Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith. (b) If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties. (c) If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client is aware that: (i) Arbitration is final and binding on the Parties. (ii) The Parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law. (iii) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings. (iv) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited. (v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 2 contracts
Samples: Retirement Plan Service Agreement, Retirement Plan Service Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group IRON or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 2 contracts
Samples: Erisa Fiduciary 3(38) Investment Management Agreement, Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group CP or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, be final and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Plan Sponsor by accepting and acknowledging this Agreement represents that performance of the Agreement is within the scope of the activities authorized by the Plan and applicable laws and that he or she is duly authorized to negotiate, enter into, and renew this Agreement on behalf of the Plan. Each party represents to the others that the person executing this Agreement on its behalf is duly authorized and empowered to execute this Agreement. IRON Fiduciary, an offering by Creative Planning, LLC and the Plan Sponsor hereby agree with the provisions set forth in this Agreement and the verification set forth above. The Parties have executed this Agreement as of , 20 , the date set forth aboveEffective Date. By(Date: By: Print Month Day) (YY) Company Name: Title: Title: Company Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY ByCompany Phone: The Leaders Group shall perform Company Fax: Company Email: Is the following Services Company USA-based? c Yes c Other: TIN: DBA: Number of Company Locations: State(s) in which there are Company Locations: Current Designated Investment Alternatives: Current Money Market or Cash Equivalent: Plan Type: Name of Responsible Plan Fiduciary (the person(s) authorized to enter into arrangements for service on behalf of the Plan): Description of Business: (i.e. manufacturing, consulting, etc.) Does the Plan have a pre-existing relationship with IRON or an affiliate? c Yes c No If Yes, please describe: Does the Plan own any IRON affiliated products? c Yes c No If Yes, please list: Assets as of: Projected Annual Cash Flow: Advisor/Broker Name: Phone No.: Email Address: TPA Name: Phone No.: Email Address: Plan Trustee Name: Phone No.: Email Address: Target Date Glidepath Passive – Through Retirement Mutual Fund Series (DEFAULT) Passive To Retirement Mutual Fund Series Active To Retirement Mutual Fund Series Active To Retirement CIT Series Active Through Retirement Mutual Fund Series Active Through Retirement CIT Series Custom To Retirement CIT Series Passive Through Retirement Mutual Fund Series (DEFAULT) Passive To Retirement Mutual Fund Series Stocks Large-Cap Growth Large-Cap Value Mid-Cap (Growth/Blend/Value) Small-Cap (Growth/Blend/Value) Foreign Large-Cap Growth Foreign Large-Cap Value Foreign Small/Mid-Cap (Growth/Blend/Value) Diversified Emerging Markets Large Blend (S&P 500) Index Total Stock Market Index International Stock Market Index Large-Cap Growth Index Large-Cap Value Index Large-Cap Blend (S&P 500) Index Mid-Cap Index Small-Cap Index Total Stock Market Index International Stock Market Index Diversified Emerging Market Index Bonds Ultra-Short-Term Bond Short-Term Government Bond Short-Term Corporate Bond Short-Term Diversified Bond Intermediate-Term Diversified Bond Government-Backed Mortgage Bonds (GNMA) Intermediate-Term Government Bond Inflation-Protected Bond World Bond US Fund Total Bond Market Index US Fund Total International Bond Market Index Ultra-Short-Term Bond Index Short-Term Bond Index Short-Term Corporate Bond Index Total Bond Market Index Intermediate-Term Government Bond Index Government-Backed Mortgage Bond Index Total International Bond Market Index Inflation-Protected Bond Index Alternatives Real Estate Investment Trusts (REITs) High Yield Bonds Convertibles Nontraditional Bond Real Estate Investment Trusts (REITs) Index High Yield Bond Cash Preservation Govt. Money Market Fund (fixed NAV) Stable Value Fund Guaranteed Income Contract Govt. Money Market Fund (fixed NAV) Stable Value Fund Guaranteed Income Contract Asset Allocation Allocation –- 15% to 30% Equity (Conservative) Allocation –- 50% to 70% Equity (Moderate) Allocation –- 85+% Equity (Aggressive) Allocation –- 15% to 30% Equity (Conservative) Allocation –- 50% to 70% Equity (Moderate) Allocation –- 85+% Equity (Aggressive) Please indicate the “investment preference that suits your Plan”). IRON will take investment discretion over all the preferences shown below.
1. Direction for Core Lineup:
2. Direction for Target Date Glidepath, as mutually agreed by The Leaders Group Investment Style, and the Client. Services to be performed shall be checked and initialed by each party.Investment Vehicle:
Appears in 1 contract
Samples: Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employeesThis Agreement contains a pre-dispute arbitration clause, which may arise requires that all claims arising out of transactions or relate to any of the Services provided by The Leaders Group under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and activities affecting Client, whether entered into prior to, on or subsequent to the date hereof, shall ’s account be resolved by negotiation of the through arbitration. The parties acting in good faith.
(b) If the parties are unable to resolve their differences through negotiationacknowledge, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commencedunderstand, and either party may withdraw from agree that: • All parties to this Agreement are giving up the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.
(ii) The Parties are waiving their right to seek remedies xxx each other in court, including the right to jury triala trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed. • Arbitration awards are generally final and binding; a party’s ability to have a court reverse or modify an arbitration award is very limited. • The ability of the extent such a waiver would violate applicable law.
(iii) Pre-arbitration parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than and potentially different in form and scope from court proceedings.
(iv. • The arbitrators do not have to explain the reason(s) The arbitration for their award is not required unless, in an eligible case, a joint request for an explained decision has been submitted by all parties to include factual findings or legal reasoning and any Party’s right the panel at least 20 days prior to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(v) first scheduled hearing date. • The panel of arbitrators will typically may include a minority of arbitrators who were or are affiliated with the securities industry. • The Parties have executed rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court. • The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Agreement. To the extent permitted by law, all controversies which may arise between Client, any affiliates of Client including but not limited to the Plan, Broker Dealer, Registered Representative or any of their affiliated companies concerning any transaction arising out of or relat- ing to any account maintained by Client, or the construction, performance, or breach of this or any other agreement among the parties whether entered into prior to, on or subsequent to the date hereto, shall be submitted to arbitration conducted under the Code of Arbitra- tion Procedure of the Financial Industry Regulatory Authority (“FINRA”). Arbitration must be commenced by service upon Broker Dealer or Representative of a written demand for arbitration or a written notice of intention to arbitrate. Any arbitration pursuant to this Agreement as shall be governed by the FINRA Code of Arbitration Procedure. The award of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform arbitrators, or of the following Services for the Plan (the “Plan”)majority of them, as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked final, and initialed judgment on the award rendered may be entered in any court of competent jurisdiction. A party’s ability to have a court reverse or modify an arbitration award is very limited. This arbitration provision shall not apply where prohibited by each partyregulation or law. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of a putative class action who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; or (ii) the class is decertified; or (iii) Client/Plan is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Agreement except to the extent stated herein.
Appears in 1 contract
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client 13.4.1 The parties desire to finally resolve any and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise all issues and disputes arising out of or relate related to this Agreement or its alleged breach as promptly as practicable and, in any event, before Newpark's independent accountants issue an audit report on their audit of the Services provided by The Leaders Group under this Agreementfinancial statements containing combined operations of Newpark and the Company for the period ending December 31, 1997. Newpark and the Stockholders shall first attempt diligently to resolve any such issue or dispute. They may, if they desire, attempt to mediate the constructiondispute and shall, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Clientif they choose, whether entered into prior to, on or subsequent to do so in accordance with the date hereof, shall be resolved by negotiation Commercial Mediation Rules of the parties acting in good faith.
American Arbitration Association (b) If the parties are unable to resolve their differences through negotiation"AAA"), the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected either as written or as modified by mutual agreement. A written agreement of the parties. Mediation is voluntary once commenced, and either party to undertake mediation may withdraw from the mediation process at its sole discretion be made at any time. The fees of the mediator If arbitration proceedings have been instituted, they shall be borne equally stayed until the mediation process is terminated. Any dispute arising out of or related to this Agreement or its alleged breach that cannot be resolved by mutual agreement (including mutually agreed mediation) shall be resolved exclusively by final and binding arbitration, conducted as expeditiously as possible in the parties.
(c) If City of Houston, Texas, in accordance with the parties are unable to agree on a single mediator or to resolve the issues through mediationprovisions of this Agreement and, to the extent permitted by lawnot inconsistent with such provisions, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless To the extent lawful, the arbitrators, in their discretion, may shorten any time periods or notice periods specified by law, in the interest of timely completing arbitration and issuing their award.
13.4.2 The Stockholders, as one party, or Newpark may initiate arbitration of a dispute by giving the other party written notice of arbitration, which shall specify with reasonable detail (a) the issue in dispute, (b) the claims asserted and (c) the remedy sought by the party invoking arbitration. The arbitration shall be conducted before a single neutral arbitrator if the parties can are able to agree on a single one arbitrator. If they are unable so to agree and do not agree otherwise, the matter arbitration shall be heard conducted by a panel of three neutral arbitrators. None of the arbitrators shall be affiliated in any way with either of the parties or have any direct or indirect financial interest in the outcome of the arbitration. If the parties fail to reach agreement upon a single arbitrator within 5 business days following receipt by one party of the other party's notice of arbitration, one selected by each the initiating party and shall submit in writing to the third other party the name of a neutral arbitrator selected by the initiating party. Within 5 business days after such name is submitted, the other party shall submit to the initiating party in writing the name of a neutral arbitrator selected by such other party and may submit an answering statement. Within 10 days after appointment of the second arbitrator, the two arbitrators so appointed. Judgment upon any award rendered appointed by the arbitrator(s) parties shall final, and may be entered into any court having jurisdictionselect a third neutral arbitrator; the three arbitrators so selected shall finally resolve the dispute. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on If the Parties.
(ii) The Parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iii) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings two arbitrators appointed by the arbitrators is strictly limited.
(v) The panel parties fail before the end of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services said 10 day period to be performed shall be checked and initialed by each party.agree on a
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Newpark Resources Inc)
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group CP or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group CP or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 1 contract
Samples: Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client and The Leaders Group TLG Advisors or its affiliates, including any of The Leaders GroupTLG Advisors’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group TLG Advisors under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group TLG Advisors or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.
(ii) The Parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iii) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group TLG Advisors shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group TLG Advisors and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 1 contract
Samples: Retirement Plan Investment Consulting and Advisory Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group IRON or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed Plan Sponsor by accepting and acknowledging this Agreement as represents that performance of the date Agreement is within the scope of the activities authorized by the Plan and applicable laws and that he or she is duly authorized to negotiate, enter into, and renew this Agreement on behalf of the Plan. Company Name: Company Address: Plan Type: Name of Responsible Plan Fiduciary (the person(s) authorized to enter into arrangements for service on behalf of the Plan) : Company Phone: Company Fax: Company Email: Is the Company USA-based? □ Yes □ Other: TIN: DBA: Number of Company Locations: State(s) in which there are Company Location(s): Current Designated Investment Alternatives: Description of Business: (i.e. manufacturing, consulting, etc.) Does the Plan have a preexisting relationship with IRON Financial or an affiliate? □ Yes □ No If Yes, please describe: Does the Plan own any IRON Financial affiliated products? □ Yes □ No If Yes, please list: Current Money Market or Cash Equivalent: Assets as of: Projected Annual Cash Flow: Sponsor, in its sole discretion, has identified the following Asset Category for the Plan: Comprehensive Asset Category: Equity Large Cap Growth Large Cap Value Mid-Cap Blend Small Cap Blend Foreign Large Blend Foreign Small/Mid Blend Diversified Emerging Markets Fixed Income Ultra-Short Government Bond Short-Term Corporate Bond Intermediate Government Bond Diversified Bond Foreign/International Bond Inflation-Protected Bond Alternatives High-Yield Bond Real Estate (REITs) Convertibles Asset Allocation Conservative Allocation Moderate Allocation Aggressive Allocation Target Date Series Index Fund S&P 500 Index Total Stock Market Index International Equity Index Total Bond Market Index PNN-1238AO 12/2015 Page 12 of 21 ERISA Fiduciary 3(38) Investment Management Agreement IRON shall provide only the services mutually agreed to by IRON and the Sponsor acting on behalf of the Plan. Fees for those services are set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform in the Fee Schedule at Appendix C. Sponsor seeks to engage IRON as an ERISA fiduciary to assist in the following Services activities:
1. Development of an Investment Policy Statement (“IPS”): In connection with the development of the Plan’s IPS, the Sponsor will provide the desired risk-return characteristics for the Plan’s portfolio and other relevant information concerning the Plan’s risk profile. The Sponsor (or an authorized delegate thereof) will determine the asset allocation guidelines for the Plan’s portfolio in consultation with IRON based on the risk profile provided to IRON. IRON will assist the Sponsor in developing an IPS that is consistent with the requirements of ERISA, which will include the asset allocation guidelines and any applicable investment restrictions for the Plan’s portfolio. IRON will review the IPS on an ongoing basis and may recommend modifications to the IPS for the review and approval of the Sponsor as necessary. IRON reserves the right to discontinue its services under the Agreement in the event the IPS includes any conditions or restrictions that are inconsistent with IRON’s ability to perform such services prudently.
2. Implementation of an Asset Allocation Strategy: IRON will implement an asset allocation strategy for the Plan’s portfolio consistent with the asset allocation guidelines and any applicable investment restrictions included in the IPS. Such asset allocation strategy will be based on the risk profile provided by the Sponsor (or an authorized delegate thereof) and any other appropriate considerations made by IRON, such as liquidity, the projected return on investments relative to anticipated cash, and the liability structure of the Plan as discussed with the Sponsor or Plan actuary.
3. Providing Discretionary Investment Management Services: IRON will select one or more investment funds or other similar pooled investment vehicles (“Funds”) for each corresponding asset category within the Plan’s portfolio. The investment allocations for the Plan’s portfolio will be based on the asset allocation strategy implemented by IRON and its investment processes consistent with the Plan’s IPS and ERISA. Such investments may be replaced by IRON as deemed necessary. The long-term investment allocations for the portfolio will be rebalanced in accordance with the applicable asset allocation guidelines as determined by IRON in its discretion as the Plan’s Investment Manager. IRON will not be responsible for the selection or monitoring of any investments for the Plan that are not actually made by IRON on behalf of the Plan in its discretion as the Investment Manager. In no event shall IRON be responsible for the selection or monitoring of any employer stock, stable value funds, guaranteed investment contracts, fixed or index-fixed annuities, or any other investments made at the direction of the Sponsor or any other provider. Sponsor acknowledges and agrees that IRON shall not be responsible for selecting, changing or otherwise advising on the share class for any Funds selected for the Plan’s portfolio. Sponsor understands that IRON may provide the following ministerial or administrative services that are not considered to be fiduciary duties under ERISA:
(a) Preparation and Delivery of Reports: o Portfolio holdings o Quarterly investment summary o Quarterly investment actions o Supplementary investment-related educational information This Facilitation Agreement is entered into between the Employer/Plan Sponsor (the “Sponsor”) as identified in the separate Investment Management Agreement between the Sponsor and IRON Financial, LLC, a Plan Investment Advisory Firm (“IRON”), (the “Investment Management Agreement”) and Nationwide Life Insurance Company and/or Nationwide Trust Company, FSB a division of Nationwide Bank (collectively, “Nationwide”) to establish an arrangement for Employee Retirement Income Security Act of 1974, as amended, (“ERISA”) section 3(38) investment fiduciary services (“Investment Fiduciary”) to be provided by IRON to the Plan (the “Plan”), as mutually agreed by The Leaders Group and identified in the ClientInvestment Management Agreement. Services to be performed These investment fiduciary services are provided under the Investment Management Agreement. This Facilitation Agreement shall be checked effective upon execution by the Sponsor, IRON and initialed by each partyNationwide.
Appears in 1 contract
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group CP or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, be final and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Plan Sponsor by accepting and acknowledging this Agreement represents that performance of the Agreement is within the scope of the activities authorized by the Plan and applicable laws and that he or she is duly authorized to negotiate, enter into, and renew this Agreement on behalf of the Plan. Each party represents to the others that the person executing this Agreement on its behalf is duly authorized and empowered to execute this Agreement. IRON Fiduciary, an offering by Creative Planning, LLC and the Plan Sponsor hereby agree with the provisions set forth in this Agreement and the verification set forth above. The Parties have executed this Agreement as of , 20 , the date set forth aboveEffective Date. By(Date: ByMonth Day) (YY) Signature: Print Printed Name: Title: Street Address: City: State: Zip: Email: Representative Signature: Printed Name: Xxxxxx Xxxxx, Ph.D., CFA Title: Chief Investment Officer, Fiduciary Services Signature: Printed Name: Title: Company Name: Company Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY ByCompany Phone: The Leaders Group shall perform Company Fax: Company Email: Is the following Services Company USA-based? c Yes c Other: TIN: DBA: Number of Company Locations: State(s) in which there are Company Locations: Current Designated Investment Alternatives: Current Money Market or Cash Equivalent: Plan Type: Name of Responsible Plan Fiduciary (the person(s) authorized to enter into arrangements for service on behalf of the Plan): Description of Business: (i.e. manufacturing, consulting, etc.) Does the Plan have a pre-existing relationship with IRON or an affiliate? c Yes c No If Yes, please describe: Does the Plan own any IRON affiliated products? c Yes c No If Yes, please list: Assets as of: Projected Annual Cash Flow: Advisor/Broker Name: Phone No.: Email Address: TPA Name: Phone No.: Email Address: Plan Trustee Name: Phone No.: Email Address: Target Date Glidepath Passive – Through Retirement Mutual Fund Series (DEFAULT) Passive To Retirement Mutual Fund Series Active To Retirement Mutual Fund Series Active To Retirement CIT Series Active Through Retirement Mutual Fund Series Active Through Retirement CIT Series Custom To Retirement CIT Series Passive Through Retirement Mutual Fund Series (DEFAULT) Passive To Retirement Mutual Fund Series Stocks Large-Cap Growth Large-Cap Value Mid-Cap (Growth/Blend/Value) Small-Cap (Growth/Blend/Value) Foreign Large-Cap Growth Foreign Large-Cap Value Foreign Small/Mid-Cap (Growth/Blend/Value) Diversified Emerging Markets Large Blend (S&P 500) Index Total Stock Market Index International Stock Market Index Large-Cap Growth Index Large-Cap Value Index Large-Cap Blend (S&P 500) Index Mid-Cap Index Small-Cap Index Total Stock Market Index International Stock Market Index Diversified Emerging Market Index Bonds Ultra-Short-Term Bond Short-Term Government Bond Short-Term Corporate Bond Short-Term Diversified Bond Intermediate-Term Diversified Bond Government-Backed Mortgage Bonds (GNMA) Intermediate-Term Government Bond Inflation-Protected Bond World Bond US Fund Total Bond Market Index US Fund Total International Bond Market Index Ultra-Short-Term Bond Index Short-Term Bond Index Short-Term Corporate Bond Index Total Bond Market Index Intermediate-Term Government Bond Index Government-Backed Mortgage Bond Index Total International Bond Market Index Inflation-Protected Bond Index Alternatives Real Estate Investment Trusts (REITs) High Yield Bonds Convertibles Nontraditional Bond Real Estate Investment Trusts (REITs) Index High Yield Bond Cash Preservation Govt. Money Market Fund (fixed NAV) Stable Value Fund Guaranteed Income Contract Govt. Money Market Fund (fixed NAV) Stable Value Fund Guaranteed Income Contract Asset Allocation Allocation –- 15% to 30% Equity (Conservative) Allocation –- 50% to 70% Equity (Moderate) Allocation –- 85+% Equity (Aggressive) Allocation –- 15% to 30% Equity (Conservative) Allocation –- 50% to 70% Equity (Moderate) Allocation –- 85+% Equity (Aggressive) Please indicate the “investment preference that suits your Plan”). IRON will take investment discretion over all the preferences shown below.
1. Direction for Core Lineup:
2. Direction for Target Date Glidepath, as mutually agreed by The Leaders Group Investment Style, and the Client. Services to be performed shall be checked and initialed by each party.Investment Vehicle:
Appears in 1 contract
Samples: Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group IRON or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of , 20 the date set forth aboveEffective Date. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE Email: SECTION I: COMPANY & PLAN FIDUCIARY ByINFORMATION Company Name: The Leaders Group shall perform Company Address: Plan Type: Name of Responsible Plan Fiduciary (the person(s) authorized to enter into arrangements for service on behalf of the Plan) (“RPF”): Phone: Fax: Email: Is the Company USA-based? □ Yes □ Other: TIN: DBA: Number of Company Locations: State(s) in which there are Company Location(s): Current Designated Investment Alternatives: Description of Business: (i.e. manufacturing, consulting, etc.) Does the Plan have a preexisting relationship with IRON Financial or an affiliate? □ Yes □ No If Yes, please describe: Does the Plan own any IRON Financial affiliated products? □ Yes □ No If Yes, please list: Current Money Market or Cash Equivalent: Assets as of: Projected Annual Cash Flow: Advisor/Broker Name: _ Phone No. _ Email Address TPA Name: Phone No. Email Address _ Plan Trustee Name: Phone No. Email Address Sponsor, in its sole discretion, has identified the following Services Asset Category for the Plan: (Check only one) If Sponsor does not select an Asset Category, the Plan (will be defaulted into the “Plan”), as mutually agreed by The Leaders Group Traditional” Asset Category. Focus Traditional Comprehensive Index – Available on Flexible Advantage and the Client. Services to be performed shall be checked and initialed by each party.Clear Advantage Only Asset Category: Large Growth Index Large Cap Growth Large Cap Growth Large Blend Index Large Cap Growth Large Cap Value Large Cap Value Large Value Index Large Cap Value Mid-Cap Blend Mid-Cap Blend S&P 500 Index Equity Mid-Cap Blend Small Cap Blend Small Cap Blend Mid-Cap Blend Index Small Cap Blend Foreign Large Blend Foreign Large Blend Small- Cap Blend Index Foreign Large Blend Foreign Small/Mid Blend Foreign Small/Mid Blend US Total Stock Market Index Diversified Emerging Markets Diversified Emerging Markets International Equity Index Diversified Emerging Markets Index Fixed Income Ultra-Short Government Bond Intermediate Government Bond Diversified Bond Ultra-Short Government Bond Short-Term Corporate Bond Intermediate Government Bond Diversified Bond Foreign/International Bond Ultra-Short Government Bond Short-Term Corporate Bond Intermediate Government Bond Diversified Bond Foreign/International Bond Inflation-Protected Bond Ultra-Short/Short-Term Bond Index Total Bond Market Index Inflation-Protected Bond Index Alternatives High-Yield Bond Real Estate (REITs) Convertibles High-Yield Bond Index Real Estate (REITs) Index Convertibles Index Moderate Allocation Target Date 2011-2015 Asset Allocation Conservative Allocation Moderate Allocation Aggressive Allocation Conservative Allocation Moderate Allocation Aggressive Allocation Conservative Allocation Moderate Allocation Aggressive Allocation Target Date 2016-2020 Target Date 2021-2025 Target Date 2026-2030 Target Date 2031-2035 Target Date 2036-2040 Target Date 2041-2045 Index Fund S&P 500 Index Total Stock Market Index International Equity Index Total Bond Market Index S&P 500 Index Total Stock Market Index International Equity Index Total Bond Market Index S&P 500 Index Total Stock Market Index International Equity Index Total Bond Market Index
Appears in 1 contract
Samples: Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputesThe parties agree to use every reasonable effort to settle any dispute or disagreement between them relative to this agreement by amicable means and not to resort to legal action unless and until the parties have in good faith attempted to settle such dispute or disagreement. If this method of resolution should have proved to be impracticable, actions any controversy or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise claim arising out of or relate relating to any of the Services provided by The Leaders Group under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, shall be submitted to and be finally resolved by negotiation of arbitration. Unless the parties acting in good faith.
(b) If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) If the parties are unable to interested mutually agree on a single mediator or to resolve the issues through mediation, to the extent permitted by lawdifferent method of arbitration, then any interested party may submit the matter to arbitration with one arbitrator selected by each party and the two arbitrators thus selected shall select a neutral arbitrator who shall preside over the arbitration which will be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association, the Virginia Arbitration Act, or such other rules and procedures agreed upon by a majority of the arbitrators. The arbitrators may employ such experts as they deem necessary and hear evidence from any party in the discretion of the arbitrators. The determination by a majority of the arbitrators shall be settled binding on all parties for all purposes and a judgment on the award may be entered by binding arbitration under any court of competent jurisdiction. Costs of each designated arbitrator shall be paid by the designating party and all other costs for a neutral arbitrator, experts and expenses incurred shall be divided equally between the parties in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on The arbitration shall take place in a single arbitratorneutral location, and, except as otherwise provided herein, the matter provisions of the Virginia Uniform Arbitration Act shall apply. The arbitrators may employ the service of such accountants and agents as they may deem necessary. Interested parties may present to the arbitrators such evidence as they may deem appropriate. The determination of a majority of the arbitrators shall be heard by a panel final and binding upon all persons for all purposes. Each party shall bear the expenses of three arbitrators, one selected by each party its or his attorney and the third selected by the two arbitrators so appointedexpenses of its or his proof, if any. Judgment upon any the award rendered by the arbitrator(s) shall final, and arbitrators may be entered into in any court having of competent jurisdiction. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.
(ii) The Parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iii) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 1 contract
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client 13.4.1 The parties desire to finally resolve any and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise all issues and disputes arising out of or relate related to this Agreement or its alleged breach as promptly as practicable and, in any event, before Newpark's independent accountants issue an audit report on their audit of the Services provided by The Leaders Group under this Agreementfinancial statements containing combined operations of Newpark and the Company for the period ending December 31, 1997. Newpark and the Stockholder Parties shall first attempt diligently to resolve any such issue or dispute. They may, if they desire, attempt to mediate the constructiondispute and shall, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Clientif they choose, whether entered into prior to, on or subsequent to do so in accordance with the date hereof, shall be resolved by negotiation Commercial Mediation Rules of the parties acting in good faith.
American Arbitration Association (b) If the parties are unable to resolve their differences through negotiation"AAA"), the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected either as written or as modified by mutual agreement. A written agreement of the parties. Mediation is voluntary once commenced, and either party to undertake mediation may withdraw from the mediation process at its sole discretion be made at any time. The fees of the mediator If arbitration proceedings have been instituted, they shall be borne equally stayed until the mediation process is terminated. Any dispute arising out of or related to this Agreement or its alleged breach that cannot be resolved by mutual agreement (including mutually agreed mediation) shall be resolved exclusively by final and binding arbitration, conducted as expeditiously as possible in the parties.
(c) If City of Houston, Texas, in accordance with the parties are unable to agree on a single mediator or to resolve the issues through mediationprovisions of this Agreement and, to the extent permitted by lawnot inconsistent with such provisions, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless To the extent lawful, the arbitrators, in their discretion, may shorten any time periods or notice periods specified by law, in the interest of timely completing arbitration and issuing their award.
13.4.2 The Stockholder Parties, as one party, or Newpark may initiate arbitration of a dispute by giving the other party written notice of arbitration, which shall specify with reasonable detail (a) the issue in dispute, (b) the claims asserted and (c) the remedy sought by the party invoking arbitration. The arbitration shall be conducted before a single neutral arbitrator if the parties can are able to agree on a single one arbitrator. If they are unable so to agree and do not agree otherwise, the matter arbitration shall be heard conducted by a panel of three neutral arbitrators. None of the arbitrators shall be affiliated in any way with either of the parties or have any direct or indirect financial interest in the outcome of the arbitration. If the parties fail to reach agreement upon a single arbitrator within 10 business days following receipt by one party of the other party's notice of arbitration, one selected by each the initiating party and shall submit in writing to the third other party the name of a neutral arbitrator selected by the initiating party. Within 10 business days after such name is submitted, the other party shall submit to the initiating party in writing the name of a neutral arbitrator selected by such other party and may submit an answering statement. Within 20 days after appointment of the second arbitrator, the two arbitrators so appointed. Judgment upon any award rendered appointed by the arbitrator(s) parties shall finalselect a third neutral arbitrator; the three arbitrators so selected shall finally resolve the dispute. If the two arbitrators appointed by the parties fail before the end of said 20 day period to agree on a third arbitrator, the Judicial District Court of Xxxxxx County, Houston Division shall, upon the filing of a petition by any of the parties hereto select the third arbitrator from a list of five individuals obtained by the Court from the Houston Office of the American Arbitration Association. If the non-initiating party shall fail to appoint an arbitrator within 20 days after the name of the arbitrator selected by the initiating party is submitted, the arbitrator appointed by the initiating party shall be empowered to proceed to arbitrate and may determine the matter in controversy as the sole arbitrator. All references to "the arbitrators" in the following Sections shall be entered into any court having jurisdiction. In agreeing deemed to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.
(ii) The Parties are waiving their right to seek remedies in court, including the right to jury trial, except refer to the extent such sole arbitrator, if there is only one arbitrator. The arbitrators shall, at the earliest possible date, set dates for a waiver would violate applicable law.
(iii) Prehearing and establish any pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not required to include factual findings hearing conferences or legal reasoning and any Party’s right to appeal or to seek modification of rulings by procedural schedules that the arbitrators is strictly limited.
(v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industrydeem appropriate. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services arbitrators may authorize depositions and issue subpoenas and make other decisions provided for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.in Section 13.4.3
Appears in 1 contract
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group CP or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group CP or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of Notwithstanding the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group foregoing, IRON shall perform the following Services not be required to submit to arbitration any claim for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each partycollection of unpaid fees in an amount of less than $5000.
Appears in 1 contract
Samples: Erisa Fiduciary 3(21) Investment Advisory Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise Any dispute arising out of or relate to any of the Services provided by The Leaders Group under in connection with this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, Agreement shall be resolved by negotiation of settled, if possible, through good faith negotiations between the parties acting in good faith.
(b) Parties. If the parties Parties are unable to resolve their differences through negotiationsettle such dispute within [***], such dispute arising out of or relating to this Agreement shall be referred to the parties shall engage in non-binding mediation, using Chief Executive Officer of DICERNA or the services of an impartial, neutral mediator selected by mutual agreement authorized designee of the parties. Mediation is voluntary once commenced, and either party may withdraw from Chief Executive Officer of BOEHRINGER (the mediation process at its sole discretion at any time“Executive Officers”). The fees Executive Officers of the mediator both Parties shall meet to attempt to resolve such dispute. Such resolution, if any, of a referred issue shall be borne equally by the parties.
(c) If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.. All negotiations pursuant to this Section 11.8 are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. If the Executive Officers cannot resolve such dispute within [***] after either Party requests such a meeting in writing, then the Parties agree that all disputes that may not be resolved amicably between the Parties arising out of or in connection with this Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (“ICC”) by [***] appointed in accordance with said rules. The exclusive place of arbitration shall be [***] and the proceedings shall be conducted in English language. The award for arbitration shall be final and binding and may be enforced in any court of competent jurisdiction against BOEHRINGER or DICERNA. Notwithstanding the foregoing but without abrogating the agreement of the Parties to binding arbitration, the Parties shall each be entitled either prior to or during arbitration to seek and obtain injunctive or other equitable relief in any court of competent jurisdiction to preserve the status quo (including to enforce the and prevent unauthorized disclosures of Confidential Information or infringement or misappropriation of any Intellectual Property) pending arbitration or to prevent the breach of this Agreement, without the necessity of posting any bond. The Parties further agree that
(iia) The Parties are waiving their right to seek remedies in courtexcept as may be otherwise required by law, including neither Party, its witnesses, or the right to jury trialarbitrators may disclose the existence, except to content, results of the extent such a waiver would violate applicable law.arbitration hereunder without prior written consent of both Parties; and
(iiib) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not neither Party shall be required to include factual findings give general discovery of documents, but may be required only to produce specific, identified documents which are relevant or legal reasoning and any Party’s right to appeal or to seek modification of rulings considered relevant by the arbitrators is strictly limited.to the dispute (subject to Third Party confidentiality obligations); and
(vc) The panel the scope of authority of the arbitrators will typically include should be limited to the strict application of law; and
(d) no arbitrator shall be an employee, director or shareholder of either Party or any of their affiliated companies but each shall have experience in the pharmaceutical industry; and
(e) the chairman shall be a minority lawyer and not be a national of arbitrators who were or are affiliated the country of one of the Parties; and ***Text Omitted and Filed Separately with the securities industrySecurities and Exchange Commission. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.Confidential Treatment Requested Under
Appears in 1 contract
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client Sponsor and The Leaders Group CP or its affiliates, including any of The Leaders GroupIRON’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group IRON under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group IRON or an affiliate and ClientSponsor, whether entered into prior to, on or subsequent to the date hereof, shall be resolved by negotiation of the parties acting in good faith.
(b) . If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator shall be borne equally by the parties.
(c) . If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client Sponsor is aware that:
(ia) Arbitration is final and binding on the Partiesparties.
(iib) The Parties parties are waiving their right to seek remedies in court, including the right to jury trial, except to the extent such a waiver would violate applicable law.
(iiic) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(ivd) The arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
(ve) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Plan Sponsor by accepting and acknowledging this Agreement represents that performance of the Agreement is within the scope of the activities authorized by the Plan and applicable laws and that he or she is duly authorized to negotiate, enter into, and renew this Agreement on behalf of the Plan. Each party represents to the others that the person executing this Agreement on its behalf is duly authorized and empowered to execute this Agreement. IRON Fiduciary, an offering by Creative Planning, LLC and the Plan Sponsor hereby agree with the provisions set forth in this Agreement and the verification set forth above. The Parties have executed this Agreement as of , 20 , the date set forth aboveEffective Date. By(Date: ByMonth Day) (YY) Signature: Print Printed Name: Title: Street Address: City: State: Zip: Email: Representative Signature: Printed Name: Xxxxxx Xxxxx, Ph.D., CFA Title: Chief Investment Officer, Fiduciary Services Signature: Printed Name: Title: Company Name: Company Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY ByCompany Phone: The Leaders Group shall perform Company Fax: Company Email: Is the following Services Company USA-based? c Yes c Other: TIN: DBA: Number of Company Locations: State(s) in which there are Company Locations: Current Designated Investment Alternatives: Current Money Market or Cash Equivalent: Plan Type: Name of Responsible Plan Fiduciary (the person(s) authorized to enter into arrangements for service on behalf of the Plan): Description of Business: (i.e. manufacturing, consulting, etc.): Does the Plan (have a preexisting relationship with IRON Financial or an affiliate? c Yes c No If Yes, please describe: Does the “Plan”)Plan own any IRON Financial affiliated products? c Yes c No If Yes, please list: Assets as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each partyof: Projected Annual Cash Flow: PLEASE COMPLETE DATA BELOW – PLAN CANNOT BE SET UP WITH OUT THIS DATA Advisor/Broker Name: Phone No.: Email Address: TPA Name: Phone No.: Email Address: Plan Trustee Name: Phone No.: Email Address:
Appears in 1 contract
Samples: Erisa Fiduciary 3(38) Investment Management Agreement
Dispute Resolution; Arbitration. (a) All disputes, actions or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise Any dispute arising out of or relate to any of the Services provided by The Leaders Group under in connection with this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, Agreement shall be resolved by negotiation of settled, if possible, through good faith negotiations between the parties acting in good faith.
(b) Parties. If the parties Parties are unable to resolve their differences through negotiationsettle such dispute within [***], such dispute arising out of or relating to this Agreement shall be referred to the parties shall engage in non-binding mediation, using Chief Executive Officer of DICERNA or the services of an impartial, neutral mediator selected by mutual agreement authorized designee of the parties. Mediation is voluntary once commenced, and either party may withdraw from Chief Executive Officer of BOEHRINGER (the mediation process at its sole discretion at any time“Executive Officers”). The fees Executive Officers of the mediator both Parties shall meet to attempt to resolve such dispute. Such resolution, if any, of a referred issue shall be borne equally by the parties.
(c) If the parties are unable to agree on a single mediator or to resolve the issues through mediation, to the extent permitted by law, then the matter shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Unless the parties can agree on a single arbitrator, the matter shall be heard by a panel of three arbitrators, one selected by each party and the third selected by the two arbitrators so appointed. Judgment upon any award rendered by the arbitrator(s) shall final, and may be entered into any court having jurisdiction. In agreeing to binding arbitration, Client is aware that:
(i) Arbitration is final and binding on the Parties.. All negotiations pursuant to this Section 11.8 are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. If the Executive Officers cannot resolve such dispute within [***] after either Party requests such a meeting in writing, then the Parties agree that all disputes that may not be resolved amicably between the Parties arising out of or in connection with this Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (“ICC”) by [***] appointed in accordance with said rules. The exclusive place of arbitration shall be [***] and the proceedings shall be conducted in English language. The award for arbitration shall be final and binding and may be enforced in any court of competent jurisdiction against BOEHRINGER or DICERNA. Notwithstanding the foregoing but without abrogating the agreement of the Parties to binding arbitration, the Parties shall each be entitled either prior to or during arbitration to seek and obtain injunctive or other equitable relief in any court of competent jurisdiction to preserve the status quo (including to enforce the and prevent unauthorized disclosures of Confidential Information or infringement or misappropriation of any Intellectual Property) pending arbitration or to prevent the breach of this Agreement, without the necessity of posting any bond. The Parties further agree that
(iia) The Parties are waiving their right to seek remedies in courtexcept as may be otherwise required by law, including neither Party, its witnesses, or the right to jury trialarbitrators may disclose the existence, except to content, results of the extent such a waiver would violate applicable law.arbitration hereunder without prior written consent of both Parties; and
(iiib) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iv) The arbitration award is not neither Party shall be required to include factual findings give general discovery of documents, but may be required only to produce specific, identified documents which are relevant or legal reasoning and any Party’s right to appeal or to seek modification of rulings considered relevant by the arbitrators is strictly limited.to the dispute (subject to Third Party confidentiality obligations); and
(vc) The panel the scope of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as authority of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform arbitrators should be limited to the following Services for the Plan strict application of law; and
(the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed d) no arbitrator shall be checked an employee, director or shareholder of either Party or any of their affiliated companies but each shall have experience in the pharmaceutical industry; and
(e) the chairman shall be a lawyer and initialed not be a national of the country of one of the Parties; and
(f) this Section 11.8 shall apply to any claims by each partyor against the parents, subsidiaries, affiliates, agents, principals, officers, directors, or employees of the Parties; and
(g) the arbitrators may render early or summary disposition of some or all issues, after the parties have had a reasonable opportunity to make submissions on these issues.
Appears in 1 contract
Samples: Collaborative Research and License Agreement (Dicerna Pharmaceuticals Inc)
Dispute Resolution; Arbitration. In the event of a dispute between the parties hereto, such parties agree to submit the matter to binding arbitration to be conducted under the auspices of the American Arbitration Association (hereinafter referred to as "AAA").
(a) All disputes, actions or controversies between Client and The Leaders Group or its affiliates, including any of The Leaders Group’s present or former officers, directors, agents or employees, which may arise out of or relate to any of the Services provided by The Leaders Group under this Agreement, or the construction, performance or breach of this or any other agreement between The Leaders Group or an affiliate and Client, whether entered into prior to, on or subsequent to the date hereof, dispute shall be resolved by negotiation in accordance with the Commercial Arbitration Rules in effect for AAA, which form of rules pertaining on the date of the parties acting in good faithdemand for arbitration shall apply and govern the arbitration proceeding.
(b) If the parties are unable to resolve their differences through negotiation, the parties shall engage in non-binding mediation, using the services of an impartial, neutral mediator selected by mutual agreement of the parties. Mediation is voluntary once commenced, and either party may withdraw from the mediation process at its sole discretion at any time. The fees of the mediator arbitration shall be borne equally held in the State of Delaware, at such place as shall be designated by the partiesarbitrator. Delaware law, both substantive and procedural, shall govern the proceedings.
(c) All procedural rules for arbitration shall be strictly followed in resolving disputes under this Agreement, whether by the arbitrator, or by a court of competent jurisdiction in enforcing such provisions.
(d) The dispute shall be resolved by a single arbitrator. The arbitrator shall be a member of the Delaware State Bar, actively engaged in the practice of law for at least ten (10) years, with expertise in the process of deciding disputes and/or interpreting contracts (in the particular field of law involving the subject controversy). If the parties are unable to cannot agree on a single mediator or to resolve the issues through mediationan arbitrator after having been presented with three (3) lists of potential candidates by AAA, AAA shall select an arbitrator from among its commercial arbitration panel members who are retired Delaware judges.
(e) The parties may resort to the extent permitted by lawcourts for injunctive relief pending arbitration, then the matter without thereby waiving arbitration.
(f) The arbitration shall be settled by binding arbitration under conducted in the Commercial Arbitration Rules English language in Delaware, according to the rules of evidence contained in Delaware law.
(g) In rendering the award, the arbitrator shall determine the rights and obligations of the American Arbitration Association. Unless parties according to the parties can agree on substantive and procedural laws of Delaware, as though the arbitrator was a single arbitrator, the matter shall court of competent jurisdiction in Delaware.
(h) The award must be heard accompanied by a panel written statement of three arbitrators, one selected by each party decision. The award will be final and binding in the third selected by the two arbitrators so appointedabsence of manifest mistake or fraud. Judgment upon any on the award rendered by the arbitrator(s) shall final, and may be entered into in any court having of competent jurisdiction. In agreeing to binding arbitration, Client is aware that:.
(i) Arbitration is final The arbitrator shall have the discretion to order a pre-hearing exchange of information by the parties, including, without limitation, production of requested documents, exchange of summaries of testimony of proposed witnesses, an examination by deposition of parties and binding on the Partiesthird-party witnesses.
(iij) The Parties are waiving their right Any prevailing party is entitled to seek remedies recover costs (and expenses) which shall include reasonable attorney's fees as well as the fees and expenses of the arbitrators and the administrative fees of AAA. A "prevailing party" shall be a party in court, including whose favor any portion of the right award is rendered and that is determined by the arbitrator to jury trial, except to be the extent such a waiver would violate applicable lawprevailing party.
(iiik) Pre-The arbitrator shall have the authority to employ the law and motion process and to award any remedy or relief that a court of the State of Delaware could order or grant, including, without limitation, rescission, specific performance of any obligation created under the agreement, the awarding of punitive damages, the issuance of an injunction, or the imposition of sanctions for abuse or frustration of the arbitration discovery is generally more limited than and potentially different in form and scope from court proceedingsor judicial process.
(ivl) The issue of fraud in the inducement of a contract containing an arbitration award is not required to include factual findings or legal reasoning and any Party’s right to appeal or to seek modification of rulings clause, such as this contract, may be decided by the arbitrators arbitrator and not by the court, unless it is strictly limitedalleged that fraud permeated the entire contract.
(v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. The Parties have executed this Agreement as of the date set forth above. By: By: Print Name: Title: Title: Address: ACCEPTED BY THE RESPONSIBLE PLAN FIDUCIARY By: The Leaders Group shall perform the following Services for the Plan (the “Plan”), as mutually agreed by The Leaders Group and the Client. Services to be performed shall be checked and initialed by each party.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Arnold Palmer Golf Co)