Escalation Events. All controversies, disputes, differences or claims between the parties arising out of or relating to this Agreement, including but not limited to any question relating to the existence, validity, termination, interpretation, performance or enforcement of this Agreement, will be deemed an “Escalation Event” and subject to the following escalation process. An Escalation Event first will be discussed in good faith by the parties at a mutually convenient location in an attempt to resolve the Escalation Event amicably, in whole or in part. A senior director or vice president of business development with decision- making authority of each party (“Senior Business People”) will participate in these discussions. If the Senior Business People cannot resolve the Escalation Event within five days, then each party will designate a senior executive with decision-making authority (“Senior Executive”) to meet and confer in an effort to resolve the Escalation Event. If the Senior Executives cannot resolve the Escalation Event within 5 days, then the chief executive officers of the respective parties (“CEO”) will meet and confer in an effort to resolve the Escalation Event. Any decisions and resolutions of the Senior Business People, Senior Executives or CEOs will be final and binding on the parties once reduced to writing and signed by the parties. If the procedures outlined under this Section 13.12(a) fail to resolve an Escalation Event, then the parties hereby agree to submit the issue to binding arbitration pursuant to Section 13.12(b).
Appears in 3 contracts
Samples: Promotion Agreement, Promotion Agreement (KAYAK SOFTWARE Corp), Promotion Agreement (KAYAK SOFTWARE Corp)
Escalation Events. All controversies, disputes, differences or claims between If the parties cannot agree on disputes arising out from the determination of a reasonable royalty, the calculation of Impressions, revisions to the Service Level Agreement according to Section 4.3(b), or relating to any other subsequent dialogue provided for under this Agreement, including but not limited to any question relating to then the existence, validity, termination, interpretation, performance or enforcement of this Agreement, dispute will be deemed subject to escalation (an “Escalation Event” and subject to the following escalation process”). An Escalation Event first will be discussed in good faith by the parties at a mutually convenient location in an attempt to resolve the Escalation Event amicably, in whole or in part. A senior director or vice president of business development with decision- decision-making authority of each party (“Senior Business People”) will participate in these discussions. If the Senior Business People cannot resolve the Escalation Event within five [*] days, then each party will designate a senior executive with decision-making authority (“Senior Executive”) to meet and confer in an effort to resolve the Escalation Event. If the Senior Executives cannot resolve the Escalation Event within 5 [*] days, then the chief executive officers of the respective parties (“CEO”) will meet and confer in an effort to resolve the Escalation Event. Any decisions and resolutions of the Senior Business People, Senior Executives or CEOs will be final and binding on the parties once reduced to writing and signed by the parties. If the procedures outlined under this Section 13.12(a16.5(a) fail to resolve an Escalation Event, then the parties hereby agree to submit the issue to binding arbitration pursuant to Section 13.12(b16.5(b), except as set forth in Section 2.5(g) [?].
Appears in 2 contracts
Samples: Overture Search Services Agreement (Yahoo Inc), Overture Search Services Agreement (Yahoo Inc)
Escalation Events. All controversies, disputes, differences or claims between If the parties cannot agree on disputes arising out from the determination of a reasonable royalty, the calculation of Impressions, revisions to the Service Level Agreement according to Section 4.3(b), or relating to any other subsequent dialogue provided for under this Agreement, including but not limited to any question relating to then the existence, validity, termination, interpretation, performance or enforcement of this Agreement, dispute will be deemed subject to escalation (an “"Escalation Event” and subject to the following escalation process"). An Escalation Event first will be discussed in good faith by the parties at a mutually convenient location in an attempt to resolve the Escalation Event amicably, in whole or in part. A senior director or vice president of business development with decision- decision-making authority of each party (“"Senior Business People”") will participate in these discussions. If the Senior Business People cannot resolve the Escalation Event within five [*] days, then each party will designate a senior executive with decision-making authority (“"Senior Executive”") to meet and confer in an effort to resolve the Escalation Event. If the Senior Executives cannot resolve the Escalation Event within 5 [*] days, then the chief executive officers of the respective parties (“"CEO”") will meet and confer in an effort to resolve the Escalation Event. Any decisions and resolutions of the Senior Business People, Senior Executives or CEOs will be final and binding on the parties once reduced to writing and signed by the parties. If the procedures outlined under this Section 13.12(a16.5(a) fail to resolve an Escalation Event, then the parties hereby agree to submit the issue to binding arbitration pursuant to Section 13.12(b16.5(b), except as set forth in Section 2.5(g) [?].
Appears in 1 contract
Samples: Overture Search Services Agreement (Overture Services Inc)