent injunction exchange of confidential or sensitive information. Therefore, the parties agree to enter into protective orders, including without limitation limiting certain discovery documents to “attorney’s eyes only” to the extent possible in view of the context and nature of the dispute and documents to be disclosed. The parties further agree that any and all discovery information disclosed or exchanged as part of an arbitration proceeding shall be used solely within the arbitration of the dispute between the parties and shall not be used for any other equitable relief to prevent a breach or contemplated breach of such provisions.purpose. Within thirty

Appears in 2 contracts

Samples: Independent Provider Agreement, Independent Provider Agreement

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 23 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 23 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 1 contract

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final Employer in its sole and absolute discretion or those matters subject to the provisions of Article 9 hereof, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 111 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. Xx the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Salinas, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Central Coast Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any dispute regarding the termination of its parent companiesEmployee's employment, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or arising from the employment of Employee by Employer or termination thereof of you by Studio which would give rise to a claim under federalits parent or subsidiary corporations, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by resolved through final and binding arbitration in Los AngelesSan Diego, California, California in accordance with the Model Employment Procedures then-existing commercial arbitration rules (the "Rules") of the American Arbitration Association (collectively"AAA"), “Rules”) and judgment upon the award rendered by the arbitrators may be entered in any court having competent jurisdiction thereof; provided, however, that the law applicable to any controversy shall be the law of the State of California, regardless of its or any other jurisdiction's choice of law principles. In any such arbitration, the award or decision shall be rendered by a neutral majority of the members of a Board of Arbitration consisting of three (3) members, one of whom shall be appointed by each party and the third of whom shall be the chairman of the panel and be appointed by mutual agreement of said two party-appointed arbitrators. In the event that either party shall fail to appoint an arbitrator experienced in employment lawwithin ten (10) days after the demand for arbitration, licensed to practice law in California, such arbitrator shall be appointed by the AAA in accordance with the Rules. The arbitration shall take place within forty-five (45) days of the demand for arbitration. The arbitrators shall render their decision in writing to the Employer, except as herein specifiedEmployee and their respective counsel within twenty (20) days of the completion of the arbitration. In no event shall the demand for arbitration be made after the date when the institution of a legal and/or or equitable proceedings proceeding based upon on such Claim a claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party to In the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California event of any opposing party such arbitration, Employee shall bear his or witnesses selected her own costs. However, notwithstanding the above, nothing in this Agreement shall require Employer or its parent or subsidiary corporations to arbitrate any claim involving alleged breaches by such party and/or request production Employee under the Employee and Confidentiality Agreement of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion Employee's obligations to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving maintain the confidentiality of Studio’s agreements with third parties proprietary and compensation of Studio’s employees. Accordingly, you hereby agree that confidential information or to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from assign any third party, relating interests in any way to your agreements with third parties and/or compensation inventions or discoveries of other employees are necessary to Employee during the determination of any Claimemployment relationship, you and/or your representatives may discover and examine Employee acknowledges and agrees that such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party claims may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision subject of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary action seeking legal or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsrelief.

Appears in 1 contract

Samples: Severance Agreement (Alliance Pharmaceutical Corp)

Arbitration of Disputes. 9.1. Any controversy or claim by you against Studio relating to or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of this Agreement or Mark’s employment shall be settled in Orange County, California by arbitration in accordance with JAMS arbitration rules applicable to employment disputes (which may be viewed on line at “xxxx://xxx.xxxxxxx.xxx/rules-employment-arbitration”) (the “JAMS Rules”). Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. Nothing in this Agreement, however, prevents Xxxx from initially submitting a dispute to the California Labor Commissioner, Department of Fair Employment and Housing, the EEOC, or the National Labor Relations Board, as may be required under applicable law. 9.2. For any claims relating to or arising out of any state or federal statute or public policy (“public policy claims”): (a) the substantive and remedial provisions of the statute(s) applicable to the public policy claims shall be available to any party required to arbitrate under this agreement if those provisions would be otherwise available in court; (b) if the JAMS Rules do not already so provide, an employee submitting a public policy claim to arbitration shall be entitled to the full range of discovery provided under California Code of Civil Procedure 1283.05; (c) no employee shall be required to pay costs unique to the arbitration proceeding; and (d) the arbitrator must issue a written award setting forth the essential findings and conclusions on which the award is based. 9.3. The parties recognize and agree that due to the nature of the Company’s business and its affect on interstate commerce, this agreement is governed by the Federal Arbitration Act as well as any applicable state or local law. 9.4. By signing this Agreement, the breach thereofparties agree to have any dispute arising out of this Agreement decided by neutral arbitration as provided by California law and understand that they are giving up any rights he or it might possess to have the dispute litigated in a court or jury trial. By signing this Agreement, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able giving up their judicial rights to resolve all Claimsappeal. If a party refuses to submit to arbitration after agreeing to this provision, then upon written demand for arbitration he or it may be compelled to arbitrate under the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures authority of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution California Code of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterCivil Procedure. The arbitrator shall issue parties’ agreement to this arbitration provision is voluntary. Dated: 10/28/13 Dated: 10/28/13 MONSTER ENERGY COMPANY, a written decision setting forth the award Delaware corporation By: /s/ Xxxx. X. Xxxx Name: Xxxx X. Xxxx By: /s/ Hilton X. Xxxxxxxxxx Name: Hilton X. Xxxxxxxxxx Title: Vice Chairman The following Stock Related Agreements between Xxxx and the findings Company and/or conclusions upon which such award is basedHNC remain in effect:* 1. The decision Stock Option Agreement dated December 1, 2009; 2. Stock Option Agreement dated December 1, 2010; 3. Stock Option Agreement dated March 14, 2014; 4. Restricted Stock Agreement dated June 1, 2011; 5. Restricted Stock Agreement dated September 1, 2011; and 6. Restricted Stock Unit Agreement dated as of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoingSeptember 1, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions2011.

Appears in 1 contract

Samples: Sabbatical Agreement (Monster Beverage Corp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesClaims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question between the Parties to this Agreement arising from, out of or relating to this Agreement, the breach thereof, Agreement or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) Services shall be submitted to an impartial mediator and settled by arbitration conducted in the County of Santa Clara, California, in accordance with the rules then in effect of the American Arbitration Association by three (“Mediator”3) selected jointly arbitrators appointed in accordance with such rules. The award rendered by the partiesarbitrators shall be final and binding, and judgment may be entered upon it in any court having jurisdiction thereof. Both parties Notwithstanding the foregoing, the Parties may apply to any court of competent jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary, without breach of this arbitration agreement and without any abridgment of the powers of the arbitrators. No arbitration arising out of or relating to this Agreement or the Services shall attend include, by consolidation or joinder or in any other manner, an additional person not a mediation conference party hereto, except by written consent signed by the Parties and any other person sought to be joined. Consent to arbitration involving an additional person or persons shall not constitute consent to arbitration of a dispute not described or with a person not named therein. This provision shall be specifically enforceable in Los Angeles County, California and attempt to resolve any and all Claimscourt of competent jurisdiction. If the parties are not able to resolve all Claims, then upon written Notice of demand for arbitration to shall be filed in writing with the other party, which Party to this Agreement and with the American Arbitration Association. The demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures written notice of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specifiedclaim above. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitationslimitations would bar institution of a legal or equitable proceeding based on such claim, dispute, or other matter in question. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los AngelesHowever, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon once a party’s showing of need for additional discoveryclaim is made, the arbitrator statute of limitations shall have discretion be tolled during the thirty (30) day period from the time the claim is filed until the demand for arbitration is filed. If agreed to order such additional discovery. You acknowledge in writing by Xxxxxxx-Xxxxxxx, and agree that you are familiar unless this Agreement has been terminated in accordance with the terms hereof, XXXXX shall carry on the Services and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties maintain its progress during any claim filing and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party XXXXX shall be entitled to recover from continue to receive payments in accordance with this Agreement; provided, however, that if Xxxxxxx-Xxxxxxx does not agree to the other party all damagescontinued performance of the Services by XXXXX, costs, expenses, such Services shall cease and reasonable outside attorneys’ fees incurred as a result no invoices shall be submitted to the AIG Environmental for the contested payment pending the completion of such actionthe arbitration proceeding. The provisions contained in this This Paragraph 24 16.B. shall survive the Project Completion or termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsAgreement.

Appears in 1 contract

Samples: Remediation Agreement (Watkins Johnson Co)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Bank in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 111 Pine Street, Suite 710 in Los AngelesSan Francisco, California. In the event JAMS xx xxxxxx xx xxxxxxxxx xx xxxxxxx xxx xxxxxxxxxxx xxovided for under the terms of this paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 417 Montgomery Street, in employment lawSan Francisco, licensed to practice law in California, shall conduct the bixxxxx xxxxxxxxxxx xxxxxxxx to in accordance this paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court courts having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Bakersfield, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Change in Control Agreement (San Joaquin Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at Xxx Xxxxxxxxxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxx Xxxxxx, San Francisco, California 94104, shall conduct the binding arbitration referred to in employment law, licensed to practice law this Paragraph. Notice of the demand for arbitration shall be filed in California, in accordance writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Red Bluff, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Tehama Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, other than those matters which are to be determined by the Employer or the employment Administrator in their respective sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), located in San Francisco, California. In the event JAMS is unable or termination thereof unwilling to conduct the arbitration provided for under the terms of you by Studio which would give rise to a claim under federal, state or local law this subparagraph 11.1 (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulationc), or any claim against you by Studio (individually and/or collectivelyhas discontinued its business, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) the parties agree that a representative member, selected jointly by the mutual agreement of the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced located in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this subparagraph 11.1 (c). Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discoveryand as applicable, the arbitrator shall have discretion to order such additional discovery. You acknowledge irrespective heirs, beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this subparagraph 11.1 (c) shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Saratoga, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Benefits Agreement (SJNB Financial Corp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at Two Embarcadero Center, Suite 1100, in Los AngelesSan Francisco, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Red Bluff, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Tehama Bancorp)

Arbitration of Disputes. Any controversy Either party to this Agreement may require the arbitration of any dispute arising under or claim by you against Studio in connection with any matter related to this Agreement or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives related agreement. Such party may initiate or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating require the other party to this Agreementsubmit to arbitration. If legal action has already commenced, the breach thereof, or party seeking arbitration must so notify the employment or termination thereof other party in writing of you by Studio which would give rise to a claim under federal, state or local law such demand within twenty (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation 20) days after the first service of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) process on such party. The arbitration shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California conformity with and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration subject to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final applicable rules and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures procedures of the American Arbitration Association or, at the election of the demanding party, any other form of "alternative dispute resolution" procedure generally recognized in the State of California; e.g., a reference pursuant to California Code of Civil Procedure (collectively, “Rules”"Code") by a neutral arbitrator experienced in employment law, licensed Section 638 and/or reliance upon Section 1280 et. seq. of the Code. Any arbitration shall incorporate Section 1283.05 of the Code with respect to practice law in California, in accordance with the Rules, except as herein specifieddiscovery matters. In no event shall the demand for arbitration All parties agree to be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party (1) subject to the arbitration will be entitled to be represented by counsel jurisdiction and will have the opportunity to take depositions in Los Angeles, California venue of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement in the county in which the principal office of Company is located or any other county in the State of California that may be mutually agreeable to the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, (2) bound by the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding as the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, final decision with respect to Paragraphs 3 the dispute and 8, above(3) may result in irreparable injury to Studio, and therefore, in addition subject to the procedures set forth abovejurisdiction of the Superior Court of the State of California for the purpose of confirmation and enforcement of any award. NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE FOREGOING ARBITRATION OF DISPUTES PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. YOU HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION TO NEUTRAL ARBITRATION. EMPLOYEE: THE COMPANY: ON'VILLAGE COMMUNICATIONS, INC. /s/ JACK XXXXXX By:/s/ ROBEXX XXXXXX --------------------------- --------------------------- Jack Xxxxxx Robexx Xxxxxx President and Chief Operating Officer

Appears in 1 contract

Samples: Employment Agreement (On Village Communications Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxxx Xxxxx Xxxxxxx Xxxxxxxxx, in Los AngelesOrange, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 0000 Xxxx Xxxxxx, in employment lawIrvine, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Hemet, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Pacific Community Banking Group)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)Claim[s]”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. Further, the arbitrator shall have the authority to decide any dispute regarding discovery that arises in connection with any Claim. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. In the event the parties fail to agree on the form of a confidentiality agreement, the arbitrator shall have the authority to determine the form of such agreement (provided same is consistent with the terms of this Agreement). Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and Paragraph 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order temporary restraining order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 1 contract

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.)

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Arbitration of Disputes. Any controversy Either party to this Agreement may require the arbitration of any dispute arising under or claim by you against Studio in connection with any matter related to this Agreement or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives related agreement. Such party may initiate or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating require the other party to this Agreementsubmit to arbitration. If legal action has already commenced, the breach thereof, or party seeking arbitration must so notify the employment or termination thereof other party in writing of you by Studio which would give rise to a claim under federal, state or local law such demand within twenty (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation 20) days after the first service of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) process on such party. The arbitration shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California conformity with and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration subject to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final applicable rules and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures procedures of the American Arbitration Association or, at the election of the demanding party, any other form of "alternative dispute resolution" procedure generally recognized in the State of California; e.g., a reference pursuant to California Code of Civil Procedure (collectively, “Rules”"Code") by a neutral arbitrator experienced in employment law, licensed Section 638 and/or reliance upon Section 1280 et. seq. of the Code. Any arbitration shall incorporate Section 1283.05 of the Code with respect to practice law in California, in accordance with the Rules, except as herein specifieddiscovery matters. In no event shall the demand for arbitration All parties agree to be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party (1) subject to the arbitration will be entitled to be represented by counsel jurisdiction and will have the opportunity to take depositions in Los Angeles, California venue of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement in the county in which the principal office of Company is located or any other county in the State of California that may be mutually agreeable to the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, (2) bound by the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding as the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, final decision with respect to Paragraphs 3 the dispute and 8, above(3) may result in irreparable injury to Studio, and therefore, in addition subject to the procedures set forth abovejurisdiction of the Superior Court of the State of California for the purpose of confirmation and enforcement of any award. NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE FOREGOING ARBITRATION OF DISPUTES PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. YOU HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION TO NEUTRAL ARBITRATION. EMPLOYEE: THE COMPANY: ON'VILLAGE COMMUNICATIONS, INC. /s/ JAMEX XXXXXX By: /s/ ROBEXX XXXXXX ---------------------------- ---------------------------- Jamex Xxxxxx Robexx Xxxxxx President and Chief Operating Officer

Appears in 1 contract

Samples: Employment Agreement (On Village Communications Inc)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this AgreementAgreement or the breach or interpretation thereof, other than those matters which are to be determined by the Employer in its sole and absolute discretion, shall be resolved by. binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at I I I Pine Suite, Suite 710, in San Francisco, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under THE terms of this Paragraph, or has discontinued its business, the breach thereofparties agree that a. representative member, or selected by the employment or termination thereof mutual agreement of you by Studio which would give rise to a claim under federalthe parties, state or local law of the American. Arbitration Association (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation"AAA"), or any claim against you by Studio (individually and/or collectivelypresently located at 000 Xxxxxxxxxx Xxxxxx, “Claim(s)”) in San Francisco, California, shall be submitted conduct the binding Arbitration referred to an impartial mediator (“Mediator”) selected jointly by in this Paragraph. Notice of the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to shall be filed in writing with the other partyparty to this Agreement and with JAMS (or AAA, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are NONE, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Agreement (Heritage Oaks Bancorp)

Arbitration of Disputes. Any controversy (If initialed by all parties) Buyer and Seller agree, subject to the exclusions set forth below, that any dispute or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio between Buyer and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereofSeller with respect to, or the employment or termination thereof of you by Studio which would give rise to a claim under federalarising out of, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) this Agreement shall be submitted to an impartial mediator (“Mediator”) selected jointly decided by the parties. Both parties shall attend a mediation conference in Los Angeles Countyneutral, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures California Arbitration Act, Code of Civil Procedure 1280 et seq. and not by court action except as provided by California law for judicial review of arbitration proceedings. The parties to an arbitration may agree in writing to use different rules and/or arbitrator(s). In all other respects, the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, arbitration shall be conducted in accordance with Part III, Title 9 of the Rules, except as herein specifiedCalifornia Code of Civil Procedure. In no event shall Judgment upon the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred award rendered by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions arbitrator(s) may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating entered in any way to your agreements with third court having jurisdiction thereof. The parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for discovery in accordance with the arbitration hearingCode of Civil Procedure § 1283.05. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable Anything herein to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoingcontrary notwithstanding, the result of any such arbitration parties agree that the following procedure shall be binding but shall not be made public (including by filing a petition to confirm govern the arbitration award), unless necessary to confirm such arbitration award after non-payment making of the award by the arbitrator(s): (a) a Tentative Award shall be made by the arbitrator(s) within thirty (30) days following submission of the matter to the arbitrator(s); (b) the Tentative Award shall explain the factual and legal basis for a period the arbitrator’s (or arbitrators’) decision as to each of the principal controverted issues; (c) the Tentative Award shall be in writing unless the parties agree otherwise; provided, however, that if the hearing is concluded within one day, the Tentative Award may be made orally at least the hearing in the presence of the parties; (d) within fifteen (15) days after the Tentative Award has been served or announced, any party may serve objections to the Tentative Award. Upon objections being timely served, the arbitrator(s) may call for additional evidence, oral or written argument, or both. If no objections are filed, the Tentative Award shall become final without further action by the parties or arbitrator(s), and (e) within thirty (30) days after the filing of objections, the arbitrator(s) shall either make the Tentative Award final or modify or correct the Tentative Award, which shall then become final as modified or corrected. The following matters are excluded from arbitration hereunder (a) a judicial or non-judicial foreclosure or other action or proceeding to enforce a deed of trust, mortgage or real property sales contract as defined in Section 2985; (b) an unlawful detainer action; (c) the filing or enforcement of a mechanic’s lien; (d) any matter which is within the jurisdiction of a probate court or small claims court; or (e) an action for bodily injury or wrongful death, or for latent or patent defects to Code of Civil Procedure 337.1 or 337.15 applies. The filing of a judicial action to enable the recording of a notice to Studio of pending action, for order of attachment, receivership, injunction, or other provisional remedies, shall not constitute a waiver of the arbitratorright to arbitrate under this provision. NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE ARBITRATION OF DISPUTES PROVISION TO NEUTRAL ARBITRATION. Buyer’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.Initials: MH Seller’s Initials: WCO

Appears in 1 contract

Samples: Purchase and Sale Agreement (Owens Mortgage Investment Fund a Calif LTD Partnership)

Arbitration of Disputes. Any (a) Each Party is required to notify the other Party, in writing, of any dispute, claim, or controversy arising out of this Agreement. As to disputes related to indemnification, the Parties will provide written notice in accordance with this Agreement. As to all other disputes, the Parties will provide notice in the form of a written description of the basis for the dispute and the remedy sought, delivered in accordance with this Agreement. Other than breaches or claim threatened breaches relating to the obligations set forth in Section 11 (Confidentiality) hereof, if, within thirty (30) days after delivery of the notice, the Parties are unable to resolve the dispute, then any Party may submit the dispute to binding arbitration. (b) Other than breaches or threatened breaches relating to the obligations set forth in Section 12 (Confidentiality) hereof, any dispute, claim, or controversy arising out of this Agreement which cannot be resolved by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates)the Parties as set forth above, including but not limited to Claim for indemnifications made pursuant to Section 13, will be determined by binding arbitration according to the Rules of International Commercial Arbitration of the Arbitration and Mediation Center of the Xxxxxxxx Chamber of Commerce in effect at the time of the arbitration. The number of arbitrators shall be one, the place of the arbitration shall be Santiago, Chile, and the language of the arbitration shall be English. The law governing the agreement shall be the substantive law of the state of California, United States of America. (c) The arbitrator will set a limited time period and establish procedures designed to reduce the cost and time for discovery while allowing the Parties an opportunity, adequate in the sole judgment of the arbitrator, to discover relevant information from the opposing Parties about the subject matter of the dispute. In an arbitration regarding a Claim for indemnification, the decision of the arbitrator as to the validity and amount of any such Claim for indemnification will be subject to the limitations set forth in this Agreement and final, binding, and conclusive upon the Parties. In an arbitration to resolve any other dispute, claim, or controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures decision of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel final, binding, and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based conclusive upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. Parties. (d) The decision of the arbitrator may will be entered written and enforced in any court will be supported by written findings of competent jurisdiction by either Studio fact and conclusions which will set forth the award, judgment, decree or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise order awarded by the arbitrator). As part of such award, the prevailing Party (as determined by the arbitrator) will be awarded legal fees and expenses incurred in conjunction with the dispute and the losing Party will be required to pay the arbitrator’s fees and the administrative fee of their witnesses, the arbitrator. All payments required by the decision of the arbitrator will be made within thirty (30) days after the decision of the arbitrator is rendered. Judgment upon any award rendered by the arbitrator may be entered in any court having jurisdiction. (e) The rights and all other expenses connected with presenting their Claims or defense(sremedies of the Parties hereto will be cumulative (and not alternative). Other costs The Parties agree that, in the event of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach by any Party of this Agreement any of the obligations set forth in Sections 11 (particularlyConfidentiality) hereof for the benefit of any other Party, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, such other Party will be entitled (in addition to the procedures set forth above, Studio any other remedy that may be entitled available to file suit in it) to (i) a court decree or order of competent jurisdiction specific performance to seek a Temporary Restraining Order and/or preliminary or permanent injunction enforce the observance and performance of such covenant, obligation or other equitable relief to prevent a provision, and (ii) an injunction restraining such breach or contemplated threatened breach of such provisionsin an arbitration instituted pursuant to this Section 15.6.

Appears in 1 contract

Samples: Share Exchange Agreement (Power-Save Energy Co)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 100 Xxxx Xxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 400 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding Arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Heritage Oaks Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 500 North State College Boulevard, in Los AngelesOrange, California. In the evenx XXXX xx xxxxxx xx xxxxxxxxx xx conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 2601 Main Street, in employment lawIrvine, licensed to practice law in California, shall conduct the binding arxxxxxxxxx xxxxxxed to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Hemet, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Hemet Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Bank in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc . ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000 xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court courts having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Bakersfield, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Change in Control Agreement (San Joaquin Bancorp)

Arbitration of Disputes. Any controversy or claim by you Consultant against Studio or any of its parent companies, subsidiaries, subsidiaries or affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, or the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you Consultant by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge Consultant acknowledges and agree agrees that you are it is familiar with and fully understand understands the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you Consultant hereby agree agrees that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your its agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you Consultant and/or your its representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or youConsultant. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, witnesses and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you Consultant or Studio pursue any Claim covered by this Paragraph 24 17 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, expenses and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 17 shall survive the termination of your employment with Studiothis Agreement. Notwithstanding anything set forth above, you agree Consultant agrees that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 2 and 87, above) may result in irreparable injury to the Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order temporary restraining order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated threatened breach of such provisions.

Appears in 1 contract

Samples: Consulting Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion or those matters subject to the provisions of Article 9 hereof, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS',), presently located at II I Pine Street, Suite 710, in Los AngelesSan Francisco, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Mid Peninsula Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. (“JAMS”), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively“AAA”), “Rules”) by a neutral arbitrator experienced in employment lawpresently located at 000 Xxxxxxxxxx Xxxxxx, licensed to practice law in San Francisco, California, shall conduct the binding arbitration referred to in accordance this paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Quincy, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s)parties. Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.XXXXX XXXXXXXXXX & LONG PC

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Plumas Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. (“JAMS”), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively“AAA”), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Northern California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Plumas Bancorp)

Arbitration of Disputes. Any controversy or claim by you Consultant against Studio the Company or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio the Company and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment Services or termination thereof of you Consultant by Studio the Company which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you Consultant by Studio the Company (individually and/or collectively, “Claim(s)Claim[s]”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the partiesParties. Both parties Parties shall attend a mediation conference in Los Angeles County, California Nevada and attempt to resolve any and all Claims. If the parties Parties are not able to resolve all Claims, then upon written demand for arbitration to the other partyParty, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, CaliforniaNevada, in accordance with the Model Employment Procedures provisions of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specifiedNevada. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party Party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los AngelesNevada, California of any opposing party Party or witnesses selected by such party Party and/or request production of documents by the opposing party Party before the arbitration hearing. By mutual agreement of the partiesParties, additional depositions may be taken at other locations. In addition, upon a partyParty’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge Consultant acknowledges and agree agrees that you are Consultant is familiar with and fully understand understands the need for preserving the confidentiality of Studiothe Company’s agreements with third parties and compensation of Studiothe Company’s employees. Accordingly, you Consultant hereby agree agrees that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your Consultant’s agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you Consultant and/or your Consultant’s representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party Party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party Party may be entitled to recover whatever damages would otherwise be available to that party Party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio the Company or youConsultant. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio the Company of the arbitrator’s decision. Each party Party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studiothe Company. Except as set forth belowherein, should you the Consultant or Studio Company pursue any Claim covered by this Paragraph 24 19 by any method other than said arbitration, the responding party Party shall be entitled to recover from the other party Party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 19 shall survive the termination of your employment with Studiothe Consultant’s Services to the Company. Notwithstanding anything set forth above, you agree Consultant agrees that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studiothe Company, and therefore, in addition to the procedures set forth above, Studio the Company may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 1 contract

Samples: Consulting Agreement (THC Therapeutics, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. (“JAMS”), presently located at 000 Xxxx Xxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively“AAA”), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding Arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Francisco, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Heritage Oaks Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. (“JAMS”), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively“AAA”), “Rules”) by a neutral arbitrator experienced in employment lawpresently located at 000 Xxxxxxxxxx Xxxxxx, licensed to practice law in San Francisco, California, shall conduct the binding arbitration referred to in accordance this paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Quincy, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Plumas Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration before a representative member, selected by the mutual agreement of the parties, of the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at Two Embarcadero Center, Suite 1100, in Los AngelesSan Francisco, California. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, in accordance with or has discontinued its business, the Model Employment Procedures parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 225 Bush Street, 18th Floor, in employment lawSan Francisco, licensed to practice law in California, shall conxxxx xxx xxxxxxx arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having Jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Red Bluff, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Humboldt Bancorp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Employer in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. ("JAMS"), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively"AAA"), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx, in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in Quincy, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Executive Salary Continuation Agreement (Plumas Bancorp)

Arbitration of Disputes. Any Other than for an action seeking equitable relief, any dispute, claim or controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this AgreementAgreement or the breach, termination, enforcement, interpretation or validity thereof, including (without limitation) the determination of the scope or applicability of this Agreement to arbitrate, or any other dispute, claim or controversy arising out of any interaction between the Company or the Manager (or any of their respective Affiliates), and/or any Member, shall be brought within one year of its accrual and be determined by confidential and binding arbitration in San Francisco County, California, before a single arbitrator. The arbitration shall be administered by JAMS pursuant to its comprehensive arbitration rules and procedures (if the amount in controversy exceeds $250,000) or its streamlined arbitration rules and procedures (if the amount in controversy is less than or equal to $250,000) or, if applicable, pursuant to FINRA’s rules as then in effect. If the arbitration is a class arbitration, the breach aggregate amount, of the purported claims of all putative class members shall be used to determine which rules apply. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The prevailing party in any dispute, claim or controversy shall be entitled to recover its costs of arbitration and reasonable attorneys’ fees thereof. Each party hereby consents to exclusive personal jurisdiction and venue (and waives any objection to venue, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based inconvenient forum) for any dispute, claim or controversy described above in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles San Francisco County, California and attempt to resolve any and all ClaimsCalifornia. If the parties are not able to resolve all ClaimsEACH PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specifiedPROCEEDING OR CLAIM OF ANY NATURE RELATING TO THIS OR ANY TRANSACTION CONTEMPLATED IN CONNECTION THEREWITH. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsTHE PARTIES EACH ACKNOWLEDGE THAT THE FOREGOING WAIVER IS KNOWING AND VOLUNTARY.

Appears in 1 contract

Samples: Limited Liability Company Agreement

Arbitration of Disputes. Any controversy or claim by you Consultant against Studio the Company or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio the Company and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment Services or termination thereof of you Consultant by Studio the Company which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you Consultant by Studio the Company (individually and/or collectively, “Claim(s)Claim[s]”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the partiesParties. Both parties Parties shall attend a mediation conference in Los Angeles County, California Nevada and attempt to resolve any and all Claims. If the parties Parties are not able to resolve all Claims, then upon written demand for arbitration to the other partyParty, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, CaliforniaNevada, in accordance with the Model Employment Procedures provisions of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, and licensed to practice law in California, in accordance with the Rules, except as herein specifiedNevada. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party Party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los AngelesNevada, California of any opposing party Party or witnesses selected by such party Party and/or request production of documents by the opposing party Party before the arbitration hearing. By mutual agreement of the partiesParties, additional depositions may be taken at other locations. In addition, upon a party’s Party's showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge Consultant acknowledges and agree agrees that you are Consultant is familiar with and fully understand understands the need for preserving the confidentiality of Studio’s the Company's agreements with third parties and compensation of Studio’s the Company's employees. Accordingly, you Consultant hereby agree agrees that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your Consultant’s agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you Consultant and/or your Consultant’s representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party Party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party Party may be entitled to recover whatever damages would otherwise be available to that party Party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio the Company or youConsultant. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio the Company of the arbitrator’s 's decision. Each party Party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studiothe Company. Except as set forth belowherein, should you the Consultant or Studio Company pursue any Claim covered by this Paragraph 24 19 by any method other than said arbitration, the responding party Party shall be entitled to recover from the other party Party all damages, costs, expenses, and reasonable outside attorneys' fees incurred as a result of such action. The provisions contained in this Paragraph 24 19 shall survive the termination of your employment with Studiothe Consultant’s Services to the Company. Notwithstanding anything set forth above, you agree Consultant agrees that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studiothe Company, and therefore, in addition to the procedures set forth above, Studio the Company may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 1 contract

Samples: Consulting Agreement (Appiphany Technologies Holdings Corp)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companies, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim arising from, out of or relating to this Agreement, the breach thereof, or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. Further, the arbitrator shall have the authority to decide any dispute regarding discovery that arises in connection with any Claim. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. In the event the parties fail to agree on the form of a confidentiality agreement, the arbitrator shall have the authority to determine the form of such agreement (provided same is consistent with the terms of this Agreement). Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and Paragraph 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order temporary restraining order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisions.

Appears in 1 contract

Samples: Employment Agreement (DreamWorks Animation SKG, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio disputes and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question arising from, out of or relating to this Agreement, Agreement or the breach or interpretation thereof, or the employment or termination thereof of you by Studio other than those matters which would give rise are to a claim under federal, state or local law (including, but not limited to, claims based in tort or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) shall be submitted to an impartial mediator (“Mediator”) selected jointly by the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final the Bank in its sole and absolute discretion, shall be resolved by binding arbitration in Los Angelesbefore a representative member, Californiaselected by the mutual agreement of the parties, in accordance with of the Model Employment Procedures Judicial Arbitration and Mediation Services, Inc. (“JAMS”), presently located at 000 Xxxx Xxxxxx, Xxxxx 000, xx Xxx Xxxxxxxxx, Xxxxxxxxxx. In the event JAMS is unable or unwilling to conduct the arbitration provided for under the terms of this Paragraph, or has discontinued its business, the parties agree that a representative member, selected by the mutual agreement of the parties, of the American Arbitration Association (collectively“AAA”), “Rules”) by a neutral arbitrator experienced presently located at 000 Xxxxxxxxxx Xxxxxx in employment lawSan Francisco, licensed to practice law in California, shall conduct the binding arbitration referred to in accordance this Paragraph. Notice of the demand for arbitration shall be filed in writing with the Rulesother party to this Agreement and with JAMS (or AAA, except as herein specifiedif necessary). In no event shall the demand for arbitration be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute or other matter in question would be barred by the applicable statute of limitations. Each party The arbitration shall be subject to such rules of procedure used or established by JAMS, or if there are none, the arbitration will rules of procedure used or established by AAA. Any award rendered by JAMS or AAA shall be entitled to be represented by counsel final and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of binding upon the parties, additional depositions may be taken at other locations. In additionand as applicable, upon a party’s showing of need for additional discoverytheir respective heirs, the arbitrator shall have discretion to order such additional discovery. You acknowledge beneficiaries, legal representatives, agents, successors and agree that you are familiar with assigns, and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court having jurisdiction thereof. The obligation of competent jurisdiction by either Studio or you. Notwithstanding the foregoingparties to arbitrate pursuant to this clause shall be specifically enforceable in accordance with, and shall be conducted consistently with, the result provisions of any such Title 9 of Part 3 of the California Code of Civil Procedure. Any arbitration hereunder shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award)conducted in San Jose, California, unless necessary otherwise agreed to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsparties.

Appears in 1 contract

Samples: Director Indexed Compensation Benefits Agreement (Heritage Commerce Corp)

Arbitration of Disputes. Any controversy or claim by you against Studio or Except as otherwise provided in this Section 21.26 and except in connection with any determination of its parent companies“market rent” pursuant to any provision of this Lease, subsidiaries, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy (whether in tort or claim contract or other) arising from, out of under or relating to this AgreementLease, the breach thereofsubject matter of this Lease, and/or the transactions contemplated herein or the employment or termination thereof of you by Studio which would give rise to a claim under federal, state or local law related thereto (including, including but not limited to, claims based in tort to the parties' rights to any monies due hereunder or contract, claims for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulationotherwise), or any claim against you by Studio (individually and/or collectively, “Claim(s)”) the parties hereto agree that such controversy shall be submitted to an impartial mediator (“Mediator”) selected jointly settled by the parties. Both parties shall attend a mediation conference in Los Angeles Countyfinal, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to the other party, which demand shall be made within a reasonable time after the Claim has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los AngelesSan Diego, California, administered by and in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The parties hereto agree that the provisions of California Code of Civil Procedure §1283.05, as it may be amended from time to time, shall be incorporated into, made a part of, and made applicable to this arbitration agreement, except to the extent in conflict with any provision of this Section. The arbitrators shall have the authority to award compensatory damages only and shall have no authority to award punitive, exemplary or similar type damages or any form of equitable relief. Only a practicing attorney-at-law licensed to practice in the State of California, with at least 10 years experience in commercial landlord-tenant or other commercial real estate matters, or a judge retired from the bench of either the State or federal courts in California, may be appointed to serve as an arbitrator. The award shall be in writing, signed by the arbitrator (or a majority of the panel of arbitrators), and shall include findings of fact and conclusions of law. The arbitrator(s) shall award to the prevailing party, if any, as determined by the arbitrators, its reasonable fees and costs, including but not limited to arbitrator and administrative fees, in accordance with Section 21.18 of this Lease. Notwithstanding anything in this Section to the Model Employment Procedures contrary, in the event of the American Arbitration Association (collectivelya Default, “Rules”) by Landlord shall be entitled to commence and maintain a neutral arbitrator experienced in employment law, licensed to practice law in California, civil action in accordance with the Rulesunlawful detainer statutes to recover possession of the Premises and damages arising from the Default, except as herein specified. In no event shall and to recover possession of the demand for arbitration be made after the date when the institution of legal and/or equitable proceedings based upon such Claim would be barred by the applicable statute of limitations. Each party Premises and all amounts awarded pursuant to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matter. The arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least fifteen (15) days after notice to Studio of the arbitrator’s decision. Each party shall pay the fees of their respective attorneys (except as otherwise awarded by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other costs of arbitration shall be borne by Studio. Except as set forth below, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, the responding party shall be entitled to recover from the other party all damages, costs, expenses, and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsjudgment.

Appears in 1 contract

Samples: Standard Industrial Lease (Alphatec Holdings, Inc.)

Arbitration of Disputes. Any controversy or claim by you against Studio or any of its parent companiesAll claims, subsidiariesdisputes, affiliates (and/or officers, directors, employees, representatives or agents of Studio and such parent companies, subsidiaries and/or affiliates), including any controversy or claim other matters in question between City and Professional arising from, out of or relating to this Agreement, Agreement or the breach thereof, or including claims of Professional for extra compensation for Services related to the employment or termination thereof Project, shall be decided by arbitration before a single arbitrator in accordance with the provisions of you by Studio which would give rise Sections 1281 to a claim under federal, state or local law 1284.2 of the California Code of Civil Procedure (the “Arbitration Laws”) unless the Parties mutually agree otherwise. The provisions of Section 1283.05 of the Arbitration Laws apply to any arbitration proceeding except as otherwise provided in this Agreement. The arbitrator shall have authority to decide all issues between the Parties including, but not limited to, claims based for extras, delay and liquidated damages, if any, provided for in tort or contractthis Agreement, claims matters involving defects in the work product of the Professional, rights to payment, and whether the necessary procedures for discrimination under state or federal law, and/or claims for violation of any federal, state or local law, statute or regulation), or any claim against you arbitration have been followed. The award rendered by Studio (individually and/or collectively, “Claim(s)”) the arbitrator shall be submitted to an impartial mediator (“Mediator”) selected jointly by final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. Notice of the parties. Both parties shall attend a mediation conference in Los Angeles County, California and attempt to resolve any and all Claims. If the parties are not able to resolve all Claims, then upon written demand for arbitration to shall be filed in writing with the other party, which Party. The demand for arbitration shall be made within a reasonable time after the Claim claim, dispute, or other matter in question has arisen, any unresolved Claims shall be determined by final and binding arbitration in Los Angeles, California, in accordance with the Model Employment Procedures of the American Arbitration Association (collectively, “Rules”) by a neutral arbitrator experienced in employment law, licensed to practice law in California, in accordance with the Rules, except as herein specified. In no event shall the demand for arbitration it be made after the date when the institution of legal and/or or equitable proceedings based upon on such Claim claim, dispute, or other matter in question would be barred by the applicable statute of limitations. Each party to the arbitration will be entitled to be represented by counsel and will have the opportunity to take depositions in Los Angeles, California of any opposing party or witnesses selected by such party and/or request production of documents by the opposing party before the arbitration hearing. By mutual agreement of the parties, additional depositions may be taken at other locations. In addition, upon a party’s showing of need for additional discovery, the arbitrator shall have discretion to order such additional discovery. You acknowledge and agree that you are familiar with and fully understand the need for preserving the confidentiality of Studio’s agreements with third parties and compensation of Studio’s employees. Accordingly, you hereby agree that to the extent the arbitrator determines that documents, correspondence or other writings (or portions thereof) whether internal or from any third party, relating in any way to your agreements with third parties and/or compensation of other employees are necessary to the determination of any Claim, you and/or your representatives may discover and examine such documents, correspondence or other writings only after execution of an appropriate confidentiality agreement. Each party shall have the right to subpoena witnesses and documents for the arbitration hearing. A court reporter shall record all arbitration proceedings. With respect to any Claim brought to arbitration hereunder, either party may be entitled to recover whatever damages would otherwise be available to that party in any legal proceeding based upon the federal and/or state law applicable to the matterlimitation. The Parties shall jointly appoint an arbitrator shall issue a written decision setting forth the award and the findings and/or conclusions upon which such award is based. The decision of the arbitrator may be entered and enforced in any court of competent jurisdiction by either Studio or you. Notwithstanding the foregoing, the result of any such arbitration shall be binding but shall not be made public (including by filing a petition to confirm the arbitration award), unless necessary to confirm such arbitration award after non-payment of the award for a period of at least within fifteen (15) calendar days after notice to Studio of the arbitrator’s decisiondate of giving of the notice of the demand for arbitration. Each party If the Parties are unable to jointly agree upon the appointment of an arbitrator within said fifteen (15) calendar day period, and do not agree in writing to extend said period for a fixed period, then either Party may seek to have the arbitrator appointed by the Superior Court of Stanislaus County in accordance with the Arbitration Laws. If any proceeding is brought to contest the right to arbitrate and it is determined that such right exists, the losing Party shall pay all costs and attorneys' fees incurred by the fees prevailing party. In addition to the other rules of their respective attorneys law which may be applicable to any arbitration hereunder, the following shall apply: (except a) Promptly upon the filing of the arbitration, each Party shall be required to set forth in writing and to serve upon each other Party a detailed statement of its contentions of fact and law. (b) All parties to the arbitration shall be entitled to the discovery procedures as otherwise awarded provided in Section 1283.05 of the California Code of Civil Procedure. (c) The arbitration shall be commenced and conducted as expeditiously as possible consistent with affording reasonable discovery as provided herein. (d) These additional rules shall be implemented and applied by the arbitrator), the expenses of their witnesses, and all other expenses connected with presenting their Claims or defense(s). Other The costs of arbitration shall be borne by Studio. Except the Parties as set forth belowdetermined by the arbitrator, should you or Studio pursue any Claim covered by this Paragraph 24 by any method other than said arbitration, but each Party shall bear its own attorney's fees associated with the responding party shall be entitled to recover from dispute with the other party all damages, costs, expenses, Party and reasonable outside attorneys’ fees incurred as a result of such action. The provisions contained in this Paragraph 24 shall survive the termination of your employment with Studio. Notwithstanding anything set forth above, you agree that any breach or threatened breach of this Agreement (particularly, but without limitation, with respect to Paragraphs 3 and 8, above) may result in irreparable injury to Studio, and therefore, in addition to the procedures set forth above, Studio may be entitled to file suit in a court of competent jurisdiction to seek a Temporary Restraining Order and/or preliminary or permanent injunction or other equitable relief to prevent a breach or contemplated breach of such provisionsarbitration.

Appears in 1 contract

Samples: Service Agreement

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