Common use of Arbitration; Waiver of Jury Trial Clause in Contracts

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating to this Agreement, the Equipment, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), shall be decided by binding arbitration in accordance with the Arbitration Rules of the American Arbitration Association. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATION.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In The Company and the unlikely event that Broadvoice has Employee agree to the resolution by binding arbitration of all claims, demands, causes of action, disputes, controversies or other matters in question (“claims”) whether or not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief)this Agreement, whether based sounding in contract, tort, tort or otherwise and whether provided by statute or otherwise arising out common law, that the Company may have against the Employee or that the Employee may have against the Company or its parents, subsidiaries and affiliates, and each of the foregoing entities’ respective officers, directors, employees or agents in connection with their capacity as such or relating otherwise; except that this agreement to this Agreementarbitrate shall not limit the Company’s right to seek equitable relief, including injunctive relief and specific performance, and damages in a court of competent jurisdiction. The Company and the Equipment, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), Employee agree that any arbitration shall be decided by binding arbitration in accordance with the Federal Arbitration Act (“FAA”) and, to the extent an issue is not addressed by the FAA, with the then-current National Rules for the Resolution of Employment Disputes of the American Arbitration AssociationAssociation (“AAA”) or such other rules of the AAA as applicable to the claims being arbitrated. This If a party refuses to honor its obligations under this agreement to arbitrate is intended to be given arbitrate, the broadest possible meaning under Applicable Lawsother party may compel arbitration in either federal or state court. The initiation arbitrator shall apply the substantive law of the State of Delaware (excluding Delaware choice-of-law principles that might call for the application of some other state’s law), or federal law, or both as applicable to the claims asserted. The arbitrator shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this agreement to arbitrate, including any claim that all or part of this Agreement is void or voidable and any claim that an issue is not subject to arbitration. The parties agree that venue for arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services will be in accordance with Wilmington, Delaware, and that any arbitration commenced in any other venue will be transferred to Wilmington, Delaware, upon the written request of any party to this Agreement. Disputes about In the arbitrability of any claims and/or event that an arbitration is actually conducted pursuant to this Section 10(m), the scope, enforceability, or validity of this arbitration agreement party in whose favor the arbitrator renders the award shall be decided by an arbitrator. If an agreement entitled to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form have and recover from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each other party will be responsible for its own all costs incurred in the arbitrationand expenses incurred, including arbitration filing fees and reasonable attorneys’ or fees, expert witness fees, and costs actually incurred. The Any and all of the arbitrator’s costs orders, decisions and expenses shall awards may be shared equally between the parties. The arbitration will be conducted in Los Angeles Countyenforceable in, California. Each party will be responsible for paying and judgment upon any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be confirmed and entered in by, any federal or state court of competent having jurisdiction. Nothing in All proceedings conducted pursuant to this Section agreement to arbitrate, including any order, decision or award of the arbitrator, shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interestskept confidential by all parties. Subscriber and Broadvoice agree thatEACH PARTY ACKNOWLEDGES THAT, by entering into this agreementBY SIGNING THIS AGREEMENT, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, SUCH PARTY IS KNOWINGLY AND NOT AS VOLUNTARILY WAIVING ANY RIGHT THAT SUCH PARTY MAY HAVE TO A PLAINTIFF JURY TRIAL OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING A COURT TRIAL OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATIONCOVERED CLAIM ALLEGED BY SUCH PARTY.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days(i) Except as provided in Section 12(n)(ii) below, any claim, dispute, claim or controversy (excluding any Broadvoice claims for injunctive or other equitable relief)arising under, whether based in contractout of, tort, statute or otherwise arising out of or in connection with or relating in relation to this Agreement, Agreement or the Equipment, the ServicesPlan, or the breach any breach, termination or alleged breach of this Agreement (collectively, “Claims”)validity thereof, shall be decided finally determined and settled by binding arbitration in New York, New York in accordance with the Arbitration Rules applicable rules of the American Arbitration Association. This agreement to arbitrate is intended to be given Association in effect at the broadest possible meaning under Applicable Laws. The initiation time of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between judgment upon the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdictionhaving jurisdiction thereof or having jurisdiction over the parties or their assets. Nothing in Any review by an arbitrator pursuant to this Section 12(n) shall be deemed as preventing Broadvoice de novo. Within 20 days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable; provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. Unless and only to the extent prohibited by applicable law, the parties agree to maintain all aspects of any arbitration proceedings, findings and decisions (whether by arbitrator or court) strictly confidential. To the extent permitted by law, the arbitrator’s fees and expenses will be borne equally by each party. In the event that an action is brought to enforce the provisions of this Agreement or the Plan pursuant to this Section 12(n)(i), each party shall pay its own attorneys’ fees and expenses regardless of whether there is a prevailing party in the opinion of the arbitrator deciding such action or the court in which any such arbitration award is entered, provided, that the arbitrator may in its discretion award costs to the Grantee if it determines that to be appropriate. (ii) Notwithstanding the foregoing, (A) the Grantee agrees that it would be difficult to measure any damages caused to the Company and its Affiliates which might result from seeking injunctive any breach by the Grantee of the covenants set forth in Section 7, and that in any event, money damages would be an inadequate remedy for any such breach, and (B) the Company agrees that it would be difficult to measure any damages caused to the Grantee for its breach of Section 7(d). Accordingly, (1) if the Grantee breaches, or proposes to breach, Section 7, the Company and its Affiliates shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party, and (2) if the courts as necessary Company breaches, or proposes to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree thatbreach, by entering into this agreementSection 7(d), Subscriber and Broadvoice are waiving the right Grantee shall be entitled, in addition to all other remedies such party may have, to a trial temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party. (iii) The Grantee and the Company (on behalf of itself and its Affiliates) each consents to jurisdiction in the United States District Court for the Southern District of New York, or if that court is unable to exercise jurisdiction for any reason, the Supreme Court of the State of New York, New York County, in the event of any breach or threatened breach by jury. the Grantee of Section 7, and each waives any other requirement (whether imposed by statute, rule of court, or otherwise) with respect to personal jurisdiction or service of process and waives any objection to jurisdiction based on improper venue or improper jurisdiction. (iv) EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITYRIGHT TO TRIAL, AND NOT AS A PLAINTIFF OR CLASS MEMBER INCLUDING TRIAL BY JURY, IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION PROCEEDING OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES COUNTERCLAIM ARISING OUT OF OR RELATING TO THE MATTERS INCLUDED IN PLAN OR THIS PROVISION TO BINDING NEUTRAL ARBITRATIONAGREEMENT.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment Any proceeding or Services action based upon, arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating related to this Agreement, the Equipment, the Services, Agreement or the breach or alleged breach of this Agreement (collectively, “Claims”), transactions contemplated hereby shall be decided referred to and finally resolved by binding arbitration in accordance with administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the notice of the American Arbitration Association. This agreement to arbitrate arbitration is intended to be given the broadest possible meaning under Applicable Lawssubmitted. The initiation number of an arbitrators shall be three. The arbitration dispute proceedings shall not otherwise prevent Broadvoice or Subscriber from terminating services be conducted in accordance with this AgreementEnglish. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity The law of this arbitration agreement clause shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx)Hong Kong law. The amount arbitration award shall be final and binding on the parties and the parties undertake to carry out any award without delay. A request by a party hereto to a court of any settlement offer made by Subscriber competent jurisdiction for interim measures necessary to preserve such party’s rights, including pre-arbitration attachments or Broadvoice injunctions, shall not be disclosed deemed incompatible with, or a waiver of, this agreement to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdictionarbitrate. Nothing in this Section herein contained shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving affect the right of any party hereto to a trial serve process in any manner permitted by jurylaw or to commence legal proceedings or otherwise proceed against any other party hereto in any other jurisdiction, in each case, to enforce judgments obtained in any action, suit or proceeding brought pursuant to this Section 5.5. ALL CLAIMS MUST BE BROUGHT IN EACH PARTY HERETO ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE UNDER THIS AGREEMENT AND THE PARTIES’ INDIVIDUAL CAPACITYTRANSACTIONS CONTEMPLATED HEREBY IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND NOT AS THEREFORE EACH SUCH PARTY HEREBY IRREVOCABLY, UNCONDITIONALLY AND VOLUNTARILY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A PLAINTIFF OR CLASS MEMBER TRIAL BY JURY IN RESPECT OF ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION SUIT OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATIONTRANSACTIONS CONTEMPLATED HEREBY.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES(a) It is the intention of the Reinsurer and the Ceding Company that the customs and practices of the insurance and reinsurance industry will be given full effect in the operation and interpretation of this Agreement. In The parties agree to act in all matters with the unlikely event that Broadvoice has utmost good faith. However, if the Reinsurer and the Ceding Company cannot been able to mutually resolve a dispute it has regarding Subscriber’s Equipment or Services arising that arises out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating relates to this Agreement, including the Equipmentvalidity of this Agreement, and the dispute cannot be resolved through the negotiation process, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), shall dispute will be decided finally settled by binding arbitration in accordance with the Arbitration Rules provisions of this Section 10.02. (b) To initiate arbitration, either the Ceding Company or the Reinsurer will notify the other party by certified mail of its desire to arbitrate, stating the nature of the American Arbitration Association. This agreement dispute and the remedy sought. (c) Any arbitration pursuant to arbitrate is intended this Section 10.02 will be conducted before a panel of three (3) arbitrators who will be current or former officers of life insurance or life reinsurance companies other than the parties to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute this Agreement, their Affiliates or subsidiaries, or other professionals with experience in life insurance or reinsurance; provided, that such professionals shall not otherwise prevent Broadvoice or Subscriber from terminating have performed services for either party within the previous five (5) years. Each of the arbitrators will be familiar with the prevailing customs and practices for reinsurance in accordance with this Agreementthe life insurance and life reinsurance industry in the United States. Disputes about Each of the arbitrability of any claims and/or parties will appoint one arbitrator and the scope, enforceability, or validity of this arbitration agreement two so appointed will select the third arbitrator who shall be decided by independent and impartial. If either party refuses or fails to appoint an arbitrator within sixty (60) calendar days after the other party has given written notice to such party of its arbitrator appointment, the party that has given notice may appoint the second arbitrator. If an agreement the two arbitrators do not agree on a third arbitrator within thirty (30) calendar days of the appointment of the second arbitrator, then the third arbitrator shall be selected by the XXXXX- U.S. Umpire Selection Procedure (available at xxx.XXXXX-XX.org), subject to resolve the dispute is not reachedarbitrator qualification requirements herein. (d) Each arbitration hearing under this Agreement will be held on the date set by the arbitrators at a mutually agreed upon location. In no event will this date be later than six months after the appointment of the third arbitrator. Notwithstanding Section 13.17, an the arbitration proceeding may shall be commenced governed by downloading or copying a form from Title 9 (Arbitration) of the AAA website United States Code. (xxxx://xxx.xxx.xxx)e) The arbitrators will base their decision on the terms and conditions of this Agreement and the customs and practices of the insurance and reinsurance industries rather than on strict interpretation of the law. The amount decision of the arbitrators will be made by majority rule and will be final and binding on both parties, unless (i) the decision was procured by corruption, fraud or other undue means; (ii) there was evident partiality by an arbitrator or corruption in any of the arbitrators or misconduct prejudicing the rights of any settlement offer made by Subscriber party; or Broadvoice shall not be disclosed (iii) the arbitrators exceeded their powers. Subject to the arbitratorpreceding sentence, neither party may seek judicial review of the decision of the arbitrators. The arbitrators shall enter an award which shall do justice between the parties and the award shall be supported by a reasonably detailed written opinion stating the basis and rationale of the award. The parties agree that the federal courts in the state of domicile of the Ceding Company, or the state courts of such state, have jurisdiction to hear any matter relating to compelling arbitration or enforcing the judgment of an arbitral panel, and the parties hereby consent to such jurisdiction. Each party hereby waives, to the fullest extent permitted by law, any objection it may now or hereafter have to the laying of such venue, or any claim that a proceeding has been brought in an inconvenient forum. In addition, the Ceding Company and Reinsurer hereby consent to service of process out of such courts at the addresses set forth in Section 13.06. (f) Unless the arbitrators decide otherwise, each party will be responsible for bear the expense of its own costs incurred in the arbitrationarbitration activities, including arbitration filing fees its appointed arbitrator and attorneys’ or expert any outside attorney and witness fees. The parties will jointly bear the expense of the third arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATION.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In With the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment exception of equitable relief as noted in Section 8 hereof, any controversy or Services claim arising out of or relating to use this Agreement or the breach thereof (including, without limitation, as to arbitrability), the parties agree that any dispute against any present or former officer, director, employee, agent, attorney, or insurer of the Equipment or Services after 60 daysEmployer, any claimdisputes with respect to Employee’s employment with the Company or the termination of such employment, disputeincluding, without limitation, any claim for alleged discrimination, harassment or retaliation, any alleged violation of any federal, state, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tortgovernmental law, statute or otherwise arising out regulation, or common law claim, shall be submitted to binding individual arbitration (as opposed to class or collective arbitration) pursuant to the Federal Arbitration Act and administered by JAMS under its Employment Arbitration Rules & Procedures then in effect. Employee will be required to pay the initial fees for filing or responding to the arbitration. Beyond the initial filing fee, Employer will bear the burden of its own filing fees and any other fees charged by JAMS, including the Arbitrator’s fees subject to the award of fees as described below. Nothing in this Section shall prevent Employee from filing or maintaining a charge with the United States Equal Employment Opportunity Commission or the National Labor Relations Board, from making a workers’ compensation claim, or from seeking unemployment benefits. Disputes that may not be subject to a pre-dispute arbitration agreement by law (e.g., under the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act) are excluded from this Agreement. The arbitration hearing shall commence within ninety (90) calendar days after the arbitrator is selected, unless the Company and the Employee mutually agree to extend this time period. The arbitration shall take place in connection with the State of California. The arbitrator shall be a licensed attorney or relating retired judge on the JAMS panel of arbitrators (“Arbitrator”). Arbitrator will have full power to give directions and make such orders as the Arbitrator deems just, and to award all remedies that would be available in court. Nonetheless, the Arbitrator explicitly shall not have the authority, power, or right to alter, change, amend, modify, add, or subtract from any provision of this Agreement, the Equipment, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), shall be decided by binding arbitration in accordance with the Arbitration Rules of the American Arbitration Association. This agreement except pursuant to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxxSection 12(a). The amount of any settlement offer made by Subscriber or Broadvoice Arbitrator shall not be disclosed to issue a written decision that sets forth the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees essential findings and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with conclusions upon which the Arbitrator’s rulesaward or decision is based within thirty (30) days after the conclusion of the arbitration hearing. The award rendered by the arbitrator Arbitrator shall be final and binding (absent fraud or manifest error), and any arbitration award may be enforced by judgment entered or vacated in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving The parties each expressly waive the right to a trial jury trial. The Arbitrator shall have discretion to award monetary and other damages, or to award no damages, and to fashion any other relief the Arbitrator deems appropriate, but only to the extent consistent with law. The parties expressly agree that the Arbitrator shall have discretion to award the prevailing party reasonable costs and attorneys’ fees incurred in bringing or defending an action by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITYthe other, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATIONto the fullest extent allowed by law at the time of the arbitration.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a Any dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of under or in connection with or relating to this Agreement, the Equipment, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), shall be decided settled exclusively by binding arbitration arbitration, conducted before an arbitrator in New York, New York in accordance with the Arbitration Rules applicable rules of the American Arbitration AssociationAssociation then in effect. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator Judgment may be entered on the arbitration award in any court having jurisdiction, provided, however, that the Company shall be entitled to seek a restraining order or injunction in any court of competent jurisdictionjurisdiction to prevent any continuation of any violation of the provisions of Sections 6, 7 or 8 of the Agreement and the Executive hereby consents that such restraining order or injunction may be granted without requiring the Company to post a bond. Nothing Only individuals who are (i) lawyers engaged fulltime in the practice of law; and (ii) on the AAA register of arbitrators shall be selected as an arbitrator. Within 20 days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable, provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. The arbitrator’s fees and expenses will be borne equally by each party. In the event that an action is brought to enforce the provisions of this Agreement pursuant to this Section 20, each party shall be deemed as preventing Broadvoice from seeking injunctive pay its own attorney’s fees and expenses regardless of whether in the opinion of the court or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interestsarbitrator deciding such action there is a prevailing party. Subscriber and Broadvoice agree thatEACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL, by entering into this agreementINCLUDING TRIAL BY JURY, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION PROCEEDING OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES COUNTERCLAIM ARISING OUT OF THE MATTERS INCLUDED IN OR RELATING TO THIS PROVISION TO BINDING NEUTRAL ARBITRATIONAGREEMENT.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In Except for claims by either of the unlikely event that Broadvoice has Parties hereto for emergency equitable or injunctive relief which cannot been able be timely addressed through arbitration, the Parties hereby agree to resolve a submit any Claim or dispute it has regarding Subscriber’s Equipment or Services between them, and/or between the Employee and any of the other Releasees who agree(s) to participate in arbitration, including those arising out of the terms of this Agreement and/or any dispute arising out of or relating to use of the Equipment or Services after 60 daysEmployee’s employment with the Company and termination thereof, any claimto private and confidential arbitration by a single, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating to this Agreement, the Equipment, the neutral arbitrator through Judicial Arbitration and Mediation Services, or the breach or alleged breach of this Agreement Inc. (collectively, “ClaimsJAMS”), shall be decided by binding arbitration in accordance with the Arbitration Rules of the American Arbitration Association. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses proceedings shall be shared equally between governed by the parties. The arbitration will be conducted then current JAMS rules governing employment disputes, and shall take place in Los Angeles Orange County, California. Each party will be responsible , which the Employee represents is a convenient location for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rulesEmployee. The award rendered by decision of the arbitrator shall be final and binding on the Parties to this Agreement and any of the other Releasees who agrees to arbitration, and judgment thereon may be entered in any court of competent having jurisdiction. Nothing All costs of the arbitration proceeding or litigation to enforce this Agreement, including attorneys’ fees and witness expense fees, shall be paid as the arbitrator or court awards in accordance with applicable law. To the extent required by law, the Company will advance fees payable to JAMS. Except for claims for emergency equitable or injunctive relief, which cannot be timely addressed through arbitration, this arbitration procedure is intended to be the exclusive method of resolving any claim relating to the obligations set forth in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect Agreement. The Parties hereby waive any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a jury trial on any dispute or Claim covered by jurythis Agreement. ALL CLAIMS MUST BE BROUGHT IN THE PARTIESShould any party to this Agreement pursue any arbitrable claim or dispute by any method other than said arbitration, the responding party shall be entitled to recover from the initiating party all damages, costs, expenses and attorneys’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATIONfees incurred as a result of such action.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event All Parties agree that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment all controversies, claims or Services matter in question arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating to i) this Agreement, (ii) any breach thereof, (iii) the Equipmentrelationship between the Prospect, Broker and Builder, and (iv) any representations of warranties, express or implied, relating to the Property and the residence located thereon (herein referred to collectively as a “Dispute”) shall be submitted to mediation before INITIALED FOR IDENTIFICATION / OWNER BUILDER resorting to binding arbitration. If the need for mediation arises, a mutually acceptable mediator shall be chosen by the parties to the dispute and the cost of mediation services shall be shared equally by the parties to the dispute. If mediation fails to resolve the Dispute, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), Dispute shall be decided by submitted to the American Arbitration Association for binding arbitration under the Construction Industry Arbitration Rules of the AAA. The arbitration shall be governed by Texas law and the U.S. Arbitration Act, 9 U.S.C. §§ 1-16, to the exclusion of any provisions of state law that are inconsistent with application of the Federal Act. The award of the arbitrator shall be rendered in accordance with the Arbitration AAA Rules then in effect. In rendering the award, the arbitrator shall state the reasons therefore, including any computations of the American Arbitration Association. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Lawsactual damages or offsets, if applicable. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of Parties agree to abide by and perform any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may arbitrator. If the non-prevailing Party fails to comply with all aspects of the award within thirty (30) days following issuance of the award, the prevailing Party shall be entered entitled to see enforcement of the award in any court of competent jurisdiction. Nothing If such enforcement becomes necessary, the prevailing Party in this Section such proceeding shall recover its reasonable attorney’s fees in addition to any other relief to which the Party is entitled. This Dispute Resolution provision does not extend to or govern any dispute that may arise under the Construction Agreement between Builder and Prospect, and reference should be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from made to that document for the courts as necessary dispute resolution process applicable to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATIONconstruction-related claims.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES(a) Except as provided in Sections 21(b) and 21(c) below, any dispute, claim or controversy arising under, out of, or in connection with or in relation to this Agreement, or any breach, termination or validity thereof, shall be finally determined and settled by arbitration in New York, New York in accordance with the applicable rules of the American Arbitration Association in effect at the time of arbitration, and judgment upon the award may be entered in any court having jurisdiction thereof or having jurisdiction over the parties or their assets. Any review by an arbitrator pursuant to this Section 21 shall be de novo. Within twenty (20) days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable; provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. Unless and only to the extent prohibited by applicable law, the parties agree to maintain all aspects of any arbitration proceedings, findings and decisions (whether by arbitrator or court) strictly confidential. To the extent permitted by law, the arbitrator’s fees and expenses will be borne equally by each party. In the unlikely event that Broadvoice has not been able an action is brought to resolve enforce the provisions of this Agreement pursuant to this Section 21(a), each party shall pay its own attorneys’ fees and expenses regardless of whether there is a dispute prevailing party in the opinion of the arbitrator deciding such action or the court in which any such arbitration award is entered, provided, that the arbitrator may in its discretion award costs, including reasonable legal fees and expenses, to the Executive if it has regarding Subscriber’s Equipment determines that to be appropriate. (b) Notwithstanding the foregoing, (i) the Executive agrees that it would be difficult to measure any damages caused to the Company and its Affiliates which might result from any breach by the Executive of the Restrictive Covenants, and that in any event, money damages would be an inadequate remedy for any such breach, and (ii) the Company agrees that it would be difficult to measure any damages caused to the Executive for its breach of Section 4.4 of the Executive Severance Plan. Accordingly, (A) if the Executive breaches, or Services proposes to breach, the Restrictive Covenants, the Company and its Affiliates shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party, and (B) if the Company breaches, or proposes to breach, Section 4.4 of the Executive Severance Plan, the Executive shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party. (c) The Executive and the Company (on behalf of itself and its Affiliates) each consents to jurisdiction in the United States District Court for the Southern District of New York, or if that court is unable to exercise jurisdiction for any reason, the Supreme Court of the State of New York, New York County, in the event of any breach or threatened breach by the Executive of the Restrictive Covenants, and each waives any other requirement (whether imposed by statute, rule of court, or otherwise) with respect to personal jurisdiction or service of process and waives any objection to jurisdiction based on improper venue or improper jurisdiction. (d) Each party hereto hereby waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in respect of any suit, action or proceeding arising out of or relating to use of the Equipment or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or other equitable relief), whether based in contract, tort, statute or otherwise arising out of or in connection with or relating to this Agreement, the Equipment, the Services, or the breach or alleged breach of this Agreement (collectively, “Claims”), shall be decided by binding arbitration in accordance with the Arbitration Rules of the American Arbitration Association. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability Each party hereto (i) certifies that no representative, agent or attorney of any claims and/or other party has represented, expressly or otherwise, that such party would not, in the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount event of any settlement offer made by Subscriber action, suit or Broadvoice shall not be disclosed proceeding, seek to enforce the arbitrator. Each foregoing waiver and (ii) acknowledges that it and the other party will be responsible for its own costs incurred in hereto has been induced to enter into this Agreement by, among other things, the arbitration, including arbitration filing fees mutual waiver and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing certifications in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATION21(d).

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In (a) Except as otherwise provided in this Agreement, the unlikely event that Broadvoice has not been able following binding dispute resolution procedures shall be the exclusive means used by the parties to resolve a dispute it has regarding Subscriber’s Equipment or Services all disputes, differences, controversies and claims arising out of or relating to use this Agreement (collectively "DISPUTES"). Any party may, by written notice to the other party, refer any Disputes for resolution in the manner set forth below in this Section 13.2. (b) Any Disputes shall be referred to arbitration under the Comprehensive Arbitration Rules & Procedures of JAMS (the "ARBITRATION ADMINISTRATOR"), as such rules shall be in effect on the Closing Date, except to the extent that such rules are inconsistent with this Section 13.2, in which case this Section shall govern. (c) The parties to a Dispute shall agree on a single arbitrator (the "ARBITRATOR"). The Arbitrator shall be selected by the parties from a roster of arbitrators provided by the Arbitration Administrator. If the parties cannot agree on an Arbitrator within seven (7) days of delivery of the Equipment demand for arbitration ("DEMAND") (or Services after 60 days, any claim, dispute, or controversy (excluding any Broadvoice claims for injunctive or such other equitable relieftime period as the parties may agree), whether based the Arbitration Administrator shall deliver a roster of ten names to the parties. Within seven (7) calendar days of service upon the parties of the list of names, each party may strike three (3) names and shall rank the remaining seven (7) arbitrator candidates in contractorder of preference, tortfrom least to most preferred. The Arbitration Administrator will then appoint the remaining candidate with the highest composite ranking as the Arbitrator, statute or or, in the event of a tie, the Arbitration Administrator will select an Arbitrator from among the tied candidates. (d) Unless otherwise arising out mutually agreed to by the parties to a Dispute, the place of or in connection arbitration shall be Chicago, Illinois. (e) The Federal Arbitration Act shall govern the arbitrability of all Disputes, and the Rules of the Arbitration Administrator shall, to the extent not inconsistent with or relating to this Agreement, govern the Equipmentconduct of the arbitration. To the extent that the Federal Arbitration Act and Rules do not provide an applicable procedure, California law shall govern the Servicesprocedures for arbitration and enforcement of an award, or and then only to the breach or alleged breach extent not inconsistent with the terms of this Agreement (collectively, “Claims”), shall be decided by binding arbitration in accordance with the Arbitration Rules of the American Arbitration Association. This agreement to arbitrate is intended to be given the broadest possible meaning under Applicable Laws. The initiation of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Broadvoice from seeking injunctive or other equitable relief from the courts as necessary to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree that, by entering into this agreement, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THIS PROVISION TO BINDING NEUTRAL ARBITRATION13.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days(i) Except as provided in Section 12(n)(ii) below, any claim, dispute, claim or controversy (excluding any Broadvoice claims for injunctive or other equitable relief)arising under, whether based in contractout of, tort, statute or otherwise arising out of or in connection with or relating in relation to this Agreement, Agreement or the Equipment, the ServicesPlan, or the breach any breach, termination or alleged breach of this Agreement (collectively, “Claims”)validity thereof, shall be decided finally determined and settled by binding arbitration in New York, New York in accordance with the Arbitration Rules applicable rules of the American Arbitration Association. This agreement to arbitrate is intended to be given Association in effect at the broadest possible meaning under Applicable Laws. The initiation time of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between judgment upon the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdictionhaving jurisdiction thereof or having jurisdiction over the parties or their assets. Nothing in Any review by an arbitrator pursuant to this Section 12(n) shall be deemed as preventing Broadvoice de novo. Within twenty (20) days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable; provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. Unless and only to the extent prohibited by applicable law, the parties agree to maintain all aspects of any arbitration proceedings, findings and decisions (whether by arbitrator or court) strictly confidential. To the extent permitted by law, the arbitrator’s fees and expenses will be borne equally by each party. In the event that an action is brought to enforce the provisions of this Agreement or the Plan pursuant to this Section 12(n)(i), each party shall pay its own attorneys’ fees and expenses regardless of whether there is a prevailing party in the opinion of the arbitrator deciding such action or the court in which any such arbitration award is entered, provided, that the arbitrator may in its discretion award costs to the Grantee if it determines that to be appropriate. (ii) Notwithstanding the foregoing, (A) the Grantee agrees that it would be difficult to measure any damages caused to the Company and its Affiliates which might result from seeking injunctive any breach by the Grantee of the covenants set forth in Section 7, and that in any event, money damages would be an inadequate remedy for any such breach, and (B) the Company agrees that it would be difficult to measure any damages caused to the Grantee for its breach of Section 7(d). Accordingly, (1) if the Grantee breaches, or proposes to breach, Section 7, the Company and its Affiliates shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party, and (2) if the courts as necessary Company breaches, or proposes to protect any of Broadvoice’s proprietary interests. Subscriber and Broadvoice agree thatbreach, by entering into this agreementSection 7(d), Subscriber and Broadvoice are waiving the right Grantee shall be entitled, in addition to all other remedies such party may have, to a trial temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party. (iii) The Grantee and the Company (on behalf of itself and its Affiliates) each consents to jurisdiction in the United States District Court for the Southern District of New York, or if that court is unable to exercise jurisdiction for any reason, the Supreme Court of the State of New York, New York County, in the event of any breach or threatened breach by jury. the Grantee of Section 7, and each waives any other requirement (whether imposed by statute, rule of court, or otherwise) with respect to personal jurisdiction or service of process and waives any objection to jurisdiction based on improper venue or improper jurisdiction. (iv) EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITYRIGHT TO TRIAL, AND NOT AS A PLAINTIFF OR CLASS MEMBER INCLUDING TRIAL BY JURY, IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION PROCEEDING OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES COUNTERCLAIM ARISING OUT OF OR RELATING TO THE MATTERS INCLUDED IN PLAN OR THIS PROVISION TO BINDING NEUTRAL ARBITRATIONAGREEMENT.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days(i) Except as provided in Section 11(n)(ii) below, any claim, dispute, claim or controversy (excluding any Broadvoice claims for injunctive or other equitable relief)arising under, whether based in contractout of, tort, statute or otherwise arising out of or in connection with or relating in relation to this Agreement, Agreement or the Equipment, the ServicesPlan, or the breach any breach, termination or alleged breach of this Agreement (collectively, “Claims”)validity thereof, shall be decided finally determined and settled by binding arbitration in New York, New York in accordance with the Arbitration Rules applicable rules of the American Arbitration Association. This agreement to arbitrate is intended to be given Association in effect at the broadest possible meaning under Applicable Laws. The initiation time of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between judgment upon the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdictionhaving jurisdiction thereof or having jurisdiction over the parties or their assets. Nothing in Any review by an arbitrator pursuant to this Section 11(n) shall be deemed as preventing Broadvoice de novo. Within 20 days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable; provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. Unless and only to the extent prohibited by applicable law, the parties agree to maintain all aspects of any arbitration proceedings, findings and decisions (whether by arbitrator or court) strictly confidential. To the extent permitted by law, the arbitrator’s fees and expenses will be borne equally by each party. In the event that an action is brought to enforce the provisions of this Agreement or the Plan pursuant to this Section 11(n)(i), each party shall pay its own attorneys’ fees and expenses regardless of whether there is a prevailing party in the opinion of the arbitrator deciding such action or the court in which any such arbitration award is entered. (ii) Notwithstanding the foregoing, the Grantee agrees that it would be difficult to measure any damages caused to the Company and its Affiliates which might result from seeking injunctive any breach by the Grantee of the covenants set forth in Section 6, and that in any event, money damages would be an inadequate remedy for any such breach. Accordingly, if the Grantee breaches, or proposes to breach, Section 6, the Company and its Affiliates shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party. (iii) The Grantee and the courts as necessary Company (on behalf of itself and its Affiliates) each consents to protect jurisdiction in the United States District Court for the Southern District of New York, or if that court is unable to exercise jurisdiction for any reason, the Supreme Court of Broadvoice’s proprietary interests. Subscriber the State of New York, New York County, in the event of any breach or threatened breach by the Grantee of Section 6, and Broadvoice agree thateach waives any other requirement (whether imposed by statute, by entering into this agreementrule of court or otherwise) with respect to personal jurisdiction or service of process and waives any objection to jurisdiction based on improper venue or improper jurisdiction. (iv) EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITYINCLUDING TRIAL BY JURY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION PROCEEDING OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES COUNTERCLAIM ARISING OUT OF OR RELATING TO THE MATTERS INCLUDED IN PLAN OR THIS PROVISION TO BINDING NEUTRAL ARBITRATIONAGREEMENT. (v) In the event of any conflict between this Section 11(n) and the Arbitration; Waiver of Jury Trial provision set forth in the applicable grant certificate for the Original Option, the Arbitration; Waiver of Jury Trial provision set forth in the applicable grant certificate for the Original Option shall govern.

Arbitration; Waiver of Jury Trial. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES. In the unlikely event that Broadvoice has not been able to resolve a dispute it has regarding Subscriber’s Equipment or Services arising out of or relating to use of the Equipment or Services after 60 days(i) Except as provided in Section 12(n)(ii) below, any claim, dispute, claim or controversy (excluding any Broadvoice claims for injunctive or other equitable relief)arising under, whether based in contractout of, tort, statute or otherwise arising out of or in connection with or relating in relation to this Agreement, Agreement or the Equipment, the ServicesPlan, or the breach any breach, termination or alleged breach of this Agreement (collectively, “Claims”)validity thereof, shall be decided finally determined and settled by binding arbitration in New York, New York in accordance with the Arbitration Rules applicable rules of the American Arbitration Association. This agreement to arbitrate is intended to be given Association in effect at the broadest possible meaning under Applicable Laws. The initiation time of an arbitration dispute shall not otherwise prevent Broadvoice or Subscriber from terminating services in accordance with this Agreement. Disputes about the arbitrability of any claims and/or the scope, enforceability, or validity of this arbitration agreement shall be decided by an arbitrator. If an agreement to resolve the dispute is not reached, an arbitration proceeding may be commenced by downloading or copying a form from the AAA website (xxxx://xxx.xxx.xxx). The amount of any settlement offer made by Subscriber or Broadvoice shall not be disclosed to the arbitrator. Each party will be responsible for its own costs incurred in the arbitration, including arbitration filing fees and attorneys’ or expert witness fees. The arbitrator’s costs and expenses shall be shared equally between judgment upon the parties. The arbitration will be conducted in Los Angeles County, California. Each party will be responsible for paying any filing, administrative and arbitrator fees in accordance with the Arbitrator’s rules. The award rendered by the arbitrator may be entered in any court of competent jurisdictionhaving jurisdiction thereof or having jurisdiction over the parties or their assets. Nothing in Any review by an arbitrator pursuant to this Section 12(n) shall be deemed as preventing Broadvoice de novo. Within 20 days of the conclusion of the arbitration hearing, the arbitrator shall prepare written findings of fact and conclusions of law. It is mutually agreed that the written decision of the arbitrator shall be valid, binding, final and non-appealable; provided, however, that the parties hereto agree that the arbitrator shall not be empowered to award punitive damages against any party to such arbitration. Unless and only to the extent prohibited by applicable law, the parties agree to maintain all aspects of any arbitration proceedings, findings and decisions (whether by arbitrator or court) strictly confidential. To the extent permitted by law, the arbitrator’s fees and expenses will be borne equally by each party. In the event that an action is brought to enforce the provisions of this Agreement or the Plan pursuant to this Section 12(n)(i), each party shall pay its own attorneys’ fees and expenses regardless of whether there is a prevailing party in the opinion of the arbitrator deciding such action or the court in which any such arbitration award is entered. (ii) Notwithstanding the foregoing, the Grantee agrees that it would be difficult to measure any damages caused to the Company and its Affiliates which might result from seeking injunctive any breach by the Grantee of the covenants set forth in Section 7, and that in any event, money damages would be an inadequate remedy for any such breach. Accordingly, if the Grantee breaches, or proposes to breach, Section 7, the Company and its Affiliates shall be entitled, in addition to all other remedies such party may have, to a temporary, preliminary or permanent injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the non-breaching party from any court having competent jurisdiction over either party. (iii) The Grantee and the courts as necessary Company (on behalf of itself and its Affiliates) each consents to protect jurisdiction in the United States District Court for the Southern District of New York, or if that court is unable to exercise jurisdiction for any reason, the Supreme Court of Broadvoice’s proprietary interests. Subscriber the State of New York, New York County, in the event of any breach or threatened breach by the Grantee of Section 7, and Broadvoice agree thateach waives any other requirement (whether imposed by statute, by entering into this agreementrule of court or otherwise) with respect to personal jurisdiction or service of process and waives any objection to jurisdiction based on improper venue or improper jurisdiction. (iv) EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL, Subscriber and Broadvoice are waiving the right to a trial by jury. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITYINCLUDING TRIAL BY JURY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION PROCEEDING OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE ENTITY or PERSON’S CLAIMS. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES COUNTERCLAIM ARISING OUT OF OR RELATING TO THE MATTERS INCLUDED IN PLAN OR THIS PROVISION TO BINDING NEUTRAL ARBITRATIONAGREEMENT.