Common use of Expert Determination Clause in Contracts

Expert Determination. 3.1 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 19.2.1 In the event of a Dispute between the Parties regarding any technical matter, including matters relating to metering and measurement, the Parties hereby agree that, upon the request of either Party, such Dispute shall be submitted to an Expert pursuant to this Clause 19.2. 19.2.2 The Party desiring the Expert appointment to be made shall notify the other Party in writing, specifying details of the matter proposed to be resolved. 19.2.3 The Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of such notice the Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 19.2.4 Upon an Expert being agreed or selected, the Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 19.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Parties are unable able to settle agree upon the Dispute through mediationappointment of another Expert) the matter shall again be referred (by either Party) in the aforesaid manner to the DIS which shall be requested to make a further appointment and the process shall be repeated until an Expert is found who accepts appointment. 19.2.6 No Person shall be appointed to act as the Expert under this Clause 19.2 unless qualified by education, then experience and training to determine the matter in dispute. 19.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided before accepting such appointment he fully discloses to the Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, either Party may give written notice to the other Party require within 10 five (5) Business Days of closure from such disclosure removal of the failed mediation of its intention to refer Expert, stating the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertreasons for such removal, and the solution soughtsuch Expert shall be replaced in accordance with this Clause 19.2. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination19.2.8 If, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send at any time prior to the Expert and to the other Party within 5 Business Days rendering a decision on any matter, a conflict or potential conflict of the appointment of interest arises, then the Expert a statement will fully disclose the particulars of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously such facts to the Parties. Within 5 In that event, either Party may within five (5) Business Days following from such disclosure require the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs removal of the Expert. 3.11 The decision of the , and a new Expert is final and binding, except shall be appointed in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection accordance with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception terms of any information which would in any event have been admissible or disclosable in any such proceedingsthis Clause 19. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 within5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 ten (10) Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 five (5) Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 five (5) Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 thirty (30) Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 five (5) Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 five (5) Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 11.1 If any matter falls to be determined in accordance with this Clause 11 (Expert Determination) LFSL shall apply, in writing, to the Parties LCIA to appoint an Expert to decide the matter (the "Application"). 11.2 The Expert Determination shall be administered by the LCIA, which shall also be the appointing authority for the purpose of appointing the Expert and for determining any challenge to the Expert brought in accordance with this Clause. 11.3 LFSL and the Affected Scheme Creditor(s) may (but shall not be required to) nominate up to 5 candidate Experts each for consideration by the LCIA within 15 Business Days of the Application. The LCIA shall endeavour to appoint an expert (the "Expert") from the candidates nominated within 15 Business Days of receipt of the Reply or as soon as reasonably practicable thereafter. If no candidates are unable nominated, the LCIA shall choose such Expert as it deems appropriate. 11.4 The Expert shall be a King's Counsel or retired judge of the English High Court. 11.5 All communications concerning the Expert Determination, shall be copied to settle the Dispute through mediationLCIA and, then either Party once appointed, to the Expert. 11.6 An Expert may be challenged by LFSL or an Affected Scheme Creditor if circumstances exist that give rise to justifiable doubts as to their impartiality or independence. In such circumstances the challenge shall be brought, by written notice to the other Party LCIA, within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days days of the appointment of the Expert a statement of its case including a copy or within 10 days of the Expert Determination Notice, the Contract, details challenging party becoming aware of the circumstances giving rise to the Disputechallenge. Unless, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 20 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision challenge, the Parties must provide challenged Expert withdraws or whichever of the Expert and each other with any requests to correct minor clerical errors or ambiguities in parties has not brought the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously challenge agrees to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in challenge, the expert determination and are jointly liable for LCIA shall decide the costs of the challenge and, if appropriate, shall appoint a replacement Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 20.2.1 In the event of a Dispute between the Parties regarding any technical matter, including matters relating to metering and measurement, the Parties hereby agree that, upon the request of either Party, such Dispute shall be submitted to an Expert pursuant to this Clause 20.2. 20.2.2 The Party desiring the Expert appointment to be made shall notify the other Party in writing, specifying details of the matter proposed to be resolved. 20.2.3 The Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of the such notice the Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 20.2.4 Upon an Expert being agreed or selected, the Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 20.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Parties are unable able to settle agree upon the Dispute through mediationappointment of another Expert) the matter shall again be referred (by either Party) in the aforesaid manner to the DIS which shall be requested to make a further appointment and the process shall be repeated until an Expert is found who accepts appointment. 20.2.6 No Person shall be appointed to act as the Expert under this Clause 20.2 unless qualified by education, then experience and training to determine the matter in dispute. 20.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided that before accepting such appointment he fully discloses to the Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, either Party may give written notice to the other Party require within 10 five (5) Business Days of closure from such disclosure removal of the failed mediation of its intention to refer Expert, stating the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertreasons for such removal, and the solution soughtsuch Expert shall be replaced in accordance with this Clause 20.2. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination20.2.8 If, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send at any time prior to the Expert and to the other Party within 5 Business Days rendering a decision on any matter, a conflict or potential conflict of the appointment of interest arises, then the Expert a statement of its case including a copy of will fully disclose the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.particulars of

Expert Determination. 3.1 37.1 If a matter is expressly to be referred to an Expert under this agreement, or the Parties are unable to settle the Dispute through mediationparties otherwise agree that a point of difference between them shall be resolved by an Expert, then either Party may give written notice the matter in issue shall be referred to an expert appointed in accordance with this Clause 37 (the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, “Expert”) and the solution soughtthis Clause 37 shall apply. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR 37.2 The procedure for the appointment of an expert. The request must Expert shall be as follows: (a) the party wishing the appointment to be made shall give notice in writingwriting to that effect, accompanied together with reasonable details of the dispute or difference to be resolved by the Expert, and the parties shall meet in an endeavour to agree upon a single Expert; (b) if the parties do not agree upon the appointment of an Expert within ***** days after the notice under Clause 37.2(a), either party may apply to the President of the London Maritime Arbitrators Association (providing a copy of this agreement and any other information concerning the Expert’s functions) for it to appoint an Expert as soon as reasonably practicable and the Expert Determination Notice and will be the appropriate fee and must be copied simultaneously Person selected by the President of the London Maritime Arbitrators Association. SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH FIVE ASTERISKS (*****). (c) if the Expert dies or becomes unwilling or incapable of acting, or does not deliver the decision within the time required by this Clause then: (i) either party may apply to the other Party. The other Party may make representations President of the London Maritime Arbitrators Association to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to discharge the Expert and to appoint a replacement Expert with the other Party within 5 Business Days required expertise; and (ii) this Clause 37 applies in relation to the new Expert as if he were the first Expert appointed. 37.3 A Person shall not be appointed as an Expert: (a) unless he is qualified by education, experience and training to determine the matter in dispute; or (b) if he has an interest or duty that would materially conflict with his role (including being a present or former director, officer, employee, agent or consultant to a party). 37.4 The following procedures shall apply when a matter is submitted to an Expert for determination: (a) Within ***** days of the appointment of the Expert a statement of its case including a copy of the Expert Determination NoticeExpert’s appointment, the Contract, details of party that submitted the circumstances giving rise matter to the Dispute, the reasons why it is entitled Expert determination shall submit to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to both the Expert and the other Party within 5 Business Days party: (i) a written description of such matter and a statement of that party’s position; and (ii) any relevant evidence supporting its position. (b) Within ***** days after a party has submitted the materials described in Clause 37.4(a), the other party shall submit to both the Expert and the first party: (i) written materials setting forth its response to the first party’s submissions, as well as a statement of its own position as appropriate; and (ii) any relevant evidence supporting its position. (c) The Expert shall consider the materials submitted by the parties in accordance with Clauses 37.4(a) and 37.4(b) and, in the Expert’s discretion, may consider any additional information submitted by either party at a later date. (d) The Expert shall deliver his decision, with full written reasons, as soon as practicable after receiving the statement of case, giving details of what is agreed data and what is disputed in the statement of case submissions supplied and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred made to in paragraph 1.9, or any longer period as is agreed him by the Parties parties but in any event not later than ***** days after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must expert’s appointment. (e) The parties shall not be entitled to apply for discovery of documents. (f) The parties will provide (or procure that others provide) the Expert with such assistance and each other with any requests to correct minor clerical errors or ambiguities in documents as the Expert reasonably requires for the purpose of reaching a decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 37.5 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs terms of the Expert. 3.11 The decision appointment of the Expert is shall: (a) entitle the Expert to obtain such independent professional and/or technical advice as he may reasonably require; (b) provide that the Expert shall have the power to award interest and that interest on late payments shall run for the entire period of any late payment of any amount determined to be due and owing; and (c) permit the Expert, to the extent not provided for by this Clause, to determine in his reasonable discretion such other procedures to assist with the conduct of the determination as he considers just or appropriate. 37.6 If the parties fail to cause an Expert to be appointed or the Expert fails to render a decision in accordance with this Clause, then either party may refer the matter to arbitration in accordance with this agreement. 37.7 The Expert shall act as an expert and not an arbitrator, the process shall not be regarded as an arbitration and the Laws relating to commercial arbitration shall not apply. An Expert’s decision rendered in accordance with this Clause shall be final and binding, binding on the parties except in the case of manifest error or fraud, collusion, bias, or material breach of instructions on the part . 37.8 The reasonable costs of the Expert at which point a Party will (including the costs of assistance under Clause 37.5(a)) shall be permitted to apply to Court for an Order that:borne equally by the parties and each party shall bear its own costs in preparing materials for, and making presentations to, the Expert. 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 37.9 All matters under this Clause shall be conducted, and the Expert’s decision shall be set aside (either all written, in the English language. English language translations of it or part of it). 3.12 If a Party does not abide documents shall be provided by the Expertparty seeking to rely on that document, at that party’s decision the other Party may apply to Court to enforce itcost. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 12.2.1 In the event of a Dispute between any Disputing Parties regarding any technical matter, including matters relating to metering and measurement, the Disputing Parties hereby agree that, upon the request of any Disputing Party, such Dispute shall be submitted to an Expert pursuant to this Clause 12.2. 12.2.2 The Disputing Party desiring the Expert appointment to be made shall notify the other Disputing Parties in writing, specifying details of the matter proposed to be resolved. 12.2.3 The Disputing Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of such notice the Disputing Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Disputing Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 12.2.4 Upon an Expert being agreed or selected, the Disputing Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 12.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Disputing Parties are unable able to settle agree upon the Dispute through mediation, then either Party may give written notice appointment of another Expert) the matter shall again be referred (by any Disputing Party) in the aforesaid manner to the other Party within 10 Business Days of closure of the failed mediation of its intention DIS which shall be requested to refer the Dispute to expert determination. The Expert Determination Notice must include make a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, further appointment and the solution soughtprocess shall be repeated until an Expert is found who accepts appointment. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person 12.2.6 No Person shall be appointed to act as the ExpertExpert under this Clause 12.2 unless qualified by education, experience and training to determine the matter in dispute. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be 12.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided that before accepting such appointment he fully discloses to the Disputing Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, any Disputing Party may require within five (5) Business Days from such disclosure removal of the Expert, stating the reasons for such removal, and such Expert shall be replaced in accordance with this Clause 12.2. 3.4 The Party serving the Expert Determination Notice must send 12.2.8 If, at any time prior to the Expert and rendering a decision on any matter, a conflict or potential conflict of interest arises, then the Expert will fully disclose the particulars of such facts to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Disputing Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with In that event, any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Disputing Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.within five

Expert Determination. 3.1 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 20.1 Where this Agreement provides or NGG and the Service Provider have agreed that any dispute, question or other matter (dispute) is to be referred to or determined or resolved by an Expert: (a) the provisions of this Clause 20 shall apply; and (b) no party to the dispute shall commence proceedings in any court in respect of or otherwise in connection with such dispute. 20.2 A dispute which is to be referred to or determined or resolved by an Expert shall be determined by an individual appointed as Expert in accordance with this Clause 20. 20.3 Any party to a dispute which is to be resolved by or referred to an Expert may give notice of the dispute in accordance with Clause 20.4. 20.4 The notice shall be given to each other party to the dispute and shall provide brief details of the issues to be resolved. 20.5 The parties to the dispute shall endeavour within ten (10) days after the notice under Clause 20.6 If within ten (10) days after the notice under Clause 20.3 (or as the case may be Clause 20.8) was given the parties to the dispute shall not have agreed upon the selection of an Expert, then any party to the dispute may within a further five (5) days refer the matter to the President of the Bar Council of England and Wales. 20.7 Upon the selection under Clause 20.6, the parties to the dispute shall forthwith notify the Expert selected of his selection and the proposed terms of his appointment and shall request him to indicate within ten (10) days whether or not he is willing and able to accept the appointment. 20.8 If the Parties are selected Expert is unwilling or unable to settle accept the Dispute through mediationappointment, then either Party or shall not have confirmed his willingness and ability to accept such appointment within the period required under Clause 20.7, any party to the dispute may give written by notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The such parties require that another person shall be selected as Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertaccordance with Clause 20.5 and 20.6, and the solution soughtprocess shall be repeated until an Expert is found who accepts the appointment upon terms acceptable to all the parties to the dispute. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that 20.9 No person shall be appointed nominated as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where a proposed Expert under this Clause 20 unless that person has not confirmed his willingness the requisite education, experience and qualifications to act, then either Party may apply resolve the matter in dispute and is generally recognised by the relevant industry as an Expert in the field or fields of expertise relevant to CEDR for the appointment of dispute. 20.10 The Expert shall be an expert. The request must be in writing, accompanied by a copy independent contractor and the relationship of the Expert Determination Notice parties to the dispute and the appropriate fee Expert shall in no event be construed to be that of principal and must be copied simultaneously agent or master and servant. 20.11 The parties to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as dispute shall, no later than five (5) days following the Expert. 3.4 The Party serving the Expert Determination Notice must send 's appointment, submit to the Expert and to each other party to the other Party within 5 Business Days dispute written submissions together with all supporting documentation, information and data which they wish to submit in respect of the dispute. 20.12 Each party to the dispute may, not later than twenty (20) days after the appointment of the Expert a statement of its case including a copy of the Expert Determination NoticeExpert, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply submit to the Expert and to each other party to the dispute written submissions replying to each other Party within 5 Business Days party's first submission. 20.13 The Expert may at his discretion and at any time request information from any of receiving the statement parties to the dispute, and such Expert may make such other independent professional and/or technical inquiries as he may deem necessary for determining the matter. 20.14 All information submitted by a party to the dispute to the Expert shall be and remain confidential to the Expert, except that copies of caseall such information and data shall be supplied simultaneously to each other party to the dispute. 20.15 The Expert shall not have meetings or discussions with one party to the dispute without giving each other party reasonable notice to attend; and each party to the dispute shall have the opportunity to make representations to the Expert, giving details of what is agreed and what is disputed in the statement presence of case each other party concerned with the matter in dispute, and to be represented by counsel. 20.16 The Expert's determination shall be made in writing, and shall contain the reasons for the determination. 20.17 The Expert's determination shall be final and binding upon the Parties to the dispute, save in the event of fraud or manifest error. 20.18 If the Expert has not within a reasonable period (which shall not exceed 90 Days or such other period agreed in his appointment) made a determination, a new Expert shall be appointed at the request of any party to the dispute pursuant to the foregoing provisions of this Clause 20, and upon the acceptance of such appointment by such new Expert, the appointment of the previous Expert shall cease forthwith. 20.19 The Expert shall be deemed not to be an arbitrator or mediator but shall render his decision as an expert, and the reasons whylaw relating to arbitration shall not apply to such Expert, his determination, or the procedure by which he reaches his determination. 3.6 The Expert must produce a written decision with reasons within 30 Business Days 20.20 Each party to the dispute shall bear its own costs including costs of receipt of the statement of case referred to in paragraph 1.9providing documentation, information, data, submissions or any longer period as is agreed by the Parties after the Dispute has been referredcomments under this Clause 20. 3.7 20.21 The Expert will have complete discretion as to how to conduct the expert determination, costs and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction expenses of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice(including all advisers, together with any employees and other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide persons retained by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or him) in connection with a determination under this Clause 20, shall be borne as to one half by NGG and as to one half by the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedingsService Provider. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 19.2.1 In the event of a Dispute between the Parties regarding any technical matter, including matters relating to metering and measurement, the Parties hereby agree that, upon the request of either Party, such Dispute shall be submitted to an Expert pursuant to this Clause 19.2. 19.2.2 The Party desiring the Expert appointment to be made shall notify the other Party in writing, specifying details of the matter proposed to be resolved. 19.2.3 The Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of the such notice the Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 19.2.4 Upon an Expert being agreed or selected, the Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 19.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Parties are unable able to settle agree upon the Dispute through mediationappointment of another Expert) the matter shall again be referred (by either Party) in the aforesaid manner to the DIS which shall be requested to make a further appointment and the process shall be repeated until an Expert is found who accepts appointment. 19.2.6 No Person shall be appointed to act as the Expert under this Clause 19.2 unless qualified by education, then experience and training to determine the matter in dispute. 19.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided before accepting such appointment he fully discloses to the Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, either Party may give written notice to the other Party require within 10 five (5) Business Days of closure from such disclosure removal of the failed mediation of its intention to refer Expert, stating the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertreasons for such removal, and the solution soughtsuch Expert shall be replaced in accordance with this Clause 19.2. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination19.2.8 If, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send at any time prior to the Expert and to the other Party within 5 Business Days rendering a decision on any matter, a conflict or potential conflict of the appointment of interest arises, then the Expert a statement will fully disclose the particulars of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously such facts to the Parties. Within 5 In that event, either Party may within five (5) Business Days following from such disclosure require the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs removal of the Expert. 3.11 The decision of the , and a new Expert is final and binding, except shall be appointed in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection accordance with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception terms of any information which would in any event have been admissible or disclosable in any such proceedingsthis Clause 19. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 (A) If the any Parties are unable to settle the Dispute through mediationachieve an agreement in relation to any matter which is expressly stated in this Agreement that may be referred to an Expert (as defined below), then either one Party may give the other relevant Parties a written notice of referral to expert determination (referred to as an “Expert Dispute”). (B) The Expert shall be appointed by agreement between the parties to the other Party dispute within 10 Business Days of closure ten (10) days of the failed mediation notice of its intention to refer referral or, failing such agreement, by the Dispute to expert determinationPresident of the LCIA Court for the time being. The Expert Determination Notice must include a brief statement of the issue shall be an investment banker or issues which it is desired to refer, the expertise required finance professional with at least 10 years’ experience in the expert, and the solution soughtmining industry. 3.2 If (C) The Expert shall have the Parties have agreed upon power to determine an Expert Dispute. Subject to the identity terms of an expert and this Clause ‎15.3 the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person Expert shall be appointed as entitled to determine the Expertprocedure to be followed in arriving at his or her determination (in the absence of agreement between the parties to the dispute). The Expert shall be entitled to appoint legal or other advisers if the parties to the dispute agree. 3.3 Where (D) In making a determination: (1) the Parties have not agreed upon Expert shall act in the capacity of an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously arbitrator; (2) each party to the other Party. The other Party dispute may make written representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to including its position on the other Party within 5 Business Days issue in dispute. The Expert will set a timetable for the submission of the appointment of the such written representations. The Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to make his or her determination after the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt expiry of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters periods set out in the Expert Determination Noticetimetable, together with any other matters which whether or not written representations were submitted by each party to the Parties and dispute; and (3) in making his or her decision the Expert agree are must select a position submitted by a party to the dispute and may not select or substitute his own view on the dispute (regardless of whether or not each party to the dispute submits a position). (E) The Expert shall produce a determination within twenty (20) Business Days of his or her appointment and shall give written reasons for his or her determination transmitted to the scope parties to the dispute by email on the date of the expert his or her determination. The Expert must send his decision in writing simultaneously Any sum ordered to the Parties. Within 5 Business Days following be payable shall be paid within fourteen (14) days of the date of the decision and the Parties must provide do all things necessary to give effect to and comply with the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is (including, if applicable, paying the Expert determined Buyback Fee). (F) Subject to Clause ‎15.3(I), the Expert’s determination shall be final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except save in the case of fraud or bad faithmanifest error. (G) The Expert shall have the power to award costs as well as interest on any sums awarded as he or she shall think appropriate. The fees of the Expert shall be shared equally unless he or she determines otherwise. (H) If a Party raises an objection that an alleged Expert Dispute is not an Expert Dispute and should be resolved in accordance with Clause ‎15.1, collusionthe Expert shall be competent to rule on whether the alleged Expert Dispute is in fact an Expert Dispute. (I) The determination of the Expert will not be final and binding where, bias, or material breach within fifteen (15) Business Days of instructions on the part determination of the Expert being notified to the parties to the dispute: (1) a party to the dispute gives notice to all other parties to the dispute that it is dissatisfied with the determination of the Expert.; and 3.15 The (2) that party to the dispute issues a Notice of Dispute under Clause ‎15.1 in respect of the Expert Dispute the subject of the determination of the Expert, in which case, the determination of the Expert will be binding on an interim basis, and the Parties agree to do all things necessary to give effect to and comply with the determination of the Expert until the Expert Dispute the subject of the determination of the Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon finally resolved by third parties, to whom he shall have no duty of careproceedings in accordance with Clause ‎15.1.

Expert Determination. 3.1 If the Parties are unable (a) Any Dispute arising in connection with Articles 13 (Project Schedule and Hold-points) or 14 (Variation Order), (a "Technical Dispute") that is not resolved pursuant to settle the Dispute through mediation, then Article 48.2 (Amicable Settlement) may be referred by either Party may give to an expert for determination ("Independent Expert") pursuant to this Article 48.3 (Expert Determination). The Party that requires a Technical Dispute to be submitted to an Independent Expert shall send a written notice to the other Party Party, specifying that such Technical Dispute be submitted to an Independent Expert who shall be designated to consider and decide the issues raised by such Technical Dispute (a "Technical Dispute Submission"). (b) The Parties shall discuss and seek to agree on a designated Independent Expert within 10 Business Days of closure fourteen (14) days of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement date of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 relevant Technical Dispute Submission. If the Parties have agreed upon fail to designate the identity of an expert and Independent Expert within the expert has confirmed in writing his readiness and willingness to embark upon time period stipulated above, the expert determination, then that person Independent Expert shall be appointed as by the Expert. 3.3 Where ICC International Centre for ADR in accordance with the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR Rules for the appointment Appointment of an expert. The request must be in writing, accompanied by a copy Experts and Neutrals of the Expert Determination Notice and the appropriate fee and must be copied simultaneously International Chamber of Commerce, subject to the other Partyprovisions set forth in this Article 48.3 (Expert Determination). The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days Within twenty one (21) days of the appointment of the Independent Expert, the Parties shall submit to the Independent Expert a statement of its case including notice (a copy "Position Notice") setting forth such Party's position in respect of the issues in dispute. Such Position Notice shall include supporting documentation, if appropriate. (c) The Independent Expert Determination Noticeshall complete all deliberations and issue his decision with reasons with regard to the Technical Dispute as promptly as reasonably possible, but in any event within thirty (30) days of the date on which both Position Notices are submitted, unless the Independent Expert reasonably determines that additional time is required in order to give adequate consideration to the issues raised. In such a case, the ContractIndependent Expert shall state in writing his reasons for believing that additional time is needed and shall specify the additional period required, details of which period shall not exceed twenty one (21) days unless the circumstances giving rise Parties agree otherwise. If the Parties agree to such additional time, the Independent Expert shall render his decision within such extended time period. In resolving a Technical Dispute, the reasons why Independent Expert shall consider all facts and circumstances he deems reasonable given the nature of the Technical Dispute. (d) If the Independent Expert fails to notify the Parties of his decision with respect to any Technical Dispute referred to him pursuant to Article 48.3(a) (Expert Determination) within the time limit pursuant to Article 48.3(c) (Expert Determination), either Party may give notice to the Independent Expert (copying the other Party) requesting it to inform the Parties of its decision within fourteen (14) Days from the date of such notice, failing which such Party may give notice that the Technical Dispute is to be decided by the courts of England and Wales pursuant to Article 48.4 (Courts), whereupon the Independent Expert shall give no further consideration to the Technical Dispute and shall not issue a decision. (e) The decision of the Independent Expert shall be binding on the Parties until it is entitled superseded by any decision or award of the arbitral tribunal under Article 48.4 (Courts). (f) A Party wishing to challenge the Independent Expert's decision must issue a written notice of dissatisfaction with the decision to the solution soughtother Party, and the evidence upon which it relies. The statement of case must be confined with a copy to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party Independent Expert, within 5 Business Days thirty (30) days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of such Party's receipt of the statement Independent Expert's decision, in which event such Technical Dispute may be settled by the courts of case referred England and Wales pursuant to in paragraph 1.9Article 48.4 (Courts). In such a case, the Independent Expert's decision will remain binding on the Parties until it is superseded by any decision or any longer period as is agreed award of the courts under Article 48.4 (Courts). (g) All individuals appointed by the Parties after or the Dispute has been referred. 3.7 The ICC International Centre for ADR as an Independent Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction shall be independent of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and shall be experienced in comparable projects and have the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities expertise in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously area to the Partieswhich such Technical Dispute relates. 3.10 (h) The Parties must bear their own Independent Expert shall have the power to award costs as well as interest on any sums awarded as it deems appropriate. All fees and expenses incurred by the Independent Expert shall be borne by the Parties to the Technical Dispute in equal shares, unless the Independent Expert decides otherwise. Each Party shall bear its own costs of participating in the expert determination and are jointly liable for process (including the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, its advisors or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of itconsultants). 3.12 If a Party does not abide by (i) The Independent Expert will determine its own procedures for the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part resolution of the ExpertTechnical Dispute. The Independent Expert shall act as an expert and not as an arbitrator. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 16.1 Where any Clause of this Agreement provides for a matter to be referred for non-binding resolution by an expert, the expert appointed to resolve such matter (the "Expert") shall be an independent expert whose appointment is agreed between the Parties. 16.2 If the Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party agree on an Expert within 10 ten (10) Business Days of closure either Party serving details of a suggested expert on the other, either Party shall then be entitled to request the President for the time being of the failed mediation Institute of its intention Intellectual Property Licensing or of the Chartered Accountants in England and Wales (as is most applicable to refer the Dispute matter in dispute) to expert appoint an Expert 16.3 The Parties shall be required to make submissions to the Expert with respect to the matter in dispute, which shall be limited to forty (40) pages, inclusive of exhibits, provided that with respect to any dispute referred to the Expert under Clause 14.6, each Party may include a draft of such Party’s proposed license agreement or license terms, which may be in excess of the foregoing 40-page limit. The Parties shall provide (or procure that others provide) the Expert with such assistance and documents as the Expert shall reasonably require for the purposes of making their determination. The Expert Determination Notice must include a brief statement of shall prescribe the issue or issues which it is desired to refer, the expertise required time period in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously will be required to the Parties. Within 5 provide such submissions, which shall not exceed thirty (30) Business Days following the date Expert’s appointment. 16.4 The Expert shall be required to use their diligent efforts deliver a notice setting out his/her determination within thirty (30) Business Days following receipt of the decision the Parties must provide Parties’ submissions. With respect to any dispute as to valuation, the Expert and shall adopt a valuation method which he/she considers, in his/her absolute discretion, to be the most appropriate method for the matter upon which determination is required. 16.5 The Parties shall provide each other with any requests such reasonable information as will enable them to correct minor clerical errors or ambiguities in the decision. make submissions under Clause 16.3. 16.6 The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days shall act as an expert and send any revised decision simultaneously not as an arbitrator and either Party shall have the right to refer the Parties. 3.10 The Parties must bear their own costs and expenses incurred in dispute, if not resolved on the expert determination and are jointly liable for the costs basis of the Expert’s determination, to final resolution in accordance with Clause 27. 3.11 16.7 The decision costs of the any reference to an Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will under this Clause 16 shall be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide borne by the Expert’s decision the other Party may apply to Court to enforce itParties equally. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 If 24.2.1 Where there is a disagreement between the Parties are unable regarding a measurement under Exhibit A or in accordance with Clause 1.3.2 or any other Dispute which the Parties agree in writing to settle submit to an Expert (“Measurement Dispute”), the Parties hereby agree that such Measurement Dispute through mediation, then either may be resolved by Expert Determination in accordance with this Clause 24.2. 1. The Party may desiring to refer a Measurement Dispute to an expert determination shall give written notice to the other Party within 10 Business Days of closure written notice of the failed mediation referral. 24.2.2 The Expert shall be appointed by agreement between the parties within [10] days of its intention the notice of referral or, failing such agreement, by the ICC International Centre for ADR (“the Centre”). Where the Expert has to refer be appointed by the Dispute to expert determinationCentre, the 42 Centre shall administer the proceedings in accordance with the Rules for the Administration of Expert Proceedings of the International Chamber of Commerce. The Expert Determination Notice must include a brief statement shall be and remain at all times wholly independent and impartial, and, once appointed, the Expert shall have no ex parte communications with any of the issue Parties to the Measurement Dispute concerning the expert determination or issues which it is desired the underlying Measurement Dispute. The Parties to refer, the expertise required Measurement Dispute shall cooperate fully in the expertexpeditious conduct of such expert determination and provide the Expert with access to all facilities, books, records, documents, information and the solution soughtpersonnel necessary to make a fully informed decision in an expeditious manner. 3.2 If 24.2.3 The Expert Determination proceedings shall not be regarded as an arbitration. 24.2.4 The Expert Determination proceedings, including the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determinationExpert’s decision, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expertconfidential and any evidence given, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for statements made in the appointment of an expert. The request must be in writing, accompanied by a copy course of the Expert Determination Notice and the appropriate fee and must hearing may not be copied simultaneously to the used against a Party in any other Party. The proceedings other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert than in relation to the expert determinationthis Agreement. 3.9 24.2.5 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his shall render its reasoned decision in writing simultaneously (including reasons) on the Measurement Dispute no later than sixty (60) Days after his or her appointment. Before issuing a final decision, the Expert shall issue a draft report and allow the Parties to the Parties. Within 5 Business Days following the date of the decision the Parties must provide Measurement Dispute five (5) days to comment on it (which comments the Expert and each other with shall consider but not be under any requests duty to correct minor clerical errors or ambiguities in the decision. incorporate). 24.2.6 The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to shall determine the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for portion of the costs of the Expertreferral to be paid by each Party; however, each Party shall be responsible for its own costs associated with the referral. 3.11 The decision of 24.2.7 In the Expert is final and binding, except in the case absence of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision shall be set aside (either all final and binding on the Parties to the Measurement Dispute upon the notification to them of it or part of it). 3.12 If a Party does not abide by the Expert’s written decision unless any of the other Party may apply Parties refer the Measurement Dispute to Court arbitration pursuant to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out Clause 24.1 of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part this Agreement within thirty (30) Days upon notification of the Expert’s decision. 3.15 24.2.8 The Expert is shall not be appointed in the arbitration as an arbitrator or as advisor to determine either Party without the Dispute or Disputes between agreement of the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of carethe Measurement Dispute.

Expert Determination. 3.1 If the The Parties are unable to settle the Dispute through mediation, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the The Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person shall be appointed as the Expert. 3.3 Where the The Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the The Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the The Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the The Parties. Within 5 Business Days following the date of the decision the The Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the The Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be is set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the The Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 20.1 Where this Agreement provide or NGG and the Contracting Shipper have agreed that any dispute, question or other matter (dispute) is to be referred to or determined or resolved by an Expert: (a) the provisions of this Clause 20 shall apply; and (b) no party to the dispute shall commence proceedings in any court in respect of or otherwise in connection with such dispute. 20.2 A dispute which is to be referred to or determined or resolved by an Expert shall be determined by an individual appointed as Expert in accordance with this Clause 20. 20.3 Any party to a dispute which is to be resolved by or referred to an Expert may give notice of the dispute in accordance with Clause 20.4. 20.4 The notice shall be given to each other party to the dispute and shall provide brief details of the issues to be resolved. 20.5 The parties to the dispute shall endeavour within ten (10) days after the notice under Clause 20.3 (or as the case may be Clause 20.8) was given to agree upon the selection of a single Expert, and may meet for this purpose. 20.6 If within ten (10) days after the notice under Clause 20.3 (or as the case may be Clause 20.8) was given the parties to the dispute shall not have agreed upon the selection of an Expert, then any party to the dispute may within a further five (5) days refer the matter to the President of the Bar Council of England and Wales. 20.7 Upon the selection under Clause 20.6, the parties to the dispute shall forthwith notify the Expert selected of his selection and the proposed terms of his appointment and shall request him to indicate within ten (10) days whether or not he is willing and able to accept the appointment. 20.8 If the Parties are selected Expert is unwilling or unable to settle accept the Dispute through mediationappointment, then either Party or shall not have confirmed his willingness and ability to accept such appointment within the period required under Clause 20.7, any party to the dispute may give written by notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The such parties require that another person shall be selected as Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertaccordance with Clause 20.5 and 20.6, and the solution soughtprocess shall be repeated until an Expert is found who accepts the appointment upon terms acceptable to all the parties to the dispute. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that 20.9 No person shall be appointed nominated as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where a proposed Expert under this Clause 20 unless that person has not confirmed his willingness the requisite education, experience and qualifications to act, then either Party may apply resolve the matter in dispute and is generally recognised by the relevant industry as an Expert in the field or fields of expertise relevant to CEDR for the appointment of dispute. 20.10 The expert shall be an expert. The request must be in writing, accompanied by a copy independent contractor and the relationship of the Expert Determination Notice parties to the dispute and the appropriate fee Expert shall in no event be construed to be that of principal and must be copied simultaneously agent or master and servant. 20.11 The parties to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as dispute shall, no later than five (5) days following the Expert. 3.4 The Party serving the Expert Determination Notice must send 's appointment, submit to the Expert and to each other party to the other Party within 5 Business Days dispute written submissions together with all supporting documentation, information and data which they wish to submit in respect of the dispute. 20.12 Each party to the dispute may, not later than twenty (20) days after the appointment of the Expert a statement of its case including a copy of the Expert Determination NoticeExpert, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply submit to the Expert and to each other party to the dispute written submissions replying to each other Party within 5 Business Days party's first submission. 20.13 The Expert may at his discretion and at any time request information from any of receiving the statement parties to the dispute, and such Expert may make such other independent professional and/or technical inquiries as he may deem necessary for determining the matter. 20.14 All information submitted by a party to the dispute to the Expert shall be and remain confidential to the Expert, except that copies of caseall such information and data shall be supplied simultaneously to each other party to the dispute. 20.15 The Expert shall not have meetings or discussions with one party to the dispute without giving each other party reasonable notice to attend; and each party to the dispute shall have the opportunity to make representations to the Expert, giving details of what is agreed and what is disputed in the statement presence of case each other party concerned with the matter in dispute, and to be represented by counsel. 20.16 The Expert's determination shall be made in writing, and shall contain the reasons for the determination. 20.17 The Expert's determination shall be final and binding upon the parties to the dispute, save in the event of fraud or manifest error. 20.18 If the Expert has not within a reasonable period (which shall not exceed three (3) months or such other period agreed in his appointment) made a determination, a new Expert shall be appointed at the request of any party to the dispute pursuant to the foregoing provisions of this Clause 20, and upon the acceptance of such appointment by such new Expert, the appointment of the previous Expert shall cease forthwith. 20.19 The Expert shall be deemed not to be an arbitrator or mediator but shall render his decision as an expert, and the reasons whylaw relating to arbitration shall not apply to such Expert, his determination, or the procedure by which he reaches his determination. 3.6 The Expert must produce a written decision with reasons within 30 Business Days 20.20 Each party to the dispute shall bear its own costs including costs of receipt of the statement of case referred to in paragraph 1.9providing documentation, information, data, submissions or any longer period as is agreed by the Parties after the Dispute has been referredcomments under this Clause 20. 3.7 20.21 The Expert will have complete discretion as to how to conduct the expert determination, costs and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction expenses of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice(including all advisers, together with any employees and other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide persons retained by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or him) in connection with a determination under this Clause 20, shall be borne as to one half by NGG and as to one half by the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedingsContracting Shipper. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.

Expert Determination. 3.1 ‌ 20.2.1 In the event of a Dispute between the Parties regarding any technical matter, including matters relating to metering and measurement, the Parties hereby agree that, upon the request of either Party, such Dispute shall be submitted to an Expert pursuant to this Clause 20.2. 20.2.2 The Party desiring the Expert appointment to be made shall notify the other Party in writing, specifying details of the matter proposed to be resolved. 20.2.3 The Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of the such notice the Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 20.2.4 Upon an Expert being agreed or selected, the Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 20.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Parties are unable able to settle agree upon the Dispute through mediationappointment of another Expert) the matter shall again be referred (by either Party) in the aforesaid manner to the DIS which shall be requested to make a further appointment and the process shall be repeated until an Expert is found who accepts appointment. 20.2.6 No Person shall be appointed to act as the Expert under this Clause 20.2 unless qualified by education, then experience and training to determine the matter in dispute. 20.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided that before accepting such appointment he fully discloses to the Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, either Party may give written notice to the other Party require within 10 five (5) Business Days of closure from such disclosure removal of the failed mediation of its intention to refer Expert, stating the Dispute to expert determination. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertreasons for such removal, and the solution soughtsuch Expert shall be replaced in accordance with this Clause 20.2. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination20.2.8 If, then that person shall be appointed as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send at any time prior to the Expert and to the other Party within 5 Business Days rendering a decision on any matter, a conflict or potential conflict of the appointment of interest arises, then the Expert a statement of its case including a copy of will fully disclose the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.particulars of

Expert Determination. 3.1 ‌ 12.2.1 In the event of a Dispute between the Parties regarding any technical matter, including matters relating to metering and measurement, the Parties hereby agree that, upon the request of any Party, such Dispute shall be submitted to an Expert pursuant to this Clause 12.2. 12.2.2 The Party desiring the Expert appointment to be made shall notify the other Parties in writing, specifying details of the matter proposed to be resolved. 12.2.3 The Parties shall meet in an effort to agree upon a single Expert to whom the matter in dispute shall be referred for determination. If within twenty-one (21) days from the service of such notice the Parties have either failed to meet or failed to agree upon an Expert, then the matter may be referred forthwith by the Party desiring the appointment to be made to the DIS which shall be requested to appoint the Expert within thirty (30) days and in so doing may take such independent advice as it deems fit. 12.2.4 Upon an Expert being agreed or selected, the Parties shall forthwith notify such Expert of his selection and shall request him within fourteen (14) days to state whether or not he is willing and able to accept the appointment. 12.2.5 If such Expert is unwilling or unable to accept such appointment or has not stated his willingness and ability to accept such appointment within the fourteen (14) day period, then (unless the Parties are unable able to settle agree upon the Dispute through mediation, then either Party may give written notice appointment of another Expert) the matter shall again be referred (by any Party) in the aforesaid manner to the other Party within 10 Business Days of closure of the failed mediation of its intention DIS which shall be requested to refer the Dispute to expert determination. The Expert Determination Notice must include make a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, further appointment and the solution soughtprocess shall be repeated until an Expert is found who accepts appointment. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that person 12.2.6 No Person shall be appointed to act as the ExpertExpert under this Clause 12.2 unless qualified by education, experience and training to determine the matter in dispute. 3.3 Where the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be 12.2.7 Any Person appointed as the Expert shall be entitled to act as such Expert, provided that before accepting such appointment he fully discloses to the Parties any interest or duty and any conflict of interest or potential conflict of interest, including all particulars thereof. If such disclosure has been made, any Party may require within five (5) Business Days from such disclosure removal of the Expert, stating the reasons for such removal, and such Expert shall be replaced in accordance with this Clause 12.2. 3.4 The Party serving the Expert Determination Notice must send 12.2.8 If, at any time prior to the Expert and to the other Party within 5 Business Days rendering a decision on any matter, a conflict or potential conflict of the appointment of interest arises, then the Expert a statement will fully disclose the particulars of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously such facts to the Parties. Within 5 In that event, any Party may within five (5) Business Days following from such disclosure require the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs removal of the Expert. 3.11 The decision of the , and a new Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.be

Expert Determination. 3.1 29.1. If a matter is expressly to be referred to an Expert under this PS Agreement, or the Parties otherwise agree that a point of difference between them shall be resolved by an Expert, then the matter in issue shall be referred to an Expert appointed in accordance with this Article 29 (the “Expert”) and this Article 29 shall apply. 29.2. The procedure for the appointment of an Expert shall be as follows: a) the Party wishing the appointment to be made shall give notice in writing to that effect, together with reasonable details of the dispute or difference to be resolved by the Expert, and the Parties shall meet in an endeavour to agree upon a single Expert; b) if the Parties do not agree upon the appointment of an Expert within 30 (thirty) days after the notice under Clause 29.2(a), either Party may apply to the President of Professional Institute of Pipeline Engineers (“PIPE”) (providing a copy of this PS Agreement and any other information concerning the Expert’s functions) for it to appoint an Expert as soon as reasonably practicable and the Expert will be the Person selected by the PIPE. c) if the Expert dies or becomes unwilling or incapable of acting, or does not deliver the decision within the time required by this Clause then: i. either Party may apply to the PIPE to discharge the Expert and to appoint a replacement Expert with the required expertise; and ii. this Article 29 applies in relation to the new Expert as if he were the first Expert appointed. 29.3. A Person shall not be appointed as an Expert: a) unless he is qualified by education, experience and training to determine the matter in dispute; or b) if he has an interest or duty that would materially conflict with his role (including being a present or former director, officer, employee, agent ,consultant or affiliated in any way to the CPC or the Pipeline Company). The person appointed should make such disclosure in respect of clause 29.3 before the commencement of the expert determination. 29.4. The following procedures shall apply when a matter is submitted to an Expert for determination: a) Within 15 (fifteen) days of the Expert’s appointment, the Party that submitted the matter to Expert determination shall submit to both the Expert and the other Party: i. a written description of such matter and a statement of that Party’s position; and ii. any relevant evidence supporting its position. b) Within 15 (fifteen) days after a Party has submitted the materials described in Clause 29.4(a), the other Party shall submit to both the Expert and the first Party: i. written materials setting forth its response to the first Party’s submissions, as well as a statement of its own position as appropriate; and ii. any relevant evidence supporting its position. c) The Expert shall consider the materials submitted by the parties in accordance with Clauses 29.4(a) and 29.4(b) and, in the Expert’s discretion, may consider any additional information submitted by either Party at a later date. d) The Expert shall deliver his decision, with full written reasons, as soon as practicable after receiving the data and submissions supplied and made to him by the Parties but in any event not later than 45 (forty-five) days after the date of the expert’s appointment. e) The Parties shall not be entitled to apply for discovery of documents. f) The Parties will provide (or procure that others provide) the Expert with such assistance and documents as the Expert reasonably requires for the purpose of reaching a decision. 29.5. The terms of appointment of the Expert shall: a) entitle the Expert to obtain such independent professional and/or technical advice as he may reasonably require; b) provide that the Expert shall have the power to award interest based on prior agreement between the parties on the calculation of such interest, and that interest on late payments shall run for the entire period of any late payment of any amount determined to be due and owing; and c) permit the Expert, to the extent not provided for by this Clause, to determine in his reasonable discretion such other procedures to assist with the conduct of the determination as he considers just or appropriate. 29.6. If the Parties are unable fail to settle cause an Expert to be appointed or the Dispute through mediationExpert fails to render a decision in accordance with this Clause, then either Party may give written notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute matter to expert determinationarbitration in accordance with this PS Agreement. The Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expert, and the solution sought. 3.2 If the Parties have agreed upon the identity of shall act as an expert and not an arbitrator, the expert has confirmed process shall not be regarded as an arbitration and the Laws relating to commercial arbitration shall not apply. An Expert’s decision rendered in writing his readiness and willingness to embark upon the expert determination, then that person accordance with this Clause shall be appointed as the Expert. 3.3 Where final and binding on the Parties have not agreed upon an expert, or where that person has not confirmed his willingness to act, then either Party may apply to CEDR for the appointment of an expert. The request must be in writing, accompanied by a copy of the Expert Determination Notice and the appropriate fee and must be copied simultaneously to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as the Expert. 3.4 The Party serving the Expert Determination Notice must send to the Expert and to the other Party within 5 Business Days of the appointment of the Expert a statement of its case including a copy of the Expert Determination Notice, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply to the Expert and the other Party within 5 Business Days of receiving the statement of case, giving details of what is agreed and what is disputed in the statement of case and the reasons why. 3.6 The Expert must produce a written decision with reasons within 30 Business Days of receipt of the statement of case referred to in paragraph 1.9, or any longer period as is agreed by the Parties after the Dispute has been referred. 3.7 The Expert will have complete discretion as to how to conduct the expert determination, and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice, together with any other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of manifest error or fraud, collusion, bias, or material breach of instructions on the part . 29.7. The reasonable costs of the Expert at which point a (including the costs of assistance under Clause 29.5(a)) shall be borne equally by the Parties and each Party will shall bear its own costs in preparing materials for, and making presentations to, the Expert. 29.8. All matters under this Clause shall be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 conducted, and the Expert’s decision shall be set aside (either all written, in the English language. English language translations of it or part of it)documents shall be provided by the Party seeking to rely on that document, at that Party’s cost. 3.12 If 29.9. Unless a Party does not abide party refers the dispute to arbitration within 28 (twenty eight) days, the determination by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or in connection with the expert determination will shall be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedings. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties final and his decision may not be relied upon by third parties, to whom he shall have no duty of care.binding

Expert Determination. 3.1 20.1 Where this Agreement provides or NGG and the Service Provider have agreed that any dispute, question or other matter (dispute) is to be referred to or determined or resolved by an Expert: (a) the provisions of this Clause 20 shall apply; and (b) no party to the dispute shall commence proceedings in any court in respect of or otherwise in connection with such dispute. 20.2 A dispute which is to be referred to or determined or resolved by an Expert shall be determined by an individual appointed as Expert in accordance with this Clause 20. 20.3 Any party to a dispute which is to be resolved by or referred to an Expert may give notice of the dispute in accordance with Clause 20.4. 20.4 The notice shall be given to each other party to the dispute and shall provide brief details of the issues to be resolved. 20.5 The parties to the dispute shall endeavour within ten (10) days after the notice under Clause 20.3 (or as the case may be Clause 20.8) was given to agree upon the selection of a single Expert, and may meet for this purpose. 20.6 If within ten (10) days after the notice under Clause 20.3 (or as the case may be Clause 20.8) was given the parties to the dispute shall not have agreed upon the selection of an Expert, then any party to the dispute may within a further five (5) days refer the matter to the President of the Bar Council of England and Wales. 20.7 Upon the selection under Clause 20.6, the parties to the dispute shall forthwith notify the Expert selected of his selection and the proposed terms of his appointment and shall request him to indicate within ten (10) days whether or not he is willing and able to accept the appointment. 20.8 If the Parties are selected Expert is unwilling or unable to settle accept the Dispute through mediationappointment, then either Party or shall not have confirmed his willingness and ability to accept such appointment within the period required under Clause 20.7, any party to the dispute may give written by notice to the other Party within 10 Business Days of closure of the failed mediation of its intention to refer the Dispute to expert determination. The such parties require that another person shall be selected as Expert Determination Notice must include a brief statement of the issue or issues which it is desired to refer, the expertise required in the expertaccordance with Clause 20.5 and 20.6, and the solution soughtprocess shall be repeated until an Expert is found who accepts the appointment upon terms acceptable to all the parties to the dispute. 3.2 If the Parties have agreed upon the identity of an expert and the expert has confirmed in writing his readiness and willingness to embark upon the expert determination, then that 20.9 No person shall be appointed nominated as the Expert. 3.3 Where the Parties have not agreed upon an expert, or where a proposed Expert under this Clause 20 unless that person has not confirmed his willingness the requisite education, experience and qualifications to act, then either Party may apply resolve the matter in dispute and is generally recognised by the relevant industry as an Expert in the field or fields of expertise relevant to CEDR for the appointment of dispute. 20.10 The Expert shall be an expert. The request must be in writing, accompanied by a copy independent contractor and the relationship of the Expert Determination Notice parties to the dispute and the appropriate fee Expert shall in no event be construed to be that of principal and must be copied simultaneously agent or master and servant. 20.11 The parties to the other Party. The other Party may make representations to CEDR regarding the expertise required in the expert. The person nominated by CEDR will be appointed as dispute shall, no later than five (5) days following the Expert. 3.4 The Party serving the Expert Determination Notice must send 's appointment, submit to the Expert and to each other party to the other Party within 5 Business Days dispute written submissions together with all supporting documentation, information and data which they wish to submit in respect of the dispute. 20.12 Each party to the dispute may, not later than twenty (20) days after the appointment of the Expert a statement of its case including a copy of the Expert Determination NoticeExpert, the Contract, details of the circumstances giving rise to the Dispute, the reasons why it is entitled to the solution sought, and the evidence upon which it relies. The statement of case must be confined to the issues raised in the Expert Determination Notice. 3.5 The Party not serving the Expert Determination Notice must reply submit to the Expert and to each other party to the dispute written submissions replying to each other Party within 5 Business Days party's first submission. 20.13 The Expert may at his discretion and at any time request information from any of receiving the statement parties to the dispute, and such Expert may make such other independent professional and/or technical inquiries as he may deem necessary for determining the matter. 20.14 All information submitted by a party to the dispute to the Expert shall be and remain confidential to the Expert, except that copies of caseall such information and data shall be supplied simultaneously to each other party to the dispute. 20.15 The Expert shall not have meetings or discussions with one party to the dispute without giving each other party reasonable notice to attend; and each party to the dispute shall have the opportunity to make representations to the Expert, giving details of what is agreed and what is disputed in the statement presence of case each other party concerned with the matter in dispute, and to be represented by counsel. 20.16 The Expert's determination shall be made in writing, and shall contain the reasons for the determination. 20.17 The Expert's determination shall be final and binding upon the Parties to the dispute, save in the event of fraud or manifest error. 20.18 If the Expert has not within a reasonable period (which shall not exceed 90 Days or such other period agreed in his appointment) made a determination, a new Expert shall be appointed at the request of any party to the dispute pursuant to the foregoing provisions of this Clause 20, and upon the acceptance of such appointment by such new Expert, the appointment of the previous Expert shall cease forthwith. 20.19 The Expert shall be deemed not to be an arbitrator or mediator but shall render his decision as an expert, and the reasons whylaw relating to arbitration shall not apply to such Expert, his determination, or the procedure by which he reaches his determination. 3.6 The Expert must produce a written decision with reasons within 30 Business Days 20.20 Each party to the dispute shall bear its own costs including costs of receipt of the statement of case referred to in paragraph 1.9providing documentation, information, data, submissions or any longer period as is agreed by the Parties after the Dispute has been referredcomments under this Clause 20. 3.7 20.21 The Expert will have complete discretion as to how to conduct the expert determination, costs and will establish the procedure and timetable. 3.8 The Parties must comply with any request or direction expenses of the Expert in relation to the expert determination. 3.9 The Expert must decide the matters set out in the Expert Determination Notice(including all advisers, together with any employees and other matters which the Parties and the Expert agree are within the scope of the expert determination. The Expert must send his decision in writing simultaneously to the Parties. Within 5 Business Days following the date of the decision the Parties must provide the Expert and each other with any requests to correct minor clerical errors or ambiguities in the decision. The Expert must correct any minor clerical errors or ambiguities at his discretion within a further 5 Business Days and send any revised decision simultaneously to the Parties. 3.10 The Parties must bear their own costs and expenses incurred in the expert determination and are jointly liable for the costs of the Expert. 3.11 The decision of the Expert is final and binding, except in the case of fraud, collusion, bias, or material breach of instructions on the part of the Expert at which point a Party will be permitted to apply to Court for an Order that: 3.11.1 the Expert reconsider his decision (either all of it or part of it); or 3.11.2 the Expert’s decision be set aside (either all of it or part of it). 3.12 If a Party does not abide persons retained by the Expert’s decision the other Party may apply to Court to enforce it. 3.13 All information, whether oral, in writing or otherwise, arising out of or him) in connection with a determination under this Clause 20, shall be borne as to one half by NGG and as to one half by the expert determination will be inadmissible as evidence in any current or subsequent litigation or other proceedings whatsoever, with the exception of any information which would in any event have been admissible or disclosable in any such proceedingsService Provider. 3.14 The Expert is not liable for anything done or omitted in the discharge or purported discharge of his functions, except in the case of fraud or bad faith, collusion, bias, or material breach of instructions on the part of the Expert. 3.15 The Expert is appointed to determine the Dispute or Disputes between the Parties and his decision may not be relied upon by third parties, to whom he shall have no duty of care.