Common use of Dispute Resolution and Escalation Clause in Contracts

Dispute Resolution and Escalation. (a) In the event that any dispute, claim or controversy (collectively, a "DISPUTE") arises out of or relates to any provision of this Supply Agreement or the breach, performance or validity of invalidity thereof, an appropriate authorized manager of Buyer and an appropriate authorized manager of Supplier shall attempt a good faith resolution of such Dispute within thirty (30) days after either Party notifies the other Party of such Dispute. If such Dispute is not resolved within thirty (30) days of such notification, such Dispute will be referred for resolution to Supplier's President and Buyer's Chief Executive Office. Should they be unable to resolve such Dispute within thirty (30) days following such referral to them, or within such other time as they may agree, Supplier and Buyer shall submit such Dispute to binding arbitration, initiated and conducted in accordance with the then-existing American Arbitration Association Commercial Arbitration Rules, before a single arbitrator selected jointly by Supplier and Buyer. If Supplier and Buyer cannot agree upon the identity of an arbitrator within ten (10) days after the arbitration process is initiated, then the arbitration shall be conducted before three (3) arbitrators, one (1) selected by Buyer and, one (1) selected by Supplier, and the third selected by the first two. The arbitration shall be conducted in the County of Orange, California and shall be governed by the United States Arbitration Act, 9 USC Sections 116, and judgment upon the award may be entered by any court having jurisdiction thereof. The arbitrator(s) shall have case management authority and shall resolve the Dispute in a final award within one hundred eighty (180) days from the commencement of the arbitration action, subject to any extension of time thereof allowed by the arbitrators upon good cause shown. There shall be no appeal from the arbitral award, except for fraud committed by an arbitrator in carrying out his or her duties under the aforesaid rules; otherwise the Parties irrevocably waive their rights to judicial review of any Dispute arising out of or related to this Supply Agreement. Notwithstanding the foregoing, either Party may pursue immediate equitable relief in the event of a breach of Section 9 or an alleged violation or misappropriation of the intellectual property rights of either Party.

Dispute Resolution and Escalation. Any disagreement that arises between the Parties with respect to any issue or matter in connection with this Agreement (a “Dispute”) will be subject to the following dispute resolution procedures (the “Dispute Resolution Procedures”): (a) Any Party may provide notice of a Dispute to the other Party and the Parties shall attempt to resolve any Dispute informally by meeting as often, for a duration and as promptly as the Parties deem necessary to discuss the Dispute and negotiate in good faith in an attempt to resolve the Dispute. (b) If the Parties cannot resolve the Dispute within 10 Business Days of delivery of notice of Dispute, the Dispute will be referred to non-binding mediation. Each Party will work with the other to select an acceptable mediator and the appropriate rules of mediation, and to work with the mediator to resolve the Dispute. The mediations process shall continue until the Dispute is resolved or until either the mediator makes a finding that there is no possibility of settlement through the mediation or one of the Parties elects not to continue the mediation (“Mediation Termination”). The place of mediation shall be Calgary, Alberta and the language of the mediation shall be English. (c) In the event of Mediation Termination, either Party may at any time thereafter, by written notice to the other Party, require that any dispute, claim or controversy (collectively, a "DISPUTE") arises out of or relates to any provision of this Supply Agreement or the breach, performance or validity of invalidity thereof, an appropriate authorized manager of Buyer and an appropriate authorized manager of Supplier shall attempt a good faith resolution of such Dispute within thirty (30) days after either Party notifies the other Party of such Dispute. If such Dispute is not be resolved within thirty (30) days of such notification, such Dispute will be referred for resolution to Supplier's President and Buyer's Chief Executive Office. Should they be unable to resolve such Dispute within thirty (30) days following such referral to them, or within such other time as they may agree, Supplier and Buyer shall submit such Dispute to binding arbitration, initiated and conducted in accordance with the then-existing American Arbitration Association Commercial Arbitration Rules, on an expedited basis by arbitration before a mutually agreed upon single arbitrator selected jointly by Supplier and Buyerarbitrator. If Supplier and Buyer In the event that the Parties cannot agree on the appointment of an arbitrator, one will be appointed pursuant to the ADRIC Arbitration Rules (as amended, superseded or replaced from time to time) of the ADR Institute of Canada Inc. (d) The arbitration will be conducted in Calgary, Alberta pursuant to the ADRIC Arbitration Rules (as amended, superseded or replaced from time to time) of the ADR Institute of Canada Inc. The arbitrator will issue an arbitral award within 15 Business Days following the date the matter was arbitrated, and any arbitral award will be final, conclusive and binding upon the identity Parties. (e) Each Party shall bear its own costs of an arbitrator within ten (10) days after the arbitration process is initiated, then including one-half of the fees and expenses of the arbitrator unless agreed otherwise as part of the arbitrated resolution. All non-legal costs of the arbitration shall be conducted before three (3) arbitrators, one (1) selected by Buyer and, one (1) selected by Supplier, and divided equally between the third selected by the first two. The arbitration shall be conducted Parties involved in the County Dispute. (f) Notwithstanding anything to the contrary in this Article 13, nothing in this Agreement shall prevent any Party from applying to a court of Orange, California and shall be governed by the United States Arbitration Act, 9 USC Sections 116, and judgment upon the award may be entered by any court having competent jurisdiction thereof. The arbitrator(s) shall have case management authority and shall resolve the Dispute in a for interim and/or interlocutory relief or other interim and/or interlocutory equitable relief pending final award within one hundred eighty (180) days from the commencement of the arbitration action, subject to any extension of time thereof allowed by the arbitrators upon good cause shown. There shall be no appeal from the arbitral award, except for fraud committed by an arbitrator in carrying out his or her duties under the aforesaid rules; otherwise the Parties irrevocably waive their rights to judicial review disposition of any Dispute arising out of or related to this Supply Agreement. Notwithstanding the foregoing, either Party may pursue immediate equitable relief in the event of a breach of Section 9 or an alleged violation or misappropriation of the intellectual property rights of either PartyDispute.

Dispute Resolution and Escalation. Any disagreement that arises between the Parties with respect to any issue or matter in connection with this Agreement (a “Dispute”) will be subject to the following dispute resolution procedure: (a) Any Party may provide notice of a Dispute to the other Party and the Parties shall attempt to resolve any Dispute informally by meeting as often, for a duration and as promptly as the Parties deem necessary to discuss the Dispute and negotiate in good faith in an attempt to resolve the Dispute. (b) If the Parties cannot resolve the Dispute within 10 business days of delivery of notice of Dispute, the Dispute will be referred to non-binding mediation. Each Party will work with the other to select an acceptable mediator and the appropriate rules of mediation, and to work with the mediator to resolve the Dispute. The mediations process shall continue until the Dispute is resolved or until either the mediator makes a finding that there is no possibility of settlement through the mediation or one of the Parties elects not to continue the mediation (“Mediation Termination”). The place of mediation shall be Calgary, Alberta and the language of the mediation shall be English. (c) In the event of Mediation Termination, either Party may at any time thereafter, by written notice to the other Party, require that any dispute, claim or controversy (collectively, a "DISPUTE") arises out of or relates to any provision of this Supply Agreement or the breach, performance or validity of invalidity thereof, an appropriate authorized manager of Buyer and an appropriate authorized manager of Supplier shall attempt a good faith resolution of such Dispute within thirty (30) days after either Party notifies the other Party of such Dispute. If such Dispute is not be resolved within thirty (30) days of such notification, such Dispute will be referred for resolution to Supplier's President and Buyer's Chief Executive Office. Should they be unable to resolve such Dispute within thirty (30) days following such referral to them, or within such other time as they may agree, Supplier and Buyer shall submit such Dispute to binding arbitration, initiated and conducted in accordance with the then-existing American Arbitration Association Commercial Arbitration Rules, on an expedited basis by arbitration before a mutually agreed upon single arbitrator selected jointly by Supplier and Buyerarbitrator. If Supplier and Buyer In the event that the Parties cannot agree on the appointment of an arbitrator, one will be appointed pursuant to the ADRIC Arbitration Rules (as amended, superseded or replaced from time to time) of the ADR Institute of Canada Inc. (d) The arbitration will be conducted in Calgary, Alberta pursuant to the ADRIC Arbitration Rules (as amended, superseded or replaced from time to time) of the ADR Institute of Canada Inc. The arbitrator will issue an arbitral award within 15 business days following the date the matter was arbitrated, and any arbitral award will be final, conclusive and binding upon the identity Parties. (e) Each Party shall bear its own costs of an arbitrator within ten (10) days after the arbitration process is initiated, then including one-half of the fees and expenses of the arbitrator unless agreed otherwise as part of the arbitrated resolution. All non-legal costs of the arbitration shall be conducted before three (3) arbitrators, one (1) selected by Buyer and, one (1) selected by Supplier, and divided equally between the third selected by the first two. The arbitration shall be conducted Parties involved in the County Dispute. (f) Notwithstanding anything to the contrary in this Article 8, nothing in this Agreement shall prevent any Party from applying to a court of Orange, California and shall be governed by the United States Arbitration Act, 9 USC Sections 116, and judgment upon the award may be entered by any court having competent jurisdiction thereof. The arbitrator(s) shall have case management authority and shall resolve the Dispute in a for interim and/or interlocutory relief or other interim and/or interlocutory equitable relief pending final award within one hundred eighty (180) days from the commencement of the arbitration action, subject to any extension of time thereof allowed by the arbitrators upon good cause shown. There shall be no appeal from the arbitral award, except for fraud committed by an arbitrator in carrying out his or her duties under the aforesaid rules; otherwise the Parties irrevocably waive their rights to judicial review disposition of any Dispute arising out of or related to this Supply Agreement. Notwithstanding the foregoing, either Party may pursue immediate equitable relief in the event of a breach of Section 9 or an alleged violation or misappropriation of the intellectual property rights of either PartyDispute.

Dispute Resolution and Escalation. (a) In the event that any dispute, claim or controversy (collectively, a "DISPUTE") arises out of or relates to any provision of this Supply Mexicali Agreement or the breach, performance or validity of invalidity thereof, an appropriate authorized manager of Buyer and an appropriate authorized manager of Supplier shall attempt a good faith resolution of such Dispute within thirty (30) days after either Party notifies the other Party of such Dispute. If such Dispute is not resolved within thirty (30) days of such notification, such Dispute will be referred for resolution to Supplier's President and Buyer's Chief Executive Office. Should they be unable to resolve such Dispute within thirty (30) days following such referral to them, or within such other time as they may agree, Supplier and Buyer shall submit such Dispute to binding arbitration, initiated and conducted in accordance with the then-existing American Arbitration Association Commercial Arbitration Rules, before a single arbitrator selected jointly by Supplier and Buyer. If Supplier and Buyer cannot agree upon the identity of an arbitrator within ten (10) days after the arbitration process is initiated, then the arbitration shall be conducted before three (3) arbitrators, one (1) selected by Buyer and, one (1) selected by Supplier, and the third selected by the first two. The arbitration shall be conducted in the County of Orange, California and shall be governed by the United States Arbitration Act, 9 USC Sections 116, and judgment upon the award may be entered by any court having jurisdiction thereof. The arbitrator(s) shall have case management authority and shall resolve the Dispute in a final award within one hundred eighty (180) days from the commencement of the arbitration action, subject to any extension of time thereof allowed by the arbitrators upon good cause shown. There shall be no appeal from the arbitral award, except for fraud committed by an arbitrator in carrying out his or her duties under the aforesaid rules; otherwise the Parties irrevocably waive their rights to judicial review of any Dispute arising out of or related to this Supply Mexicali Agreement. Notwithstanding the foregoing, either Party may pursue immediate equitable relief in the event of a breach of Section 9 or an alleged violation or misappropriation of the intellectual property rights of either Party. (b) During any period in which the Parties are resolving a Dispute pursuant to this Section 12.3, the Parties shall continue to provide the Devices and Services pursuant to the terms of this Mexicali Agreement; provided, however, that if the Parties jointly determine that any such Devices or Services shall be suspended during the period in which the Parties are resolving a Dispute, then the deadlines and time periods in which such Devices or Services are to be provided pursuant to this Mexicali Agreement (as described herein) shall be extended for the same amount of time as the Devices or Services were suspended.