Common use of Dispute Resolution Procedure Clause in Contracts

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder which cannot be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil a. Save where there is a statutory process with mandatory application for the resolution of a specific type of dispute between the Parties, the Parties shall attempt in good faith to negotiate a settlement to any dispute between them arising out of or relating in connection with the CDA within twenty (20) Working Days of either Party notifying the other of the dispute and such efforts shall involve the escalation of the dispute to the Chief Procurement Officer (or equivalent) of each Party. b. Nothing in this Agreement and dispute resolution procedure shall prevent the Franchise Relationship between Parties from seeking from any court of competent jurisdiction an interim order restraining the parties created hereunder which other Party from doing any act or compelling the other Party to do any act. c. If the dispute cannot be settled through negotiation shall, unless resolved by the provisions of Section 39(b)(1)(vi) apply, first be submitted Parties pursuant to 1.15a the Parties shall refer it to mediation administered pursuant to the procedure set out in 1.15e unless (a) you consider that the dispute is not suitable for resolution by mediation; or (b) we do not agree to mediation. d. The obligations of the Parties under the CDA shall not be suspended, cease or be delayed by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting reference of a dispute to arbitration, or in mediation and we shall comply fully with the case requirements of claims exclusively governed by the PMPA, litigationCDA at all times. e The following principles shall apply in respect of any procedure for mediation hereunder:and consequential provisions relating to mediation are as follows:- (i) Mediation under this provision a neutral adviser or mediator ("the Mediator") shall not be available unless chosen by agreement between the claim(sParties or, if they are unable to agree upon a Mediator within ten (10) in controversy exceeds Working Days after a request by one Party to the sum other or value if the Mediator agreed upon is unable or unwilling to act, either Party shall within ten (10) Working Days from the date of $5,000the proposal to appoint a Mediator or within 10 Working Days of notice to either Party that he is unable or unwilling to act, apply to the Centre for Effective Dispute Resolution (CEDR) to appoint a Mediator. (ii) Unless otherwise agreed The Parties shall within ten (10) Working Days of the appointment of the Mediator meet with him in order to by agree a programme for the partiesexchange of all relevant information and the structure to be adopted for negotiations to be held. If considered appropriate, the mediation shall last no longer than two days. Parties may at any stage seek assistance from the Centre for Effective Dispute Resolution (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(sCEDR) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been provide guidance on a member of the bar for at least 25 yearssuitable procedure. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. You and NaviCyte (1"the parties ") All claims by BFA Holder or by ExxonMobil agree that any dispute arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and the Franchise Relationship between the parties created hereunder which cannot any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere paragraph (g) below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days. (iiib) The mediator responding party shall be appointed by the AAA keeping in mind the location and convenience furnish a statement of the parties relief, if any, that it is willing to provide, and the location of witnesses or documents that support its position as to the BFA Holder Branded Outlet(s) to which the claim relatesappropriate action. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of can mutually agree to waive this step. If the bar for matter is not resolved at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedurethis step, the filing fee required parties shall submit the dispute to nonbinding mediation before a mediator to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally jointly selected by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s feesNaviCyte will pay the cost of the mediation. (vic) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because does not produce a resolution of delaythe dispute, expense incurred, time requirements or any other legitimate concern, the parties agree that party may, the dispute shall be resolved by notice final and binding arbitration. The parties shall attempt to agree to the otheridentity of an arbitrator, proceed directly and, if they are unable to arbitrationdo so, they will obtain a list of arbitrators from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that list. (2d) All claims The arbitrator shall have the authority to determine whether the conduct complained of subparagraph (a) of this paragraph violates the rights of the complaining party and, if so, to grant any relief authorized by BFA Holder law, subject to the exclusions of paragraph (g) below. The arbitrator shall not have the authority to modify, change or by ExxonMobil arising out refuse to enforce the terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require NaviCyte or relating Trega to this Agreement change any lawful policy or benefit plan. (e) The hearing shall be transcribed. NaviCyte shall bear the costs of the arbitration if you prevail. If NaviCyte prevails, you will pay half the cost of the arbitration or $500, whichever is less. The prevailing party in any such arbitration shall be entitled to recover its actual reasonable attorneys' fees in connection with the arbitration and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is enforcement of the essencearbitrator's award. (f) ARBITRATION SHALL BE THE EXCLUSIVE FINAL REMEDY FOR ANY DISPUTE BETWEEN THE PARTIES, INCLUDING BUT NOT LIMITED TO DISPUTES INVOLVING CLAIMS FOR DISCRIMINATION OR HARASSMENT (SUCH AS CLAIMS UNDER THE FAIR EMPLOYMENT AND HOUSING ACT, TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, THE AMERICANS WITH DISABILITIES ACT, OR THE AGE DISCRIMINATION IN EMPLOYMENT ACT), WRONGFUL TERMINATION, BREACH OF CONTRACT, BREACH OF PUBLIC POLICY, PHYSICAL OR MENTAL HARM OR DISTRESS OR ANY OTHER DISPUTES, AND THE PARTIES AGREE THAT NO DISPUTE SHALL BE SUBMITTED TO ARBITRATION WHERE THE PARTY CLAIMING TO BE AGGRIEVED HAS NOT COMPLIED WITH THE PRELIMINARY STEPS PROVIDED FOR IN SUBPARAGRAPHS (a) AND (b) ABOVE, EXCEPT THAT DISPUTES WITH AN AMOUNT OF LESS THAN $25,000 NEED NOT BE SUBMITTED TO MEDIATION. (g) The parties agree that the arbitration award shall be enforceable in any court having jurisdiction to enforce this Agreement, so long as the arbitrator's findings of fact are supported by substantial evidence on the whole and the arbitrator has not made errors of law; provided however, that either party may bring an action, including but not limited to claims an action for injunctive relief, in a court of trademark misusecompetent jurisdiction regarding or related to matters involving NaviCyte's or Trega's confidential, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activitiesproprietary or trade secret information, or actions seeking regarding or related to evict a dealer claimed inventions that you may claim to be in wrongful possession of the premiseshave developed prior to joining NaviCyte or after joining NaviCyte, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding pursuant to be conducted in accordance with the provisions of this Section 39(bCalifornia Labor Code section 2870 ("Disputes Related to Inventions"). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues parties further agree that are governed exclusively by the PMPA as well as issues that must be submitted for Disputes Related to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration Inventions which the parties have been unable elected to agree on submit to arbitration, each party retains the selection of an arbitrator, either party may ask right to seek preliminary injunctive relief in court in order to preserve the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. Subject to Subparagraph (1e) All claims by BFA Holder or by ExxonMobil of this Section, you and the Company (“the parties”) agree that any dispute arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and the Franchise Relationship between the parties created hereunder which cannot any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, or in except where the case law specifically forbids the use of claims exclusively governed by the PMPA, litigationarbitration as a final and binding remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (iib) Unless otherwise agreed The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party shall include among its representatives in the mediation proceeding an individual and, if so, to grant any relief authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedureby law; provided, however, the filing fee required parties agree, that for violations of the employee’s trade secret obligations, the Company retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be paid heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the AAA terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require the Company to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the employee prevails. If the Company prevails, including any fees to be paid to the mediatoremployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred paying its own attorneys fees. The parties agree that the arbitration award shall be enforceable in any court having jurisdiction to enforce this Agreement, so long as the arbitrator’s findings of fact are supported by it in presenting its case, including any attorney’s feessubstantial evidence on the whole and the arbitrator has not made errors of law. (vid) If either party believes it will be prejudiced The company reserves the right to modify, change or in any way adversely affected by the mediation procedure because of delaycancel this provision upon 30 days written notice. However, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly such cancellation shall not affect matters which have already been submitted to arbitration. (2e) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate Notwithstanding anything to the existence of environmental concerns, claims relating to contrary in the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorforegoing, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA bring an action in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that of competent jurisdiction located in or serving Santa Xxxxx County regarding or relating to matters involving the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitrationCompany’s Proprietary Information. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. 8.1 In the event of a dispute about a matter under this agreement or a dispute in relation to the NES of any staff covered by this agreement shall be settled in a timely manner by the following steps; Step 1. The affected staff member(s) should discuss the matter with their relevant supervisor. Where the dispute concerns the conduct of the supervisor and there are serious and legitimate concerns where it would be inappropriate to attempt to resolve the matter through discussion with their supervisor, the staff member may progress to Step 2. Serious and legitimate concerns would normally involve significant bullying and/or discrimination where the affected staff member felt unable to address the matter directly. Step 3. If the dispute is not resolved, or Step 1 is inappropriate as outlined above, the staff member(s) may raise the dispute with the relevant Unit Manager. Pulse and/or the staff member(s) may appoint a representative, which may be a union official, to accompany and/or represent them from this step. Step 4. If the dispute is not resolved, the staff member(s) or the representative may raise the dispute with Pulse Chief Executive Officer or nominated officer. Step 5. If the dispute is not resolved, an independent mediator may be appointed (1costs of which will be paid by the party who initiates the mediation) All claims by BFA Holder or by ExxonMobil arising out of or relating attempts will be made to this Agreement convene and the Franchise Relationship between the parties created hereunder which cannot be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, conduct the mediation shall last no longer than two within 15 working days. (iii) The mediator shall Step 6. If the dispute is not resolved, either party may refer the dispute to Fair Work Commission for conciliation. Step 7. If the dispute is unable to be appointed resolved by the AAA keeping in mind the location and convenience of conciliation, then the parties agree that Fair Work Commission may arbitrate the dispute and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer make an order that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the is binding on both parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of Fair Work Commission will bind the arbitrator parties, subject to either party exercising a right of appeal against the decision. 8.2 Until such time as the procedures above have been completed, work shall continue as normal before the dispute arose, unless there is a genuine safety issue involved, and no industrial action shall be final and shall be binding on implemented by any party to the parties. (ii) In the event dispute. Where Xxxxx believes that an inquiry is required due to alleged serious misconduct a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a staff member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on stood down with pay while the request of either party shall state the reasoning on which the award restsinquiry is conducted. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1i) All claims by BFA Holder or by ExxonMobil The parties agree that any dispute arising out of or relating related to this Agreement and the Franchise Relationship Employment relationship between the parties created hereunder which canthem, including but not limited to common law or statutory claims for discrimination, wrongful discharge, breach of contract, breach of public policy, physical or mental harm or distress, unpaid wages or any other dispute, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to binding arbitration, or in except where the case law specifically forbids the use of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000arbitration as a final and binding remedy. (ii) Unless otherwise agreed The party claiming to by be aggrieved shall furnish to the parties, other party a written statement of the mediation shall last no longer than two daysgrievance identifying any witnesses or documents that support the grievance and the relief requested or proposed. (iii) The If the other party does not agree to furnish the relief requested or proposed, or otherwise does not satisfy the demand of the party claiming to be aggrieved, the parties shall submit the dispute to nonbinding mediation before a mediator shall to be appointed jointly selected by the AAA keeping in mind parties. The Company will pay the location and convenience cost of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearsmediation. (iv) Each party shall include among its representatives in If the mediation proceeding an individual authorized to settle does not produce a resolution of the claim(s). (v) Irrespective of which party commences the mediation proceduredispute, the filing fee required parties agree that the dispute shall be resolved by final and binding arbitration in Seattle, Washington. The parties shall attempt to be paid agree to the AAA identity of an arbitrator, and, if they are unable to do so, the parties agree to assignment of an arbitrator from Judicial Arbitration and Mediation Services (JAMS). The arbitrator shall have the authority to determine whether the conduct complained of in section (g)(ii) violates the rights of the complaining party and, if so, to grant any relief authorized by law; provided, however, that the employee and the Company agree that for violations of the employee's trade secret obligations, the Company reserves the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the terms of this Agreement. In addition, the arbitrator shall not have the authority to require the Company to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the Employee prevails. If the Company prevails, including any fees to be paid to the mediatorEmployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its caseown attorneys fees, including unless the law provides otherwise. Arbitration shall be the exclusive final remedy for any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by dispute between the mediation procedure because of delayparties, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil agree that no dispute shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, where the claims under party claiming to be aggrieved has not complied with the PMPA shall be severed preliminary steps provided for in clauses (ii) and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award restsabove. (v) No claim asserted hereunder Employee acknowledges that he has carefully read this arbitration agreement and understands it, and is entering into the agreement voluntarily after a reasonable period of time to consider it and review it with personal legal counsel. Employee also acknowledges he may be consolidated or asserted jointly with giving up the claim or opportunity to bring claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or before a court determines that or jury, and does so in order to gain the parties’ agreement prohibiting class claims is not enforceablebenefits of a speedy, the class claims must be brought as a class action litigation impartial and not as a class action arbitrationcost-effective resolution procedure. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. If a Claim (as defined below) arises, whether or not arising out of Employee's employment, termination of employment, or otherwise, that the Employer may have against Employee, or that Employee may have against the Employer or against its parent, subsidiaries, affiliated entities of any of the foregoing, the shareholders, officers, directors, employees, agents or any other representatives of any of the foregoing, such Claim shall be resolved in accordance with the procedure set forth below. A Claim must be processed in the manner set forth below, otherwise the Claim shall be void and deemed waived even if there is a federal or state statute of limitations which would allow more time to pursue the Claim. a. Within one (1) All claims by BFA Holder year from the date that the aggrieved party knew or by ExxonMobil arising out should have known of or relating the facts that gave rise to this Agreement the Claim, the aggrieved party must give written notice of the Claim to the other party hereto. The parties will hold informal discussions and attempt to resolve the Franchise Relationship between Claim. If written notice of the Claim is not given within the one (1) year period, the Claim will be deemed to be time- barred. b. If the Claim is not resolved within 30 days after written notice of the Claim was given pursuant to paragraph 6.a., the parties created hereunder which cannot be settled through negotiation shall, unless agree to immediately participate in good faith in a mediation conducted pursuant to the provisions Employment Dispute Resolution Rules of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“"AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation"). The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, If the mediation shall last no longer than two days. (iii) The mediator shall be appointed by fails to resolve the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorClaim, either party may ask initiate arbitration by serving upon the AAA to appoint a sole arbitrator other party written Demand for Arbitration and by filing the decision Demand for Arbitration in conformance with the rules of the AAA in this respect AAA. The written Demand for Arbitration must be served within 45 days after the conclusion of the mediation. c. The written Demand for Arbitration shall describe the factual basis of all Claims asserted, and shall be final and bindingserved upon the other party hereto by certified or registered mail, return-receipt requested. The parties prefer that any arbitrator agreed If Demand for Arbitration is not served within the applicable time period, the Claim will be deemed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearstime-barred. (iv) The arbitrator shall decide d. Written notice or Demand for Arbitration, or both, to Employee will be mailed to Employee's address as it appears in the matter before him Employer's records. Written notice or her in accordance with the terms of this agreementDemand for Arbitration, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. Ifboth, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitrationEmployer, including the fees to be paid to the arbitratoror its officers, directors, employees or agents, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its casesent to: Tekni-Plex, including any attorney’s fees.Inc., 000 Xxxxxxxxxx Xxxxxxx, Xxxxxxxxxx, XX 00000, Attention: Dr.

Dispute Resolution Procedure. (1) All claims by BFA Holder 11.1 Nothing contained in the Dispute Resolution Procedure set out in this clause 11 shall restrict either party’s freedom to commence legal proceedings in relation to the payment of any money due or by ExxonMobil arising out of other legal claim, to preserve any legal right or relating remedy to protect any proprietary or trade secret right, or to apply for injunctive relief. 11.2 The parties will use their reasonable endeavours to negotiate in good faith and settle any dispute that may arise under this Agreement and the Franchise Relationship between the parties created hereunder which Agreement. If any such dispute cannot be settled amicably through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered ordinary negotiations by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case designated managers of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation dispute shall last no longer than two daysbe referred to the senior representatives nominated by the senior administrator/manager of each party who will, within 14 days of a written request from either party, meet in good faith in order to try and resolve the dispute. If the dispute or difference is not resolved as a result of such meeting either party may (at such meeting or within 14 days of its conclusion) propose to the other in writing that structured negotiations be entered into with the assistance of a neutral adviser or mediator (“Neutral Adviser”) before resorting to litigation. 11.3 If the parties are unable to agree on a Neutral Adviser or if the Neutral Adviser agreed upon is unable or unwilling to act, either party may, within 14 days from the date of the proposal to appoint a Neutral Adviser or within 14 days of notice to either party that he is unable or unwilling to act, apply to the Centre for Dispute Resolution (iii“CEDR”) The mediator shall to appoint a Neutral Adviser. 11.4 Within 14 days of such appointment, the parties will meet with the Neutral Adviser in order to agree a programme for the exchange of any relevant information and the structure to be appointed by adopted for the AAA keeping negotiation to be held in mind London. If considered appropriate, the location parties may at any stage seek assistance from CEDR to provide guidance on a suitable procedure. 11.5 All negotiations connected with the dispute will be conducted in complete confidence, and convenience the parties undertake not to divulge details of such negotiations except to their professional advisers who will also be subject to such confidentiality, and will be without prejudice to the rights of the parties and in any future proceedings. 11.6 If the location parties accept the Neutral Adviser’s recommendations, or otherwise reach agreement on the resolution of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation proceduredispute, the filing fee required to be paid to the AAA such agreement shall be paid reduced to writing and, once it is signed by ExxonMobil. All other costs of the mediationtheir duly authorised representatives, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In 11.7 Failing agreement, either of the event parties may invite the Neutral Adviser to provide a claim by BFA Holder raises issues non- binding but informative opinion in writing as to the merits of the dispute and the rights and obligations of the parties, at the cost of the relevant party. Such opinion will be provided on a “without prejudice” basis to both parties and will be private and confidential to the parties, and may not be used in evidence in any proceedings commenced pursuant to this agreement without the prior written consent of the parties. 11.8 If the parties fail to reach agreement in the structured negotiations within 30 days of the Neutral Adviser being appointed, such a failure shall be without prejudice to the right of either party subsequently to refer any dispute or difference to litigation but the parties agree that are governed exclusively by before resorting to litigation structured negotiations in accordance with this clause shall have taken place, other than in the PMPA circumstances set out in clause 11.1. 11.9 Unless the parties otherwise agree, the fees and expenses of the Neutral Adviser, as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement any other administrative expenses of the parties. If after forty-five (45) days from procedure and the commencement costs of the arbitration each party, will be borne by the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the partiesequal shares. Each party shall be responsible for all expenses incurred by it will pay its own administrative costs and the costs of its own representation in presenting its case, including any attorney’s feesthe mediation.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil Any dispute arising out of or relating related to this Agreement the employment relationship created hereby, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, to the Franchise Relationship between the parties created hereunder which cannot maximum extent permitted by law, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere Section 11.4 below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (i) Mediation under this provision 11.1 The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (ii) Unless otherwise agreed to by the parties, the mediation 11.2 The responding party shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience furnish a statement of the parties relief, if any, that it is willing to provide, and the location of witnesses or documents that support its position as to the BFA Holder Branded Outlet(s) to which the claim relatesappropriate action. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of can mutually agree to waive this step. If the bar for matter is not resolved at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedurethis step, the filing fee required parties shall submit the dispute to non-binding mediation before a mediator to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally jointly selected by the parties. Each party Employee shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s feespay the cost of the mediation. (vi) 11.3 If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because does not produce a resolution of delaythe dispute, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by agree that the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil dispute shall be resolved exclusively by final and binding arbitration administered before an arbitrator appointed by the AAA under its Commercial Judicial Arbitration Rulesand Mediation Service (JAMS), and judgment on with the arbitration to be held in San Diego, California. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision arbitrator, however, shall not have the authority to require MediciNova to change any lawful policy or benefit plan. The hearing shall be transcribed. Employee shall bear the costs of the arbitrator shall be final and shall be binding on arbitration. Notwithstanding the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorforegoing, either party may ask the AAA bring an action in a court of competent jurisdiction regarding or related to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and bindingmatters involving MediciNova’s confidential, proprietary or trade secret information, or regarding or related to inventions that Executive may claim to have developed prior to joining MediciNova or after joining MediciNova, pursuant to California Labor Code 2870. The parties prefer that any arbitrator agreed further agree that, for violations of Executive’s confidentiality, proprietary information or trade secret obligations which the parties have elected to between them submit to arbitration, MediciNova retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of 11.4 MediciNova reserves the right to modify, change or cancel this provision upon 30 days written notice. However, such cancellation shall not affect matters which party commences the arbitration procedure hereunder, the filing fee required have already been submitted to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil The parties agree that any dispute arising out of the employment relationship between them, including the termination of that relationship, shall be resolved under the following procedures: (a) The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or relating to this Agreement documents that support the grievance and the Franchise Relationship between relief requested or proposed. (b) If the other party does not agree within five business days after receipt of the statement to furnish promptly the relief requested or proposed, or otherwise does not satisfy the demand of the party claiming to be aggrieved within five business days after receipt of the statement, the parties created hereunder which canshall promptly submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties. The Company will pay the cost of the mediation. (c) If the mediation does not produce a resolution of the dispute within five business days after mediation commences, the parties agree that the dispute shall be settled through negotiation shallpromptly resolved by final and binding arbitration by an arbitrator mutually selected by the parties or, unless if no agreement as to the provisions selection of Section 39(b)(1)(vi) applyan arbitrator is reached, first selection shall be submitted made pursuant to mediation administered the Expedited Labor Arbitration Rules of the American Arbitration Association, except that the arbitrator shall be selected by alternately striking names from a panel of five neutral labor or employment arbitrators designated by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigationAssociation. The following principles arbitrator shall apply in respect of have the authority to grant any mediation hereunder: (i) Mediation under this provision relief authorized by law, provided, however, that nothing herein shall not be available unless limit the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience right of the parties and the location Company to obtain injunctive relief from a court for violation of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, Agreement relating to confidentiality and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereofnoncompetition. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide not have the matter before him authority to modify, change or her in accordance with refuse to enforce the terms of this agreementAgreement. In addition, the applicable substantive law of arbitrator shall not have the state where authority to require the BFA Holder is located and Company to change any federal statutes which may be applicablelawful policy or benefit plan. The Federal Arbitration Act shall govern any final arbitration proceeding hereunder. All awards rendered hereunder hearing shall be in writing and on the request of either transcribed. The non-prevailing party shall state bear the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees prevailing party's attorneys' fees. (d) Except as otherwise provided in this Agreement, arbitration shall be the exclusive final remedy for all disputes between the parties, and the parties agree that no dispute shall be submitted to arbitration if the party claiming to be paid to aggrieved has not complied with the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it preliminary steps in presenting its case, including any attorney’s feesparagraphs (a) and (b) above.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil 9.1 The parties agree that any dispute arising out of or relating related to this Agreement the Employment relationship between them, including but not limited to common law or statutory claims for discrimination, wrongful discharge, and unpaid wages, shall be resolved by binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy. 9.2 The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or documents that support the grievance and the Franchise Relationship between relief requested or proposed. 9.3 If the other party does not agree to furnish the relief requested or proposed, or otherwise does not satisfy the demand of the party claiming to be aggrieved, the parties created hereunder which cannot shall submit the dispute to non-binding mediation before a mediator to be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to jointly selected by the parties. The Company will pay the cost of the mediation. 9.4 If the mediation does not produce a resolution of the dispute, the mediation shall last no longer than two days. (iii) The mediator parties agree that the dispute shall be appointed resolved by the AAA keeping final and binding arbitration in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesSeattle, Washington. The parties prefer that any mediator appointed hereunder be either shall attempt to agree to the identity of an individual with judicial experience or one who has been a member arbitrator, and, if they are unable to do so, the parties agree to assignment of an arbitrator from Judicial Arbitration and Mediation Services (JAMS). The arbitrator shall have the authority to determine whether the conduct complained of in subsection (g)(ii) violates the rights of the bar complaining party and, if so, to grant any relief authorized by law; provided, however, that nothing herein shall limit the right of the Company to obtain injunctive relief for at least 25 years. (iv) Each party violation of the Inventions Agreement. The arbitrator shall include among its representatives in not have the mediation proceeding an individual authorized authority to settle modify, change or refuse to enforce the claim(s). (v) Irrespective terms of which party commences the mediation procedurethis Agreement. In addition, the filing fee required arbitrator shall not have the authority to be paid require the Company to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the Executive prevails. If the Company prevails, including any fees to be paid to the mediatorExecutive will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its caseown attorneys fees. Arbitration shall be the exclusive final remedy for any dispute between the parties, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil agree that no dispute shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, where the claims under party claiming to be aggrieved has not complied with the PMPA shall be severed preliminary steps provided for in clauses (ii) and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The above. 9.5 Executive acknowledges that he has carefully read this arbitration shall agreement and understands it, and is entering into the agreement voluntarily after a reasonable period of time to consider it and review it with personal legal counsel. Executive also acknowledges he may be held giving up the opportunity to bring claims before a sole arbitrator who shall be selected by agreement court or jury, and does so in order to gain the benefits of the parties. If after fortya speedy, impartial and cost-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearseffective resolution procedure. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil The parties agree that any dispute arising out of or relating related to this Agreement and the Franchise Relationship employment relationship between them, including the parties created hereunder which cannot termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shallresolved by final and binding arbitration pursuant to the following procedures, unless except where the provisions law specifically forbids the use of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000arbitration as a final and binding remedy. (iia) Unless The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or documents that support the grievance and the relief requested or proposed, not less than thirty (30) days after the transaction, occurrence or event giving rise to such dispute. (b) If the other party does not agree to furnish the relief requested or proposed, or otherwise agreed does not satisfy the demand of the party claiming to be aggrieved, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, the Company shall provide Employee with a list of no fewer than five (5) names of arbitrators, each of whom have been appointed in at least ten (10) cases, excluding cases in which the Company or FICO shall have been involved, and Employee shall select one arbitrator from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party and, if so, to grant any relief authorized by law; provided, however, that nothing in this Agreement shall include among its representatives in limit the mediation proceeding an individual authorized right of the Company and FICO to settle seek and obtain injunctive or other relief with respect to any violation or threatened violation of the claim(s). (v) Irrespective Proprietary Information Agreement. The arbitrator shall not have the authority to modify, change or refuse to enforce the terms of which party commences any employment agreement between the mediation procedureparties. In addition, the filing fee required arbitrator shall not have theauthority to be paid require FICO or the Company to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The non-prevailing party will pay the costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the partiesarbitration. Each party shall be responsible for all expenses incurred by it in presenting paying its case, including any attorney’s own attorneys' fees. (vid) If either party believes it will Arbitration shall be prejudiced or in the exclusive, final remedy for any way adversely affected by dispute between the mediation procedure because of delayparties, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil agree that no dispute shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, where the claims under party claiming to be aggrieved has not complied with the PMPA shall be severed preliminary steps provided for in paragraphs (a) and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein(b) above. (iiie) The arbitration Nothing herein shall be held before a sole arbitrator who shall be selected by agreement of limit any remedy available under the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable Proprietary Information Agreement with respect to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them violations or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitrationthreatened violations thereof, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it pursuit of injunctive relief in presenting its case, including any attorney’s feescourt.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil Any dispute arising out in relation to any aspect of or relating to this Agreement shall be resolved in accordance with this clause H1. The Provider and the Franchise Relationship Council shall endeavour to notify each other of any anticipated disputes so that any potential dispute can be avoided by negotiation between them. Both parties shall endeavour to resolve any failure to agree matters or any disputes by direct negotiations between senior representatives of both parties. If the parties created hereunder which cannot be settled fail to resolve the dispute through negotiation shall, unless such consultation either party may refer the provisions of Section 39(b)(1)(vi) apply, first be submitted matter to mediation administered by the American Arbitration Association an adjudicator (“AAAthe Adjudicator”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation). The following principles Adjudicator shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to selected by agreement between the parties, or where the mediation parties are unable to agree on the identity of the adjudicator within fourteen (14) days, the President for the time being of the Chartered Institute of Arbitrators shall last no longer than two days. appoint the Adjudicator within thirty (iii30) Business Day of any application for such appointment by either party. Within five (5) Business Day of nomination in relation to a particular dispute, the Adjudicator shall require the parties to submit in writing their respective arguments. The mediator Adjudicator shall, in his absolute discretion, consider whether a hearing is necessary in order to resolve the dispute. In any event, the Adjudicator shall provide to both parties his written decision on the dispute, within twenty (20) Business Day of the Adjudicator's nomination to consider the relevant dispute (or such other period as the parties may agree after the reference) or thirty (30) Business Day from the date of reference if the party which referred the dispute agrees. The Adjudicator's decision shall not state any reasons for his decision. Unless and until revised, cancelled or varied by the English Courts, the Adjudicator's decision shall be appointed by binding on both parties who shall forthwith give effect to the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesdecision. The parties prefer that Adjudicator’s costs of any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA reference shall be paid by ExxonMobil. All other costs of borne as the mediationAdjudicator shall specify or, including any fees to be paid to the mediatorin default, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting bear its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil own costs arising out of or the reference, including legal costs and the costs and expenses of any witnesses. The Adjudicator shall be deemed not to be an arbitrator but shall render his decision as an expert, and the provisions of the Arbitration Act 1996 and the law relating to this Agreement arbitration shall not apply to the Adjudicator or his determination or the procedure by which he reached his determination. The Adjudicator shall act impartially and may take the initiative in ascertaining the facts and the Franchise Relationship between law. The Adjudicator shall have the parties created hereunderpower to open up, except for claims exclusively governed review and revise any opinion, certificate, instruction, determination or decision of whatever nature given or made under this Agreement. All information, data or documentation disclosed or delivered by a party to the PMPA Adjudicator in consequence of or in connection with his appointment as Adjudicator shall be treated as confidential. The Adjudicator shall not, save as permitted by clause F2 (Confidentiality and claims by ExxonMobil seeking relief when time is Publicity) and clause 0 (Freedom of Information), disclose to any person or company any such information, data or documentation and all such information, data or documentation shall remain the property of the essence, including but not limited party disclosing or delivering the same and all copies shall be returned to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct such party on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession completion of the premises, which are Adjudicator’s work. The Adjudicator is not resolved by negotiation liable for anything done or mediation, may be asserted only omitted in an arbitration proceeding the discharge or purported discharge of his functions as Adjudicator unless the act or omission is in bad faith. Any employee or agent of the Adjudicator is similarly protected from liability. If:- either party is dissatisfied with or otherwise wishes to be conducted challenge the Adjudicator’s decision made in accordance with clause H1.6 (Adjudicator’s Decision); or both parties agree, then either party may (within twenty (20) Business Day of receipt of the provisions Adjudicator’s decision, where appropriate), notify the other party of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by its intention to refer the AAA under its Commercial Arbitration Rules, and judgment on dispute to the award rendered by the arbitrator may be entered in any court having jurisdiction thereofcourts. The parties shall continue to comply with, observe and perform all their obligations hereunder regardless of the nature of the dispute and notwithstanding the referral of the dispute for resolution under this clause H1 and shall give effect forthwith to every decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator Adjudicator and the decision of the AAA in courts delivered under this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearsclause H1. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil Any dispute arising out of or relating related to this Agreement the employment relationship created hereby, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, to the Franchise Relationship between the parties created hereunder which cannot maximum extent permitted by law, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere section (d) below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (i) Mediation under this provision 11.1 The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (ii) Unless otherwise agreed 11.2 The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to non-binding mediation before a mediator to be jointly selected by the parties. MediciNova will pay the cost of the mediation. 11.3 If the mediation does not produce a resolution of the dispute, the mediation shall last no longer than two days. (iii) The mediator parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list of arbitrators from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in subsection (a) of this section violates the rights of the bar for at least 25 years. complaining party and, if so, to grant any relief authorized by law, subject to the exclusions of subsection (ivd) Each party below. The arbitrator shall include among its representatives in not have the mediation proceeding an individual authorized authority to settle modify, change or refuse to enforce the claim(s). (v) Irrespective terms of which party commences any employment agreement between the mediation procedureparties. In addition, the filing fee required arbitrator shall not have the authority to be paid require MediciNova to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other MediciNova shall bear the costs of the mediationarbitration if Executive prevails. If MediciNova prevails, including any fees to be paid to Executive will pay half the mediatorcost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its case, including any attorney’s own attorneys fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by . The parties agree that the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil award shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered enforceable in any court having jurisdiction thereofto enforce this Agreement, so long as the arbitrator’s findings of fact are supported by substantial evidence on the whole and the arbitrator has not made errors of law; provided, however, that either party may bring an action in a court of competent jurisdiction regarding or related to matters involving MediciNova’s confidential, proprietary or trade secret information, or regarding or related to inventions that Executive may claim to have developed prior to joining MediciNova or after joining MediciNova, pursuant to California Labor Code 2870. The decision parties further agree that, for violations of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunderExecutive’s confidentiality, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration proprietary information or trade secret obligations which the parties have been unable elected to agree on submit to arbitration, MediciNova retains the selection of an arbitrator, either party may ask right to seek preliminary injunctive relief in court in order to preserve the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of 11.4 MediciNova reserves the right to modify, change or cancel this provision upon 30 days’ written notice. However, such cancellation shall not affect matters which party commences the arbitration procedure hereunder, the filing fee required have already been submitted to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil The parties agree that any dispute arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be resolved by final and binding arbitration, except where the law (a) The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or documents that support the grievance and the Franchise Relationship between the parties created hereunder which cannot be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, relief requested or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000proposed. (iib) Unless If the other party does not agree to furnish the relief requested or proposed, or otherwise agreed does not satisfy the demand of the party claiming to be aggrieved, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . Trega will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list of arbitrators from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party shall include among its representatives in the mediation proceeding an individual and, if so, to grant any relief authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedureby law; provided, however, the filing fee required parties agree, that for violations of the employee's trade secret obligations, Tregx xxxains the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be paid heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the AAA terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require Trega to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other Trega shall bear the costs of the mediationarbitration if the employee prevails. If Trega prevails, including any fees to be paid to the mediatoremployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its case, including any attorney’s own attorneys fees. (vid) If either party believes it will Arbitration shall be prejudiced or in the exclusive final remedy for any way adversely affected by dispute between the mediation procedure because of delayparties, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil agree that no dispute shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, where the claims under party claiming to be aggrieved has not complied with the PMPA shall be severed preliminary steps provided for in paragraphs (a) and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein(b) above. (iiie) The arbitration Trega reserves the right to modify, change or cancel this provision upon 30 days written notice. However, such cancellation shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties not affect matters which have already been unable submitted to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. If a Claim (1as defined below) All claims by BFA Holder arises, whether or by ExxonMobil not arising out of Employee's employment, termination of employment, or relating otherwise, that the Employer may have against Employee, or that Employee may have against the Employer or against its parent, subsidiaries, affiliated entities of any of the foregoing, the shareholders, officers, directors, employees, agents or any other representatives of any of the foregoing, such Claim shall be resolved in accordance with the procedure set forth below. A Claim must be processed in the manner set forth below, otherwise the Claim shall be void and deemed waived even if there is a federal or state statute of limitations which would allow more time to this Agreement pursue the Claim. 17.1 Within 180 days from the date that the aggrieved party knew or should have known of the facts that gave rise to the Claim, the aggrieved party must give written notice of the Claim to the other party hereto. The parties will hold informal discussions and attempt to resolve the Franchise Relationship between Claim. If written notice of the parties created hereunder which canClaim is not given within the 180-day period, the Claim will be settled through negotiation shalldeemed to be time-barred. 17.2 If the Claim is not resolved within 30 days after the written notice of the Claim was given pursuant to paragraph 17.1, unless either party may initiate arbitration by serving upon the provisions other party written Demand for Arbitration and by filing the Demand for Arbitration in conformance with the rules of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“"AAA”) under its Commercial Mediation Procedures before resorting "). The written Demand for Arbitration must be served within 45 days after the end of such 30-day period. 17.3 The written Demand for Arbitration shall describe the factual basis of all Claims asserted, and shall be served upon the other party hereto by certified or registered mail, return receipt requested. If Demand for Arbitration is not served within the applicable time period, the Claim will be deemed to arbitrationbe time-barred. 17.4 Written notice or Demand for Arbitration, or both, to Employee will be mailed to Employee's address as it appears in the case of claims exclusively governed by the PMPAEmployer's records. Written notice or Demand for Arbitration, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the partiesboth, the mediation shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediationEmployer, including any fees to be paid to the mediatoror its officers, directors, employees or agents, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its casesent to VDI, including any attorney’s feesAttention: Xxx Xxxxx, 0000 Xxxxxx Xxxxxxxxx, Xxxxxxxxx, XX 00000. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an 17.5 The arbitration proceeding to shall be conducted in accordance with the provisions then-current Employment Dispute Resolution Rules of this Section 39(b)the AAA before a single arbitrator. The arbitration shall take place in Los Angeles County, California. (i1) Any such claims by BFA Holder or by ExxonMobil The Arbitrator shall be resolved exclusively by arbitration administered by selected as follows. The AAA shall give each party a list of 11 arbitrators drawn from its panel of labor and employment arbitrators. Each side may strike all names on the list it deems unacceptable. If only one common name remains on the lists of all parties, that individual shall be the Arbitrator. If more than one common name remains on the lists of all parties, the parties shall strike names alternately, in a telephone conference no more than five (5) days after the parties receive notice that more than one acceptable arbitrator remains, until only one remains. If no common name remains on the lists of all parties, the AAA under its Commercial Arbitration Rulesshall furnish one additional list, and judgment on the award rendered by above procedure will be utilized. If no arbitrator is designated from the arbitrator may be entered in any court having jurisdiction thereof. The decision second list, the procedure of the arbitrator shall Employment Resolution Rules will be final and shall be binding on utilized to select the partiesarbitrator. (ii2) In Any party may be represented in the event a claim arbitration by BFA Holder raises issues that are governed exclusively an attorney or other representative selected by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided hereinsuch party. (iii3) The arbitration shall be held before a sole arbitrator who shall be selected by agreement parties waive the provisions of the parties. If after forty-five (45) days from the commencement California Code of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearsCivil Procedure Section 1283. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1Step 3) (A) Path A - Individual and Group Grievances (a) Mediation All claims by BFA Holder individual or by ExxonMobil arising out of or relating group grievances, except termination related grievances (e.g., dismissal, layoff) and discrimination and/or harassment grievances, shall be referred to this Agreement a mediation/arbitration process unless the parties (i.e., NASA and the Franchise Relationship Board) mutually agree to a different alternative dispute resolution path (e.g., sole Arbitrator, panel arbitration). The parties shall mutually agree to a single person to act as a Mediator/Arbitrator in the first instance to assist in the resolution of the dispute. Failing mutual agreement, the parties shall select the Mediator/Arbitrator by use of the random roster procedure outlined below. The Mediator/Arbitrator shall assist the parties in mediating a resolution to the grievance within thirty (30) days of confirmation of appointment. The Mediator/Arbitrator shall be confined to the issue in dispute. In an effort to achieve resolution, all mediation discussions shall be held on a without prejudice basis with regard to any subsequent arbitration proceeding. Any mediation resolution shall be on a with/without prejudice basis as mutually agreed to between the Board and NASA. If the Mediator/Arbitrator or one of the parties created hereunder which believe that the hearing of the case by the Mediator/Arbitrator, acting as an Arbitrator, may demonstrably affect or prejudice their ability to render an effective resolution, then the Mediator/Arbitrator or the respective party, as the case may be, may initiate the appointment of a different Mediator/Arbitrator, from the roster, to arbitrate the case. If the Mediator/Arbitrator is unsuccessful in facilitating resolution of the grievance, the Mediator/Arbitrator may render an arbitration decision. When a Mediator/Arbitrator cannot be settled through negotiation shallassist in mediating a resolution to the grievance, unless the provisions of Section 39(b)(1)(vi) applyparties shall agree, first be submitted in writing, that the Mediator/Arbitrator shall act as a single Arbitrator to mediation administered by hear the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigationcase. The following principles conditions shall apply in respect to the powers of any mediation hereunderthe Mediator/Arbitrator under this dispute resolution path. The Mediator/Arbitrator may: (i) Mediation under this provision shall not be available unless require the claim(s) in controversy exceeds production of documents deemed relevant to the sum or value of $5,000.grievance; (ii) Unless otherwise agreed examine any witnesses deemed relevant to by the parties, the mediation shall last no longer than two days.grievance; and/or (iii) assist the parties in mediating a resolution of the grievance. The mediator parties shall equally share the costs of the fees and expenses of the Mediator/Arbitrator. (b) Arbitration The Mediator/Arbitrator shall have the responsibility to: (i) arbitrate the matter should the mediation process not provide a resolution. Such arbitration decision shall be appointed by the AAA keeping in mind the location final and convenience of binding upon the parties and upon any Employee affected by the decision; (ii) determine his/her own procedure and shall give full opportunity to the parties to present evidence and to be heard; (iii) hear and determine the merits of the grievance and shall issue an award in writing to the parties within thirty (30) days of the conclusion of the hearing; (iv) provide a brief memorandum of his/her decision (i.e., no longer than 20 pages); (v) shall not change, amend, alter or modify any of the terms of this Agreement; and (vi) determine whether a particular matter is arbitrable under this Agreement, the question of jurisdiction shall be determined by the Mediator/Arbitrator, as the case may be. Each party shall bear the expenses and costs of their respective presentation and the parties shall equally share the expenses of the Mediator/Arbitrator. In the event that the Mediator/Arbitrator deals with a matter relating to disciplinary action, then the Mediator/Arbitrator has the authority to reinstate an Employee with or without compensation for wages and/or benefits or make any other award s/he may deem just and reasonable that would be consistent with the terms of the Agreement. (c) Representation to Mediator/Arbitrator The parties mutually agree to the following principles: (i) the parties shall agree upon the location of the BFA Holder Branded Outlet(shearings; (ii) the parties shall each prepare and submit to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been Mediator/Arbitrator a member maximum of a six (6) page summary of the bar for at least 25 years.issues in dispute, facts, evidence, merits, and proposed resolution, if any; (iii) the parties may make oral submissions to a maximum of one (1) hour; (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized parties may call witnesses to settle testify before the claim(s).Mediator/Arbitrator; (v) Irrespective the parties will make every effort not to rely upon legal/procedural objections and the parties agree to make limited use of which labour law jurisprudence/authorities during oral submissions, although neither party commences is precluded from presenting any issue that it feels warrants review/consideration by the mediation procedureMediator/Arbitrator; (vi) the parties agree to restrict the use of the legal representatives by utilizing in-house NASA staff or Human Resource Services Employees, as the case may be, in the presentation of the case; and (vii) the parties will make every effort to expedite the scheduling of the hearing of each case. (d) Selection of the Mediator/Arbitrator The parties mutually agree to the following procedure for selection of the Mediator/Arbitrator: (i) to an approved roster of Mediators/Arbitrators that shall be reviewed by the parties annually; (ii) that selection of the Mediator/Arbitrator, from the roster, for any particular case shall be random unless otherwise mutually agreed upon; and (iii) the parties agree that the role of the Mediator/Arbitrator is to attempt to resolve the difference/grievance or, if necessary, provide a decision; the Mediator/Arbitrator should not seek a compromise unless such compromise is warranted. (B) Path B - Policy and Individual Termination Grievances All policy, individual termination related grievances and discrimination and/or harassment grievances shall be referred to an arbitration process unless the parties (i.e., NASA and the Board) mutually agree to a different dispute resolution path (e.g., mediation/arbitration). If the Board or NASA request that a matter be submitted to arbitration, it shall make such request in writing addressed to the other party and at the same time state their nominee. Within fifteen (15) days thereafter, the filing fee required other party shall nominate a nominee, provided however, that if such party fails to nominate a nominee as herein required, the Labour Relations Board for the Province of Alberta shall have power to effect such appointment upon application thereto by the party invoking the arbitration procedure. The two nominees shall attempt to select by agreement a Chairperson of the Board of Arbitration within fifteen (15) days. If they are unable to agree upon such a Board Chairperson, either may notify his/her principals that they require appointment of the Board Chairperson by random selection from the approved roster. However, the parties hereto may select one (1) person to act as a sole Arbitrator to whom any such grievance may be paid submitted for arbitration and such person shall have the same powers and be subject to the AAA same restriction as a board of arbitration appointed under this Agreement. No person may be appointed as an Arbitrator who has been involved in an attempt to negotiate or settle the grievance. The Board of Arbitration shall not be authorized to make any decision inconsistent with the provision of this Agreement, nor to alter, modify, add to or amend any part of this Agreement. The jurisdiction of the Board of Arbitration shall be paid confined to the issue in dispute. The decision shall be unanimous or one reached by ExxonMobil. All other costs a majority of the mediationmembers of the Board of Arbitration; provided, including however, that if there is no majority decision of the Board of Arbitration then the decision of the Board Chairperson shall constitute the final binding decision of the Board of Arbitration. If any fees dispute arises between the parties as to be paid to whether a particular matter is adjudicable under this article, the mediator, question of jurisdiction shall be shared equally determined by the partiesBoard of Arbitration or sole Arbitrator as the case may be. In the event that a Board of Arbitration deals with a matter relating to termination, then the board has the authority to reinstate an Employee with or without compensation for wages and any other benefits lost, or to make any other award it may deem just and reasonable which would be consistent with the terms of the Agreement. Each of the parties hereto will bear the expense of their nominee and the parties will jointly bear the expense, if any, of the Chairperson of the Board of Arbitration. The party initiating arbitration shall be responsible for all expenses incurred by it in presenting its case, including informing any attorney’s fees. (vi) If either third party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed likely to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b).adversely affected: (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final time and shall be binding on place of the parties.sitting of the Board of Arbitration; (ii) In of the event a claim by BFA Holder raises issues that are governed exclusively by matter to be placed before the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein.Board of Arbitration; and (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement right of the arbitration the parties have been unable that third party to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator be present and the decision of the AAA in this respect shall be final and bindingrepresented. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either initiating party shall state the reasoning on which the award rests. (vprovide a copy of said notice(s) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid party responding to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s feesgrievance.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil Any dispute arising out of or relating related to this Agreement the employment relationship created hereby, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, to the Franchise Relationship between the parties created hereunder which cannot maximum extent permitted by law, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere Section 11.4 below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (i) Mediation under this provision 12.1 The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (ii) Unless otherwise agreed to by the parties, the mediation 12.2 The responding party shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience furnish a statement of the parties relief, if any, that it is willing to provide, and the location of witnesses or documents that support its position as to the BFA Holder Branded Outlet(s) to which the claim relatesappropriate action. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of can mutually agree to waive this step. If the bar for matter is not resolved at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedurethis step, the filing fee required parties shall submit the dispute to non-binding mediation before a mediator to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally jointly selected by the parties. Each party Employee shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s feespay the cost of the mediation. (vi) 12.3 If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because does not produce a resolution of delaythe dispute, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by agree that the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil dispute shall be resolved exclusively by final and binding arbitration administered before an arbitrator appointed by the AAA under its Commercial Judicial Arbitration Rulesand Mediation Service (JAMS), and judgment on with the arbitration to be held in San Diego, California. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision arbitrator, however, shall not have the authority to require MediciNova to change any lawful policy or benefit plan. The hearing shall be transcribed. Employee shall bear the costs of the arbitrator shall be final and shall be binding on arbitration. Notwithstanding the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorforegoing, either party may ask the AAA bring an action in a court of competent jurisdiction regarding or related to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and bindingmatters involving MediciNova’s confidential, proprietary or trade secret information, or regarding or related to inventions that Executive may claim to have developed prior to joining MediciNova or after joining MediciNova, pursuant to California Labor Code 2870. The parties prefer that any arbitrator agreed further agree that, for violations of Executive’s confidentiality, proprietary information or trade secret obligations which the parties have elected to between them submit to arbitration, MediciNova retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of 12.4 MediciNova reserves the right to modify, change or cancel this provision upon 30 days written notice. However, such cancellation shall not affect matters which party commences the arbitration procedure hereunder, the filing fee required have already been submitted to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims In the event of a dispute, controversy or claim by BFA Holder or by ExxonMobil and between Client and MGT arising out of or relating to this Agreement or matters related to this Agreement, the parties will first attempt in good faith to resolve through negotiation any such dispute, controversy or claim. Either party may initiate negotiations by providing written notice in letter form to the other party setting forth the subject of the dispute and the Franchise Relationship between relief requested. The recipient of such notice will respond in writing within five (5) business days with a statement of its position on, and recommended solution to, the parties created hereunder which candispute. If the dispute is not be settled through negotiation shallresolved by this exchange of correspondence, unless then senior management representatives of each party with full settlement authority will meet at a mutually agreeable time and place within fifteen (15) business days of the provisions date of Section 39(b)(1)(vi) applythe initial notice in order to exchange relevant information and perspectives and to attempt to resolve the dispute. If the dispute is not resolved by these negotiations, first the matter will be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigationa mutually agreeable certified mediator. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation shall last take place in Montrose County, Colorado. Except as provided herein, no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) civil action with respect to which the any dispute, controversy or claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement may be commenced until the matter has been submitted for mediation. Either party may commence mediation by providing to the other party a written request for mediation, setting forth the subject of the dispute and the Franchise Relationship between relief requested. The parties will cooperate in selecting a mediator and in scheduling the mediation proceedings. The parties will participate in the mediation in good faith and will share equally in its costs. All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by either of the parties, their agents, employees, experts or attorneys, or by the mediator, are confidential, privileged and inadmissible for any purpose, including impeachment, in any litigation or other proceeding involving the parties; provided, however, that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation. Either party may seek equitable relief prior to the mediation to preserve the status quo pending the completion of that process. Except for such an action to obtain equitable relief, neither party may commence a civil action with respect to the matters submitted to mediation until after the completion of the initial mediation session. Mediation may continue after the commencement of a civil action, if the parties created hereunderso desire. The provisions of this clause may be enforced by any court of competent jurisdiction, except for claims exclusively governed and the party seeking enforcement shall be entitled to an award of all reasonable costs, fees and expenses, including legal fees, to be paid by the PMPA party against whom enforcement is ordered. In addition, should the dispute under this Agreement involve the failure to pay fees and/or Disbursements under Section III hereof, and claims by ExxonMobil seeking relief when time the matter is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by through negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil Client shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other pay all costs of the arbitrationcollection, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.including,

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil The parties agree that any and all disputes ---------------------------- arising out of the employment relationship between them, will be resolved under the following procedures. A. The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or relating to this Agreement documents that support the grievance and the Franchise Relationship between relief requested or proposed. B. If the other party does not agree to furnish the relief requested or proposed, or otherwise does not satisfy the demand of the party claiming to be aggrieved, C2i may submit the dispute to non-binding mediation before a mediator to be jointly selected by the parties. The parties will share the cost of the mediation. C. If the mediation does not produce a resolution of the dispute, C2i may submit the dispute for final and binding arbitration before an arbitrator mutually selected by the parties created hereunder which cannot or, if no agreement is reached, then under the Expedited Labor Arbitration Rules of the American Arbitration Association, except that the arbitrator shall be settled through negotiation shall, unless selected by alternately striking names from the provisions panel of Section 39(b)(1)(vifive (5) apply, first be submitted to mediation administered neutral labor or employment arbitrators designated by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigationAssociation. The following principles arbitrator shall apply in respect of have the authority to grant any mediation hereunder: (i) Mediation under this provision relief authorized by law. The arbitrator shall not be available unless have the claim(s) in controversy exceeds authority to modify, change or refuse to enforce the sum or value terms of $5,000. (ii) Unless otherwise agreed to by the partiesemployment agreement. In addition, the mediation arbitrator shall last no longer than two days. (iii) not have the authority to require C2i to change any lawful policy or benefit plan. The mediator hearing shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the partiestranscribed. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s bear their respective legal and arbitration fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil D. Arbitration shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in exclusive final remedy for any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of dispute between the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorProvided, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA however, that nothing in this respect Paragraph 9 shall be final and binding. The parties prefer that any arbitrator agreed limit the right of C2i to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member go to court to obtain injunctive relief for violation of the bar for at least 25 yearsC2i's Confidentiality Agreement. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. E. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s bear their respective legal fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil 9.1 The parties agree that any dispute arising out of or relating related to this Agreement the Employment relationship between them, including but not limited to common law or statutory claims for discrimination, wrongful discharge, and unpaid wages, shall be resolved by binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy. 9.2 The party claiming to be aggrieved shall furnish to the other party a written statement of the grievance identifying any witnesses or documents that support the grievance and the Franchise Relationship between relief requested or proposed. 9.3 If the other party does not agree to furnish the relief requested or proposed, or otherwise does not satisfy the demand of the party claiming to be aggrieved, the parties created hereunder which cannot shall submit the dispute to nonbinding mediation before a mediator to be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to jointly selected by the parties. The Company will pay the cost of the mediation. 9.4 If the mediation does not produce a resolution of the dispute, the mediation shall last no longer than two days. (iii) The mediator parties agree that the dispute shall be appointed resolved by the AAA keeping final and binding arbitration in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesSan Francisco, California. The parties prefer that any mediator appointed hereunder be either shall attempt to agree to the identity of an individual with judicial experience or one who has been a member arbitrator, and, if they are unable to do so, the parties agree to assignment of an arbitrator from Judicial Arbitration and Mediation Services (JAMS). The arbitrator shall have the authority to determine whether the conduct complained of in subsection (g)(ii) violates the rights of the bar complaining party and, if so, to grant any relief authorized by law; provided, however, that nothing herein shall limit the right of the Company to obtain injunctive relief for at least 25 years. (iv) Each party violation of the Inventions Agreement. The arbitrator shall include among its representatives in not have the mediation proceeding an individual authorized authority to settle modify, change or refuse to enforce the claim(s). (v) Irrespective terms of which party commences the mediation procedurethis Agreement. In addition, the filing fee required arbitrator shall not have the authority to be paid require the Company to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the Executive prevails. If the Company prevails, including any fees to be paid to the mediatorExecutive will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its caseown attorneys fees. Arbitration shall be the exclusive final remedy for any dispute between the parties, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil agree that no dispute shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, where the claims under party claiming to be aggrieved has not complied with the PMPA shall be severed preliminary steps provided for in clauses (ii) and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The above. 9.5 Executive acknowledges that he has carefully read this arbitration shall agreement and understands it, and is entering into the agreement voluntarily after a reasonable period of time to consider it and review it with personal legal counsel. Executive also acknowledges he may be held giving up the opportunity to bring claims before a sole arbitrator who shall be selected by agreement court or jury, and does so in order to gain the benefits of the parties. If after fortya speedy, impartial and cost-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearseffective resolution procedure. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil The Corporation and the Consultant agree that any dispute arising out of or relating related to this Agreement and the Franchise Relationship between the parties created hereunder which cannot Consultant's consultancy shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: where subsection (ig) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000below specifically allows a different remedy. (iia) Unless otherwise agreed The complainant shall provide the other party with a written statement of the claim identifying any supporting witnesses or documents and the requested relief. (b) The respondent shall furnish a statement of the relief, if any, that it is willing to provide, and identify supporting witnesses or documents. If the matter is not resolved, the parties shall submit the dispute to nonbinding mediation, paid for by the Corporation, before a mediator to be selected by the parties, the mediation shall last no longer than two days. (iiic) The mediator If the matter is not resolved through mediation, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location and convenience of binding arbitration. If the parties are unable to jointly select an arbitrator, they will obtain a list of arbitrators from the Federal Mediation and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 yearslist. (ivd) Each party The arbitrator shall include among its representatives have the authority to determine whether the conduct complained of in subsection (a) of this Section 18 violates the mediation complainant's rights and, if so, to grant any relief authorized by law; subject to the exclusions of subsection (g) below. The arbitrator shall not have the authority to modify, change or refuse to enforce the terms of any consultancy or service agreement between the parties, or change any lawful policy or benefit plan. Discovery shall be permitted in connection with the arbitration proceeding an individual authorized to settle within the claim(s)reasonable discretion of the arbitrator. The decision (award) shall be in writing and shall set forth the rationale and legal basis therefore and such decision. (ve) Irrespective of which party commences The Corporation will bear the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediationarbitration if the Consultant prevails. If the Corporation prevails, including any fees to be paid to the mediator, shall be shared equally by Consultant will pay the partiescost of the arbitration. Each party shall be responsible for all expenses incurred by it in presenting pay its caseown attorneys fees, including any attorney’s feesunless the arbitrator orders otherwise pursuant to applicable law. (vif) If either party believes it will Arbitration shall be prejudiced the exclusive final remedy for any dispute between the parties, such as disputes involving claims for discrimination or harassment (such as claims under the Fair Employment and Housing Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, or the Age Discrimination in any way adversely affected by the mediation procedure because Employment Act), wrongful termination, breach of delaycontract, expense incurredbreach of public policy, time requirements physical or mental harm or distress or any other legitimate concerndisputes, and the parties agree that party may, by notice no dispute shall be submitted to arbitration where the other, proceed directly to arbitrationcomplainant has not complied with the preliminary steps provided for in sections (a) and (b) above. (2g) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and The parties agree that the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil award shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered enforceable in any court having jurisdiction thereof. The decision to enforce this Agreement, so long as the arbitrator's findings of fact are supported by substantial evidence on the whole and the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement has not made errors of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorlaw; however, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA bring an action in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that of competent jurisdiction regarding or related to matters involving the parties’ agreement prohibiting class claims is not enforceableCorporation's confidential, the class claims must be brought as a class action litigation and not as a class action arbitrationproprietary or trade secret information. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. You and the Company (1"the parties") All claims by BFA Holder or by ExxonMobil agree that any dispute, arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and the Franchise Relationship between the parties created hereunder which cannot any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, or in except where the case law specifically forbids the use of claims exclusively governed by the PMPA, litigationarbitration as a final and binding remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (iib) Unless otherwise agreed The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and if they are unable to do so, they will obtain a list from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party shall include among its representatives in the mediation proceeding an individual and, if so, to grant any relief authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedureby law; provided, however, the filing fee required parties agree, that for violations of the employee's trade secret obligations, AboveNet retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be paid heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the AAA terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require AboveNet to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other AboveNet shall bear the costs of the mediationarbitration if the employee prevails. If AboveNet prevails, including any fees to be paid to the mediatoremployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its case, including any attorney’s own attorneys fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims A. In the event a member is aggrieved by BFA Holder the City’s denial of an application for GML § 207-a benefits or decision to discontinue GML § 207-a benefits, or if there is a dispute about whether a member is capable of performing a specific light duty assignment, an issue with respect to outside employment, an issue regarding whether a member has waived GML § 207-a benefits, or any other dispute concerning initial or continued entitlement to GML § 207-a benefits, the matter may be submitted directly to binding arbitration pursuant to the grievance and arbitration procedure contained in the collective bargaining agreement, except that the cost for services of the arbitrator shall be borne equally by ExxonMobil arising out of or relating to this Agreement the City and the Franchise Relationship between member. The arbitrator shall have authority to review the facts and applicable law and issue an award on the issues appropriately submitted to arbitration under this GML § 207-a procedure. The burden of going forward with regard to the subject of the hearing shall be upon the party who has initiated the change in status. B. A hearing shall be held within thirty (30) days of appointment of an arbitrator except that the deadline may be extended upon mutual consent in writing. The arbitrator shall render a decision within ten (10) days of the hearing date. The arbitrator’s determination shall be based upon the submissions made at hearing, and the parties created hereunder which cannot be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available permitted to submit post-hearing briefs or arguments, unless the claim(s) in controversy exceeds the sum or value of $5,000mutually agreed to. C. The parties shall have the option, upon mutual consent and whenever practicable, to submit their respective evidence and positions to the arbitrator upon a stipulated record and written arguments, without necessity of hearing. In this case, such submission shall be made to the arbitrator on or before the thirtieth (ii30th) Unless otherwise agreed to by day, measured from the parties, date of the mediation shall last no longer than two daysarbitrator’s appointment. (iii) D. The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision determination of the arbitrator shall be final and shall be binding on the parties. (ii) In City and the event member, but shall not preclude further review at a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigationsubsequent date based upon new or supplemental medical or other information. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The cost of the arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared borne equally by the partiesCity and the member. Each party The costs of any transcript or medical testimony shall be responsible for all expenses incurred borne by it in presenting its case, including any attorney’s feesthe person/party requesting the same.

Dispute Resolution Procedure. You and the Company (1the "parties") All claims by BFA Holder or by ExxonMobil agree that any dispute arising out of or relating related to this Agreement the employment relationship, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, to the Franchise Relationship between maximum extent permitted by law, shall be resolved by final and binding arbitration in San Diego, California, except where the parties created hereunder which cannot be settled through negotiation shall, unless law specifically forbids the provisions use of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitrationarbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere section (d) below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (iib) Unless otherwise agreed The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to non-binding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list of arbitrators from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in subsection (a) of this section violates the rights of the bar for at least 25 years. complaining party and, if so, to grant any relief authorized by law, subject to the exclusions of subsection (ivd) Each party below. The arbitrator shall include among its representatives in not have the mediation proceeding an individual authorized authority to settle modify, change or refuse to enforce the claim(s). (v) Irrespective terms of which party commences any employment agreement between the mediation procedureparties. In addition, the filing fee required arbitrator shall not have the authority to be paid require the Company to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if you prevail. If the Company prevails, including any fees to be paid to you will pay half the mediatorcost of the arbitration or $5000, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its caseown attorneys fees. Arbitration shall be the exclusive final remedy for any dispute between the parties, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims maximum extent permitted by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essencelaw, including but not limited to disputes involving claims for discrimination or harassment (such as claims under the Fair Employment and Housing Act, Title VII of trademark misusethe Civil Rights Act of 1964, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activitiesAmericans with Disabilities Act, or actions seeking the Age Discrimination in Employment Act), wrongful termination, breach of contract, breach of public policy, physical or mental harm or distress or any other disputes, and the parties agree that no dispute shall be submitted to evict a dealer claimed arbitration where the party claiming to be in wrongful possession of the premises, which are aggrieved has not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance complied with the provisions of this Section 39(b). preliminary steps provided for in subsections (ia) Any such claims by BFA Holder or by ExxonMobil and (b) above. The parties agree that the arbitration award shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered enforceable in any court having jurisdiction thereofto enforce this Agreement, so long as the arbitrator's findings of fact are supported by substantial evidence on the whole and the arbitrator has not made errors of law; provided, however, that either party may bring an action in a court of competent jurisdiction regarding or related to matters involving the Company's confidential, proprietary or trade secret information, or regarding or related to inventions that you may claim to have developed prior to joining the Company or after joining the Company, pursuant to California Labor Code 2870. The decision parties further agree that, for violations of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunderyour confidentiality, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration proprietary information or trade secret obligations which the parties have been unable elected to agree on submit to arbitration, the selection of an arbitrator, either party may ask Company retains the AAA right to appoint a sole arbitrator and seek preliminary injunctive relief in court in order to preserve the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vid) Irrespective of The Company reserves the right to modify, change or cancel this provision upon 30 days written notice. However, such cancellation shall not affect matters which party commences the arbitration procedure hereunder, the filing fee required have already been submitted to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil Any dispute arising out of or relating related to this Agreement the employment relationship created hereby, including the termination of that relationship and any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, to the Franchise Relationship between the parties created hereunder which cannot maximum extent permitted by law, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, except where the law specifically forbids the use of arbitration as a final and binding remedy, or in the case of claims exclusively governed by the PMPA, litigationwhere Section 11.4 below specifically allows a different remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (i) Mediation under this provision 11.1 The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (ii) Unless otherwise agreed 11.2 The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to non-binding mediation before a mediator to be jointly selected by the parties. MediciNova will pay the cost of the mediation. 11.3 If the mediation does not produce a resolution of the dispute, the mediation shall last no longer than two days. (iii) The mediator parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list of arbitrators from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in Section 11.1 violates the rights of the bar for at least 25 years. (iv) Each complaining party and, if so, to grant any relief authorized by law, subject to the exclusions of Section 11.4 below. The arbitrator shall include among its representatives in not have the mediation proceeding an individual authorized authority to settle modify, change or refuse to enforce the claim(s). (v) Irrespective terms of which party commences any employment agreement between the mediation procedureparties. In addition, the filing fee required arbitrator shall not have the authority to be paid require MediciNova to the AAA change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other MediciNova shall bear the costs of the mediationarbitration if Executive prevails. If MediciNova prevails, including any fees to be paid to Executive will pay half the mediatorcost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred by it in presenting paying its caseown attorneys fees. Arbitration shall be the exclusive final remedy for any dispute between the parties, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims maximum extent permitted by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essencelaw, including but not limited to disputes involving claims for discrimination or harassment (such as claims under the Fair Employment and Housing Act, Title VII of trademark misusethe Civil Rights Act of 1964, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activitiesAmericans with Disabilities Act, or actions seeking the Age Discrimination in Employment Act), wrongful termination, breach of contract, breach of public policy, physical or mental harm or distress or any other disputes, and the parties agree that no dispute shall be submitted to evict a dealer claimed arbitration where the party claiming to be in wrongful possession of the premises, which are aggrieved has not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance complied with the provisions of this preliminary steps provided for in Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil 11.1 and Section 11.2 above. The parties agree that the arbitration award shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered enforceable in any court having jurisdiction thereofto enforce this Agreement, so long as the arbitrator’s findings of fact are supported by substantial evidence on the whole and the arbitrator has not made errors of law; provided, however, that either party may bring an action in a court of competent jurisdiction regarding or related to matters involving MediciNova’s confidential, proprietary or trade secret information, or regarding or related to inventions that Executive may claim to have developed prior to joining MediciNova or after joining MediciNova, pursuant to California Labor Code 2870. The decision parties further agree that, for violations of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunderExecutive’s confidentiality, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration proprietary information or trade secret obligations which the parties have been unable elected to agree on submit to arbitration, MediciNova retains the selection of an arbitrator, either party may ask right to seek preliminary injunctive relief in court in order to preserve the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them status quo or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide prevent irreparable injury before the matter before him or her can be heard in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. 11.4 MediciNova reserves the right to modify, change or cancel this provision upon thirty (vi30) Irrespective of days written notice. However, such cancellation shall not affect matters which party commences the arbitration procedure hereunder, the filing fee required have already been submitted to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. 11.1 Disputes under this Franchise Agreement (1a) All claims Wherever this Franchise Agreement provides that the Secretary of State may reasonably determine any matter, the Franchisee may, unless this Franchise Agreement expressly provides otherwise, dispute whether a determination made by BFA Holder the Secretary of State is reasonable, but the Secretary of State's determination shall prevail unless and until it is agreed or by ExxonMobil found to have been unreasonable. (b) Where either Party is entitled, pursuant to the terms of this Franchise Agreement, to refer a dispute arising out of or relating to in connection with this Franchise Agreement and for resolution or determination in accordance with the Franchise Relationship between the parties created hereunder which cannot be settled through negotiation Dispute Resolution Rules, then such dispute shall, unless the provisions Parties otherwise agree and subject to any duty of Section 39(b)(1)(vithe Secretary of State under section 55 of the Act, be resolved or determined by arbitration pursuant to the Dispute Resolution Rules. (c) applyWhere, first be submitted in the absence of an express provision in this Franchise Agreement entitling it to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting do so, either Party wishes to arbitration, refer a dispute arising out of or in connection with this Franchise Agreement to arbitration pursuant to the case of claims exclusively governed by Dispute Resolution Rules, the PMPA, litigation. The following principles process shall apply in respect of any mediation hereunderapply: (i) Mediation under this provision the Party seeking to refer to arbitration shall not serve a written notice upon the other Party stating (i) the nature and circumstances of the dispute, (ii) the relief sought including, to the extent possible, an indication of any amount(s) claimed, and (iii) why it is considered that the dispute should be available unless the claim(s) in controversy exceeds the sum or value resolved by way of $5,000.arbitration rather than litigation; (ii) Unless otherwise agreed the other Party shall respond within twenty (20) Weekdays of service of the notice confirming whether or not referral of the dispute to by arbitration is agreed. In the partiesabsence of any response, the mediation referral to arbitration shall last no longer than two days.be deemed not to have been agreed; (iii) The mediator in the event that the Parties agree to refer the dispute to arbitration then it shall be appointed by resolved or determined in accordance with the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years.Dispute Resolution Rules; (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized event that the Parties do not agree to settle refer the claim(sdispute to arbitration then it shall be resolved or determined in accordance with clause 17 (Governing Law and Jurisdiction).; (v) Irrespective nothing in this clause 11.1 shall preclude either Party from commencing, continuing or otherwise taking any step by way of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs litigation in pursuit of the mediation, including any fees resolution or determination of the dispute unless an agreement is reached to be paid refer the dispute to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.arbitration; and (vi) If in this clause 11.1(c) only, “Party” means either party believes it will be prejudiced (1) the Secretary of State or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement VRG and the Franchise Relationship between Franchisee (as the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, case may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(bbe). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. 5.1 In accordance with the requirements of Section 55(2) of the Act, in the event of any dispute or disagreement regarding the terms of this Agreement, the parties agree that prior to commencing litigation, they shall undertake a process to promote the resolution of a dispute in the following order: (1a) All claims first, by BFA Holder or way of discussion between senior leadership of both parties; (b) second, by ExxonMobil arising out way of or relating mediation; (c) third, by arbitration. 5.2 Any dispute between the Parties shall first be referred to this Agreement mediation. Any one of the Parties shall provide the other Party with written notice ("Mediation Notice") specifying the subject matters remaining in dispute, and the Franchise Relationship between details of the matters in dispute that are to be mediated. If the mediation is not completed within sixty (60) days from the date of receipt of the Mediation Notice, the dispute shall be deemed to have terminated and failed to be resolved by mediation. The cost(s) of any mediation shall be paid equally by both parties unless the mediator deems that one of the parties created hereunder which cannot be settled through negotiation shallshould bear all the costs of mediation, unless and therefore would indicate his or her decision. 5.3 If the provisions of Section 39(b)(1)(vi) applymediation fails to resolve the dispute, first the dispute shall be submitted to mediation administered by binding arbitration. One of the American Parties shall provide the other Party with written notice ("Arbitration Association (“AAA”Notice") under its Commercial Mediation Procedures before resorting specifying the subject matters remaining in dispute, the details of the matters in dispute that are to arbitration, or in be arbitrated and the case nomination of claims exclusively governed by an individual to act as the PMPA, litigationarbitrator. The following principles arbitration shall apply in respect of any mediation hereunderbe carried out as follows: (ia) Mediation under this provision the arbitrator shall not be available unless conduct the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the commercial arbitration rules (the "Rules") established from time to time by the ADR Institute of Canada Inc., unless the parties agree to modify the same pursuant to any arbitration agreement. The Arbitration Act (Alberta) shall apply to all arbitrations but if there is a conflict between the rules and the provisions of this Section 39(b).the act, the rules shall prevail; (ib) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final proceed to hear and shall be binding on the parties.render a written decision concerning any dispute; (iic) In the event a claim by BFA Holder raises issues that are governed exclusively by arbitrator has the PMPA as well as issues that must be submitted right to arbitration hereunderaward solicitor-client costs against the unsuccessful party and to award interest but does not have the right to award punitive, the claims under the PMPA shall be severed and raisedconsequential, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein.or other exemplary damages; and (iiid) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the 's decision of the AAA in this respect shall be is final and binding. The parties prefer that , but is subject to appeal or review by any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member court of the bar for at least 25 yearstribunal on points of law. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. ​ (1) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder which cannot be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder:: ​ (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000.. ​ (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days.. ​ (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years.. ​ (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s).. ​ (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.. ​ (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time ​ is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b).. ​ (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties.. ​ (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein.. ​ (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitrator, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests.. ​ (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.. ​

Dispute Resolution Procedure. Subject to Subparagraph (1e) All claims by BFA Holder or by ExxonMobil of this Section, you and the Company (“the parties “) agree that any dispute arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and the Franchise Relationship between the parties created hereunder which cannot any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, or in except where the case law specifically forbids the use of claims exclusively governed by the PMPA, litigationarbitration as a final and binding remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (iib) Unless otherwise agreed The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party shall include among its representatives in the mediation proceeding an individual and, if so, to grant any relief authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedureby law; provided, however, the filing fee required parties agree, that for violations of the employee’s trade secret obligations, the Company retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be paid heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the AAA terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require the Company to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the employee prevails. If the Company prevails, including any fees to be paid to the mediatoremployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred paying its own attorneys fees. The parties agree that the arbitration award shall be enforceable in any court having jurisdiction to enforce this Agreement, so long as the arbitrator’s findings of fact are supported by it in presenting its case, including any attorney’s feessubstantial evidence on the whole and the arbitrator has not made errors of law. (vid) If either party believes it will be prejudiced The company reserves the right to modify, change or in any way adversely affected by the mediation procedure because of delaycancel this provision upon 30 days written notice. However, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly such cancellation shall not affect matters which have already been submitted to arbitration. (2e) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate Notwithstanding anything to the existence of environmental concerns, claims relating to contrary in the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorforegoing, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA bring an action in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that of competent jurisdiction located in or serving Santa Xxxxx County regarding or relating to matters involving the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitrationCompany’s Proprietary Information. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. Subject to Subparagraph (1e) All claims by BFA Holder or by ExxonMobil of this Section, you and the Company (“the parties “) agree that any dispute arising out of or relating related to this Agreement the employment relationship between them, including the termination of that relationship and the Franchise Relationship between the parties created hereunder which cannot any allegations of unfair or discriminatory treatment arising under state or federal law or otherwise, shall be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered resolved by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to final and binding arbitration, or in except where the case law specifically forbids the use of claims exclusively governed by the PMPA, litigationarbitration as a final and binding remedy. The following principles dispute resolution procedure shall apply in respect of any mediation hereunderapply: (ia) Mediation under this provision The party claiming to be aggrieved shall not be available unless furnish to the claim(s) in controversy exceeds other party a written statement of the sum grievance identifying any witnesses or value of $5,000documents that support the grievance and the relief requested or proposed. (iib) Unless otherwise agreed The responding party shall furnish a statement of the relief, if any, that it is willing to provide, and the witnesses or documents that support its position as to the appropriate action. The parties can mutually agree to waive this step. If the matter is not resolved at this step, the parties shall submit the dispute to nonbinding mediation before a mediator to be jointly selected by the parties, . The Company will pay the mediation shall last no longer than two dayscost of the mediation. (iiic) The mediator If the mediation does not produce a resolution of the dispute, the parties agree that the dispute shall be appointed resolved by the AAA keeping in mind the location final and convenience of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relatesbinding arbitration. The parties prefer shall attempt to agree to the identity of an arbitrator, and, if they are unable to do so, they will obtain a list from the Federal Mediation and Conciliation Service and select an arbitrator by striking names from that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member list. The arbitrator shall have the authority to determine whether the conduct complained of in paragraph (a) of this section violates the rights of the bar for at least 25 years. (iv) Each complaining party shall include among its representatives in the mediation proceeding an individual and, if so, to grant any relief authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedureby law; provided, however, the filing fee required parties agree, that for violations of the employee’s trade secret obligations, the Company retains the right to seek preliminary injunctive relief in court in order to preserve the status quo or prevent irreparable injury before the matter can be paid heard in arbitration. The arbitrator shall not have the authority to modify, change or refuse to enforce the AAA terms of any employment agreement between the parties. In addition, the arbitrator shall not have the authority to require the Company to change any lawful policy or benefit plan. The hearing shall be paid by ExxonMobiltranscribed. All other The Company shall bear the costs of the mediationarbitration if the employee prevails. If the Company prevails, including any fees to be paid to the mediatoremployee will pay half the cost of the arbitration or $500, shall be shared equally by the partieswhichever is less. Each party shall be responsible for all expenses incurred paying its own attorneys fees. The parties agree that the arbitration award shall be enforceable in any court having jurisdiction to enforce this Agreement, so long as the arbitrator’s findings of fact are supported by it in presenting its case, including any attorney’s feessubstantial evidence on the whole and the arbitrator has not made errors of law. (vid) If either party believes it will be prejudiced The company reserves the right to modify, change or in any way adversely affected by the mediation procedure because of delaycancel this provision upon 30 days written notice. However, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly such cancellation shall not affect matters which have already been submitted to arbitration. (2e) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate Notwithstanding anything to the existence of environmental concerns, claims relating to contrary in the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorforegoing, either party may ask the AAA to appoint a sole arbitrator and the decision of the AAA bring an action in this respect shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms of this agreement, the applicable substantive law of the state where the BFA Holder is located and any federal statutes which may be applicable. The Federal Arbitration Act shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that of competent jurisdiction located in or serving Santa Cxxxx County regarding or relating to matters involving the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitrationCompany’s Proprietary Information. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees.

Dispute Resolution Procedure. (1) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder which can. If agreement has not be settled through negotiation shall, unless the provisions of Section 39(b)(1)(vi) apply, first be submitted to mediation administered been reached by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures before resorting to arbitration, or in the case of claims exclusively governed by the PMPA, litigation. The following principles shall apply in respect of any mediation hereunder: (i) Mediation under this provision shall not be available unless the claim(s) in controversy exceeds the sum or value of $5,000. (ii) Unless otherwise agreed to by the parties, the mediation shall last no longer than two days. (iii) The mediator shall be appointed by the AAA keeping in mind the location and convenience end of the parties and the location of the BFA Holder Branded Outlet(s) to which the claim relates. The parties prefer that any mediator appointed hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) Each party shall include among its representatives in the mediation proceeding an individual authorized to settle the claim(s). (v) Irrespective of which party commences the mediation procedure, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of the mediation, including any fees to be paid to the mediator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s fees. (vi) If either party believes it will be prejudiced or in any way adversely affected by the mediation procedure because of delay, expense incurred, time requirements or any other legitimate concern, that party may, by notice to the other, proceed directly to arbitration. (2) All claims by BFA Holder or by ExxonMobil arising out of or relating to this Agreement and the Franchise Relationship between the parties created hereunder, except for claims exclusively governed by the PMPA and claims by ExxonMobil seeking relief when time is of the essence, including but not limited to claims of trademark misuse, claims which relate to the existence of environmental concerns, claims relating to the conduct on the BFA Holder Branded Outlet(s) of illegal activities, or actions seeking to evict a dealer claimed to be in wrongful possession of the premises, which are not resolved by negotiation or mediation, may be asserted only in an arbitration proceeding to be conducted in accordance with the provisions of this Section 39(b). (i) Any such claims by BFA Holder or by ExxonMobil shall be resolved exclusively by arbitration administered by the AAA under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The decision of the arbitrator shall be final and shall be binding on the parties. (ii) In the event a claim by BFA Holder raises issues that are governed exclusively by the PMPA as well as issues that must be submitted to arbitration hereunder, the claims under the PMPA shall be severed and raised, if at all, in litigation. The remaining claims shall be resolved by arbitration, as provided herein. (iii) The arbitration shall be held before a sole arbitrator who shall be selected by agreement of the parties. If after forty-five (45) days from the commencement of the arbitration the parties have been unable to agree on the selection of an arbitratorday negotiation period, either party may ask request the AAA Federal Mediation and Conciliation Service ("FMCS") to appoint a sole arbitrator and mediator to assist the decision parties in negotiations. The appointment of the AAA in this respect mediator shall be final and binding. The parties prefer that any arbitrator agreed to between them or appointed by the AAA hereunder be either an individual with judicial experience or one who has been a member of the bar for at least 25 years. (iv) The arbitrator shall decide the matter before him or her in accordance with the terms rules of this agreementthe FMCS. The mediator shall have the right to hold meetings with the parties in seeking to effect a resolution to the disagreement(s) in accordance with the rules and regulations of the FMCS. 2. If agreement has not been reached sixty (60) days prior to the expiration of the Agreement, either party may request the American Arbitration Association ("AAA") to provide a list of arbitrators in accordance with AAA rules. Within five (5) days of receipt of such a list, the applicable substantive law parties shall choose an arbitrator using the alternate strike method, with a coin flip determining which party is to strike first. The parties shall then mutually request AAA to appoint the arbitrator selected, with the last arbitrator being struck serving as the alternate selection. 3. The arbitrator shall have the authority to hold hearings and to confer with any persons deemed advisable in seeking to make recommendations for resolving the disagreement(s). Within fifteen (15) days after receiving the matter(s) under dispute, or by a mutually agreed date, the arbitrator shall first report his/her recommendations for settlement to the negotiating teams. If the parties do not reach agreement within five (5) days of receipt of such report, or by a mutually agreed date, the arbitrator's report will then be submitted to the Board, the Association, and made public. The Association shall vote on whether or not to accept the report within seven (7) days of its submission. If the Association votes to accept the report, the Board shall act upon the report no later than the Board's next regular meeting date. In order to reject the arbitrator's recommendations, either party must vote to reject the recommendation by at least a three-fifths vote of the state where entire membership. If both parties accept the BFA Holder is located and any federal statutes which may report, it shall become the contract. If either party rejects the report, it shall not be applicablebinding on either party. 4. The Federal Arbitration Act Board and the Association shall govern any arbitration proceeding hereunder. All awards rendered hereunder shall be in writing and on share the request of either party shall state the reasoning on which the award rests. (v) No claim asserted hereunder may be consolidated or asserted jointly with the claim or claims of any other claimant or class of claimants and no arbitration proceeding commenced hereunder may be consolidated or joined with any other arbitration nor may any claim asserted hereunder be asserted as part of any class action litigation or class action arbitration proceeding. If, for any reason, an arbiter or a court determines that the parties’ agreement prohibiting class claims is not enforceable, the class claims must be brought as a class action litigation and not as a class action arbitration. (vi) Irrespective of which party commences the arbitration procedure hereunder, the filing fee required to be paid to the AAA shall be paid by ExxonMobil. All other costs of securing and utilizing the arbitration, including the fees to be paid to the arbitrator, shall be shared equally by the parties. Each party shall be responsible for all expenses incurred by it in presenting its case, including any attorney’s feesservices of an arbitrator equally.