Common use of Governing Law and Dispute Resolution Clause in Contracts

Governing Law and Dispute Resolution. 22.1 This Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 This 9.1 The effectiveness, interpretation, performance, and dispute resolution and so forth of this Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) 9.2 Any dispute arising from or between the Parties in connection with the interpretation or and performance of the provisions in this Agreement, Agreement shall be resolved amicably through consultations between the Parties. If the Parties shall endeavour are unable to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in reach an agreement within thirty (30) days from the course date of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the written notice served by one Party claiming Dispute raises the Dispute to the other PartyParty requesting for such consultation, each either Party may refer submit such Dispute to arbitration. 22.3 Disputes shall be submitted dispute to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s the arbitration rules thereof then in effect. The arbitral tribunal place of arbitration shall be composed of three arbitrators. Each Party shall appoint one arbitrator and in Beijing; the third arbitrator language to be used in arbitration shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and equally binding upon both Parties, and enforceable in accordance with its termson the Parties of this Agreement. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 9.3 During the period when a Dispute is being resolved, while the Parties shall in all other respects continue their implementation of this Agreementarbitration proceedings are ongoing, except for the matters or obligations in disputedispute submitted for arbitration, both Parties shall continue to perform other obligations under this Agreement. The arbitrator shall have the right to make an appropriate award taking into account the actual circumstances so that Party A will receive appropriate legal remedy, including without limitation a restriction on the participation in the business operation of Party B, a restriction, prohibition or order on the transfer or disposal of the shares or assets of Party B, a demand to wind up Party B. 9.4 Upon the request of one Party, the court with jurisdiction shall have the right to award provisional remedy, such as a judgement or ruling to seize or freeze the assets or shares of the defaulting party. Upon the effectiveness of the arbitral award, either Party shall be entitled to apply for the execution of the arbitral award to the competent court with jurisdiction.

Governing Law and Dispute Resolution. 22.1 This 5.1 The effectiveness, interpretation, performance, and dispute resolution and so forth of this Agreement shall be governed by and construed in accordance with the laws of the PRCPRC Laws. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) 5.2 Any dispute arising from or between the Parties in connection with the interpretation or and performance of the provisions in this Agreement, Agreement shall be resolved amicably through consultations between the Parties. If the Parties shall endeavour are unable to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in reach an agreement within thirty (30) days from the course date of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the written notice served by one Party claiming Dispute raises the Dispute to the other PartyParty requesting for such consultation, each any Party may refer submit such Dispute to arbitration. 22.3 Disputes shall be submitted dispute to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s the arbitration rules thereof then in effect. The arbitral tribunal place of arbitration shall be composed of three arbitrators. Each Party shall appoint one arbitrator and in Beijing; the third arbitrator language to be used in arbitration shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and equally binding upon both Parties, and enforceable in accordance with its termson the Parties of this Agreement. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 5.3 During the period when a Dispute is being resolved, while the Parties shall in all other respects continue their implementation of this Agreementarbitration proceedings are ongoing, except for the matters or obligations in disputedispute submitted for arbitration, both Parties shall continue to perform other obligations under this Agreement. The arbitrator shall have the right to make an appropriate award taking into account the actual circumstances so that Party A will receive appropriate legal remedy, including without limitation a restriction on the participation in the business operation of Party C by Party B, a restriction, prohibition or order on the transfer or disposal of the shares or assets of Party C held by Party B, a demand on Party B to wind up Party C. 5.4 Upon the request of one Party, the court with jurisdiction shall have the right to award provisional remedy, such as a judgement or ruling to seize or freeze the assets or shares of the defaulting party. Upon the effectiveness of the arbitral award, any Party shall be entitled to apply for the execution of the arbitral award to the competent court with jurisdiction.

Governing Law and Dispute Resolution. 22.1 This 15.1 The effectiveness, interpretation, performance, and dispute resolution and so forth of this Agreement shall be governed by and construed in accordance with the laws of the PRCChina. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) 15.2 Any dispute arising from or between the Parties in connection with the interpretation or and performance of the provisions in this Agreement, Agreement shall be resolved amicably through consultations between the Parties. If the Parties shall endeavour are unable to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in reach an agreement within thirty (30) days from the course date of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the written notice served by one Party claiming Dispute raises the Dispute to the other PartyParty requesting for such consultation, each any Party may refer submit such Dispute to arbitration. 22.3 Disputes shall be submitted dispute to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s the arbitration rules thereof then in effect. The arbitral tribunal place of arbitration shall be composed of three arbitrators. Each Party shall appoint one arbitrator and in Beijing; the third arbitrator language to be used in arbitration shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and equally binding upon both Parties, and enforceable in accordance with its termson the Parties of this Agreement. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 15.3 During the period when a Dispute is being resolved, while the Parties shall in all other respects continue their implementation of this Agreementarbitration proceedings are ongoing, except for the matters or obligations in disputedispute submitted for arbitration, both Parties shall continue to perform other obligations under this Agreement. The arbitrator shall have the right to make an appropriate award taking into account the actual circumstances so that the Pledgee will receive appropriate legal remedy, including but not limited to a restriction on the participation in the business operation of Shanghai Kuanyu by the Pledgors, a restriction, prohibition or order on the transfer or disposal of the Pledgors’ equity interests or assets, a demand on the Pledgors to wind up Shanghai Kuanyu. 15.4 Upon the request of one Party, the court with jurisdiction shall have the right to award provisional remedy, such as a judgement or ruling to seize or freeze the assets or equity interests of the Defaulting Party. Upon the effectiveness of the arbitral award, any Party shall be entitled to apply for the execution of the arbitral award to the competent court with jurisdiction.

Governing Law and Dispute Resolution. 22.1 This 12.1 The conclusion, validity, interpretation, performance and dispute resolution of this Agreement shall be governed by and construed in accordance with according to the laws and regulations of the PRCHong Kong. 22.2 In case of any 12.2 Any dispute, controversy or claim (each each, a “Dispute”) arising from out of or in connection with the interpretation or performance of relating to this Agreement, or the Parties interpretation, breach, termination, validity or invalidity thereof, shall endeavour be referred to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in arbitration upon the course demand of such negotiation. In the event that the Parties fail either Party to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute with notice (the “Arbitration Notice”) to the other Party, each Party may refer such Dispute to arbitrationother. 22.3 Disputes 12.3 The Dispute shall be submitted to China settled by arbitration in Hong Kong at the Hong Kong International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration Centre in accordance with CIETAC’s arbitration rules the Hong Kong International Arbitration Centre Administered Arbitration Rules then in effect. The arbitral tribunal shall effect (the “HKIAC Rules”), which rules are deemed to be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed incorporated by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinesereference into this subsection. The arbitration shall be seated conducted in Beijingthe English language. 22.5 The arbitral award rendered in accordance 12.4 Each Party shall cooperate with the above arbitral proceeding other Party in making full disclosure of and providing complete access to all information and documents requested by the other Party in connection with such arbitration proceedings, subject only to any confidentiality obligations binding on such Party. 12.5 When any Dispute occurs and is under arbitration, except for the matters under dispute, the Parties shall continue to fulfill their respective obligations and shall be entitled to exercise their rights under this Agreement. 12.6 The award of the arbitration tribunal shall be final and binding upon both the Parties, and enforceable in accordance with its terms. 22.6 Costs the prevailing Party may apply to a court of competent jurisdiction for enforcement for such award. The costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one . 12.7 Any Party to enforce the Dispute shall be entitled to seek preliminary injunctive relief, if possible, from any court of competent jurisdiction pending the constitution of the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforcedtribunal. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 This 15.1 The effectiveness, interpretation, performance, and dispute resolution and so forth of this Agreement shall be governed by and construed in accordance with the laws of the PRCChina. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) 15.2 Any dispute arising from or between the Parties in connection with the interpretation or and performance of the provisions in this Agreement, Agreement shall be resolved amicably through consultations between the Parties. If the Parties shall endeavour are unable to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in reach an agreement within thirty (30) days from the course date of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the written notice served by one Party claiming Dispute raises the Dispute to the other PartyParty requesting for such consultation, each any Party may refer submit such Dispute to arbitration. 22.3 Disputes shall be submitted dispute to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s the arbitration rules thereof then in effect. The arbitral tribunal place of arbitration shall be composed of three arbitrators. Each Party shall appoint one arbitrator and in Beijing; the third arbitrator language to be used in arbitration shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and equally binding upon both Parties, and enforceable in accordance with its termson the Parties of this Agreement. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 15.3 During the period when a Dispute is being resolved, while the Parties shall in all other respects continue their implementation of this Agreementarbitration proceedings are ongoing, except for the matters or obligations in disputedispute submitted for arbitration, both Parties shall continue to perform other obligations under this Agreement. The arbitrator shall have the right to make an appropriate award taking into account the actual circumstances so that the Pledgee will receive appropriate legal remedy, including but not limited to a restriction on the participation in the business operation of Shanghai Hode by the Pledgors, a restriction, prohibition or order on the transfer or disposal of the Pledgors’ equity interests or assets, a demand on the Pledgors to wind up Shanghai Hode. 15.4 Upon the request of one Party, the court with jurisdiction shall have the right to award provisional remedy, such as a judgement or ruling to seize or freeze the assets or equity interests of the Defaulting Party. Upon the effectiveness of the arbitral award, any Party shall be entitled to apply for the execution of the arbitral award to the competent court with jurisdiction.

Governing Law and Dispute Resolution. 22.1 This 11.1. Execution, validity, interpretation, performance, amendment and termination of this Agreement and resolution of any dispute arising thereof shall be governed by and construed in accordance with the laws of the PRCHong Kong without regard to principles of conflicts of laws. 22.2 In case 11.2. Any dispute, controversy, difference or claim arising out of or relating to this Agreement, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (“HKIAC”) under the HKIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The seat of arbitration shall be Hong Kong. The official language of the arbitration shall be English and the arbitration tribunal shall consist of three (3) arbitrators (each, an “Arbitrator”). The claimant shall nominate one (1) Arbitrator; the respondent shall nominate one (1) Arbitrator; and a third Arbitrator will be nominated jointly by the first two Arbitrators and shall serve as chairman of the arbitration tribunal. If the first two Arbitrators fail to nominate the third Arbitrator within 10 days after receipt of a Party’s nomination of the third Arbitrator, the Chair or co-Chair of HKIAC shall nominate the third Arbitrator. 11.3. Any Party may seek interim injunctive relief, provisional rulings or other interim relief from a court of competent jurisdiction, both before and after the Arbitrators have been appointed, at any time up until the Arbitrators have made their final award. 11.4. The award rendered by the arbitral tribunal shall be non-appealable, final, binding and conclusive on the Parties. Judgment on the award may be entered in any court of competent jurisdiction. 11.5. Each Party agrees that money damages may not be a sufficient remedy for any breach of this Agreement by the other Party and that the injured Party shall be entitled to seek, and the other Party will not oppose the granting of, equitable relief, including injunction and specific performance, in the event of any disputesuch breach, controversy in addition to all other remedies available to the injured party at law or claim (each a “Dispute”) in equity. 11.6. During arbitration of any dispute arising from or in connection with the interpretation or performance of this Agreement, other than the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Partymatter under dispute, each Party may refer such Dispute shall continue to arbitration. 22.3 Disputes shall be submitted to China International Economic have all of its rights and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of obligations under this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 11.1. This Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case 11.2. Subject to Article 11.5, the Parties agree that any disputes, controversies or claims arising out of any disputeor related to this Agreement, controversy or claim the breach thereof, whether based on contract, tort, statute, or other theory of liability (each each, a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s to be resolved by binding arbitration, under the arbitration rules then of CIETAC in effectforce at the date of the application for arbitration. 11.3. The arbitral tribunal shall be composed consist of three (3) arbitrators. Each Party Within twenty (20) days of the issuance of the notice commencing the arbitration, one (1) arbitrator shall appoint be appointed by JV, CPG and Xxxxxxxxx, deciding together, and one (1) arbitrator and the shall be appointed by Unigene. The third arbitrator shall be jointly the presiding arbitrator and shall not be a national of either the PRC or the United States. The third arbitrator shall be selected by agreement between the two (2) arbitrators appointed by the first Parties. In the event that the two arbitrators. Where (2) arbitrators cannot agree upon the first two arbitrators fail to reach agreement on third arbitrator within a period of twenty (20) days from the appointment date of nomination of the third second arbitrator, the third arbitrator shall be appointed selected by CIETAC. 22.4 . The arbitral proceeding arbitrators shall be administered by CIETAC as independent of the hosting arbitration institutionParties, and shall not be conducted employees, directors or shareholders of either Party or of an Affiliate. To be qualified for appointment, a proposed arbitrator shall confirm in Chinesewriting that he/she is ready, willing and able to serve as an arbitrator subject to the terms hereof, including the timing specified herein. 11.4. The place of arbitration shall be seated in Beijing. 22.5 , PRC. The arbitral award rendered in accordance language used for the arbitration shall be Chinese. Each Party shall have the right to have its own interpreters, lawyers and legal advisers present through the arbitration. In connection with the above commencement of the arbitral proceeding proceeding, the arbitral tribunal shall establish the rules for the proceeding. During the pendency of the arbitral proceeding, costs and fees assessed by the arbitral tribunal and/or CIETAC shall be final and binding upon shared equally by both Parties. Following issuance of the arbitration award, and enforceable in accordance with its terms. 22.6 Costs all costs of arbitration actually incurred by the Parties shall be borne by the losing Party, unless otherwise determined by the arbitration award. The arbitration award shall be in Chinese (and translated into English) and in writing, and shall set forth the evidentiary and legal basis for all ruling(s). The arbitration award shall be final and not subject to appeal and binding on the Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation hereto. 11.5. Notwithstanding anything to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall contrary in all other respects continue their implementation of this Agreement, except for each Party shall have the matters in disputeright to seek preliminary injunctive or other equitable relief from a court of competent jurisdiction that may be necessary to avoid irreparable harm, maintain the status quo or preserve the subject matter of the arbitration. 11.6. If any provision of this Agreement is found by an arbitration institution or a court to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions hereof shall not be affected by such invalid, illegal or unenforceable provision.

Governing Law and Dispute Resolution. 22.1 This Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETACXXXXXX. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 This Agreement is executed pursuant to, and shall be governed by, the laws of Vietnam. All disputes, claims, demands, counts, causes of action, or controversies between the Parties, (“Dispute”) relating to Jeunesse Vietnam, its Products, the Agreement, the rights and obligations of a Distributor and Jeunesse Vietnam, or any other claims or causes of action relating to the performance of either a Distributor or Jeunesse Vietnam under the Agreement shall be governed settled by arbitration administered by the Vietnam International Arbitration Centre at the Vietnam Chamber of Commerce and construed Industry (“VIAC”) in accordance with the laws Arbitration Rules of VIAC (or any similar successor rules thereto) as are in force on the PRC. 22.2 In case date when VIAC receives a request for arbitration from a Party. The number of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance arbitrators shall be three. Each of this Agreement, the Parties shall endeavour select one arbitrator and the selected two arbitrators shall select a third arbitrator to resolve such Dispute through amicable negotiationscomprise an arbitration panel of three members. The Parties may consult regulatory agencies language to be used in the course proceedings shall be Vietnamese. The place of arbitration shall be Ho Chi Minh City, Vietnam. The decision of the arbitration panel shall be final and binding upon the Parties, and such negotiationdecision shall be enforceable through any courts having jurisdiction. The prevailing Party shall be entitled to reimbursement of its costs and expenses (including attorney fees) in conducting and in enforcement of the arbitration as part its arbitration award. In the event that the Parties fail arbitration agreement mentioned above does not apply to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitratorparticular party, the third arbitrator shall dispute will be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that resolved in the event that it province/city people’s court where Party B’s head office is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforcedlocated. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 21.1 This Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 21.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 21.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 21.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 21.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 21.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 21.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 This Agreement shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.. Table of Contents

Governing Law and Dispute Resolution. 22.1 8.1 This Agreement Agreement, the rights and obligations of the Parties hereto, and all claims or disputes relating hereto, shall be governed by and construed in accordance with the laws of the PRC. 22.2 In case 8.2 Any dispute arising out of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes Agreement shall be submitted referred to and finally resolved by arbitration administered by [China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s )] under its arbitration rules then in effect. force at the date of applying for arbitration. 8.3 The arbitral tribunal arbitration shall be composed conducted by a panel of three arbitratorsarbitrators (the “Tribunal”). Each Party of the Claimant and the Respondent shall appoint one arbitrator, and if one Party fails to appoint an arbitrator and within thirty (30) days of receiving notice of the third appointment of an arbitrator, that arbitrator shall be jointly appointed by CIETAC. The third arbitrator, who shall act as the chairman of the Tribunal, shall be chosen by the two arbitrators appointed by the first two arbitratorsSeller and the Buyer. Where If the first said two arbitrators fail are unable to reach agreement on agree upon the appointment of the third arbitrator within thirty (30) days after the appointment of the second arbitrator, the then such third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. 8.4 The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with made by the above arbitral proceeding Tribunal shall be final and binding upon both Partieson the Parties and each Party irrevocably waives any right of appeal to any court or any other institutions which might otherwise have jurisdiction over the dispute, and enforceable however nothing in accordance with its terms.this Section 8.4 shall be deemed to preclude a Party from seeking to enforce any arbitration award made by the Tribunal in any court that it deems appropriate; 22.6 Costs of 8.5 Any arbitration expense shall be borne by the losing PartyParty or as determined by the Tribunal. The Parties agree that in the event that that, if it is becomes necessary for one a Party to enforce the arbitral arbitration award through by any legal proceedingaction, the other Party shall pay all reasonable fees, costs and expenses and attorney’s fees in relation to the enforcement shall be borne incurred by the Party against whom seeking to enforce the arbitral award is enforcedaward; and 8.6 The seat of arbitration shall be in [Beijing] and the arbitration proceedings shall be conducted in [English and in Chinese]. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 7.1. This Agreement Agreement, including this arbitration agreement under Clause 7 (Governing Law and Dispute Resolution), shall be subject to and governed by the laws of the Republic of India. 7.2. Subject to Clause 7.3, the courts in Mumbai shall have exclusive jurisdiction with respect to matters arising out of or in connection with this Agreement. 7.3. Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, interpretation, performance, breach or termination (a “Dispute”), shall be referred to and construed resolved by arbitration in accordance with the laws provisions of Arbitration and Conciliation Act, 1996. 7.3.1. The seat of arbitration shall be Mumbai. 7.3.2. The language of the PRCarbitration proceedings shall be English. 22.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations7.3.3. The Parties may consult regulatory agencies in arbitration shall be conducted by a sole arbitrator appointed mutually by the course of such negotiationparties to the Dispute. In If the event that the Parties fail parties to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute are unable to appoint a mutually acceptable arbitrator within 15 (fifteen) days of the other PartyDispute arising, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The an arbitral tribunal shall be composed constituted consisting of three 3 (three) arbitrators. Each Party shall appoint one arbitrator In such a case, the claimants and the third arbitrator respondents to the Dispute shall be jointly appointed by each have the first two arbitratorsright to appoint 1 (one) arbitrator. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the The third arbitrator shall be appointed by CIETACthe arbitrations appointed by the claimants and the respondents respectively, which arbitrator shall be the chairman of the arbitration tribunal. 22.4 The arbitral 7.3.4. Any arbitration award that is made pursuant to an arbitration proceeding under this Clause 7 (Governing Law and Dispute Resolution) shall be administered by CIETAC as the hosting arbitration institution, made in writing and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its termson the Parties from the day it is made. The Parties undertake to carry out the award without any delay. 22.6 Costs 7.3.5. The costs and expenses of the arbitration, including, without limitation, the fees of the arbitration and the arbitration tribunal, shall be borne equally by each Party to the dispute or claim and each Party shall pay its own fees, disbursements and other charges of its counsel, except as may be determined by the losing Partyarbitration tribunal. The Parties agree that in arbitration tribunal would have the event that it is necessary for one Party power to enforce the arbitral award through interest on any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation sum awarded pursuant to the enforcement shall be borne by arbitration proceedings and such sum would carry interest, if awarded, until the Party against whom the arbitral award is enforcedactual payment of such amounts. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 This 18.1 The execution, validity, interpretation, performance of, and resolution of disputes under this Agreement shall be governed by and construed in accordance with the laws of the PRCPRC Laws. 22.2 18.2 In case of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour to resolve such Dispute through amicable negotiations. The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 18.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 18.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 18.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 18.6 Costs of arbitration shall be borne by the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 18.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 23.1 This Agreement and the relationship between the parties shall be governed by by, and construed interpreted in accordance with the laws of the PRCPhilippine law. 22.2 In case of any 23.2 Any dispute, controversy or claim (each a “Dispute”) arising from out of or in connection with the interpretation or performance of this Agreement, including any question regarding its existence, validity or termination, shall be referred to the chief executive officers (the “CEOs”) of the Parties shall endeavour respectively (“Referral to resolve such Dispute through amicable negotiationsthe CEOs”). The Parties may consult regulatory agencies in CEOs will have 30 days from the course date of such negotiation. In Referral to the event that the Parties fail CEOs to discuss and agree on a solution to any Dispute resolution of the dispute (“CEO Resolution Period”). If no resolution is reached within 60 Days after the Party claiming Dispute raises the Dispute to the other PartyCEO Resolution Period, each Party may refer then such Dispute to arbitration. 22.3 Disputes dispute, controversy or claim shall be submitted referred to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through finally resolved by arbitration in Singapore in accordance with CIETAC’s arbitration rules the UNCITRAL Arbitration Rules as then in effectforce. 23.3 The arbitration tribunal shall consist of three (3) arbitrators. The arbitral tribunal Sellers shall be composed of three arbitrators. Each Party entitled to nominate one (1) arbitrator; the Purchaser shall appoint be entitled to nominate one arbitrator and (1) arbitrator; the third arbitrator shall be jointly appointed nominated by the first two other nominated arbitrators. 23.4 The language to be used in the arbitration proceedings shall be English. Where the first two arbitrators fail to reach agreement on the appointment The decision of the third arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding tribunal shall be final and binding upon both on all Parties, and enforceable in accordance with its terms. 22.6 Costs . The costs of arbitration and the costs of enforcing the arbitration award (including witness expenses and reasonable attorneys’ fees) shall be borne by the losing Party. Party except as otherwise awarded by the arbitration tribunal. 23.5 The Parties agree that in hereby expressly waive their rights (i) to apply to any court of competent jurisdiction to determine a preliminary point of law and (ii) to appeal to any court of competent jurisdiction on a question of law arising out of an arbitration award of the event that it is necessary for one Party to enforce arbitration tribunal. 23.6 Any award of the arbitral award through arbitrators may be enforceable by any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by court having jurisdiction over the Party against whom which the arbitral award is enforcedhas been rendered, or wherever assets of that Party are located, and will be enforceable in accordance with the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards (1958). 22.7 During the period when 23.7 Each Party shall continue to exercise its respective rights, and fulfill its obligations under this Agreement while a Dispute dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreementresolved through arbitration, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 15.1 This Agreement contract shall be governed by interpreted and construed in accordance with the laws of the PRCState of California, without regard to its conflict of laws provisions. 22.2 15.2 In case the event of any a dispute, controversy the parties shall first attempt to resolve by face-to-face negotiation with employees from each party with a title of vice president or claim (each a “Dispute”) arising from or higher in connection with attendance. 15.3 For any dispute that the interpretation or performance of this Agreementparties fail to resolve by negotiation, the Parties shall endeavour parties agree to next attempt to resolve such Dispute dispute through amicable negotiationsnon-binding mediation prior to initiating arbitration. The Parties may consult regulatory agencies in mediation shall last at least eight hours (unless otherwise agreed to by the course parties). The parties shall equally share the cost of such negotiationthe mediator. In the event that the Parties parties cannot agree to a mediator, then Veeva shall propose three experienced, neutral mediators, and Customer shall select one from the list of three proposed by Veeva. 15.4 Any dispute that the parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes resolve by negotiation or mediation shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through resolved by binding arbitration in accordance with CIETAC’s arbitration rules then in effect. The arbitral tribunal shall be composed the State of three arbitrators. Each Party shall appoint one arbitrator and the third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third California before a sole impartial arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered conducted in accordance with the above arbitral proceeding Commercial Rules of the American Arbitration Association (“AAA”), and shall be final governed by the Federal Arbitration Act, 9 U.S. Code 1 et seq. Either party may commence arbitration by serving a written Demand for Arbitration on the other party. The parties shall attempt to agree on an arbitrator, but if the parties fail to reach such agreement within twenty (20) days after the Demand for Arbitration is served, either party may request appointment of the arbitrator by the AAA. The person so appointed by AAA shall serve as the arbitrator for resolution of the dispute. If that person is disqualified for any reason, the AAA office shall appoint a substitute arbitrator. Each party shall bear its own costs and binding upon both Partiesexpense, including attorneys’ fees, but the arbitrator may, in the award, allocate all of the administrative costs of the arbitration (and enforceable the mediation, if applicable) and/or attorney’s fees, including the fees of the arbitrator and mediator, against the party who did not prevail. Judgment on the arbitration award may be entered in accordance with its termsany court having jurisdic tion. 22.6 Costs of arbitration shall be borne by 15.5 Notwithstanding the losing Party. The Parties agree that in the event that it is necessary for one Party to enforce the arbitral award through foregoing, either party may seek emergency equitable relief at any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforcedtime. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.

Governing Law and Dispute Resolution. 22.1 11.1 This Agreement shall be governed by and construed in accordance with the laws of the PRCPRC laws. 22.2 11.2 In case the event any dispute arises out of any dispute, controversy or claim (each a “Dispute”) arising from or in connection with the interpretation or performance of this Agreement, the Parties shall endeavour attempt in the first instance to resolve such Dispute dispute through amicable negotiations. The friendly consultations. 11.3 If any dispute has not been resolved by friendly consultations within fifteen Business Days after any Party has served written notice on the other Parties may consult regulatory agencies in requesting the course commencement of such negotiation. In the event consultations, then any Party may demand that the Parties fail to agree on a solution to any Dispute within 60 Days after dispute be finally settled by arbitration in accordance with the Party claiming Dispute raises the Dispute to the other Party, each Party may refer such Dispute to arbitrationfollowing provisions of this Clause 11. 22.3 Disputes 11.4 The arbitration shall be submitted to China International Economic and Trade Arbitration Commission (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s its arbitration rules then in effect. force at the date of submission of the dispute, which rules are deemed to be incorporated by reference in this Clause 11. 11.5 The arbitral tribunal place of the arbitration shall be composed Beijing and the language of the arbitration shall be English. 11.6 The appointing authority shall be CIETAC. There shall be three arbitrators. Each Party One arbitrator shall be nominated by Shareholder and one arbitrator shall be nominated by WFOE. The two arbitrators so chosen shall select a third arbitrator, provided that if such two arbitrators shall fail to choose a third arbitrator within thirty days after such two arbitrators have been selected, CIETAC, upon the request of any Party, shall appoint one arbitrator and the a third arbitrator. The third arbitrator shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment of the third presiding arbitrator, the third arbitrator shall be appointed by CIETAC. 22.4 11.7 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. The arbitration shall be seated in Beijing. 22.5 The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by the losing Partyprivate. The Parties agree that all documents and evidence submitted in the event arbitration (including without limitation any statements of case and any interim or final award, as well as the fact that it is necessary for one Party to enforce the an arbitral award through has been made) shall remain confidential both during and after any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral final award that is enforced. 22.7 During the period when a Dispute is being resolved, rendered unless the Parties shall otherwise agree in all other respects continue their implementation of this Agreement, except for the matters in disputewriting or unless otherwise required by law.

Governing Law and Dispute Resolution. 22.1 18.1 This Agreement and the relationship between the Parties shall be governed by by, and construed interpreted in accordance with with, the laws of the PRC. 22.2 In case of any 18.2 Any dispute, controversy or claim (each a “Dispute”) arising from out of or in connection with the interpretation or performance of relation to this Agreement, including any question regarding its existence, validity or termination, shall be resolved through friendly consultations between the Parties. If no resolution is reached within twenty-two (22) Business Days from the date of notification by the Purchaser to the Seller or by the Seller to the Purchaser that a Dispute has arisen, then such Dispute shall be referred to arbitration in accordance with clause 18.3 below. 18.3 If a Dispute is referred to arbitration pursuant to clause 18.2 above, the Parties agree that they shall endeavour seek to resolve such the Dispute through amicable negotiations. in accordance with this clause 18.3 before pursuing any other remedies available to them: (a) The Parties may consult regulatory agencies in the course of such negotiation. In the event that the Parties fail to agree on a solution to any Dispute within 60 Days after the Party claiming Dispute raises shall submit the Dispute to the other Party, each Party may refer such Dispute to arbitration. 22.3 Disputes shall be submitted to China International Economic and Trade Arbitration Commission Commission, Shanghai Branch (“CIETAC”) for resolution through arbitration in accordance with CIETAC’s arbitration to be arbitrated according to its rules then in effect. and regulations. (b) The arbitral tribunal shall be composed of three (3) arbitrators. Each Party The Purchaser shall appoint one arbitrator (1) arbitrator, and the third arbitrator Seller shall appoint one (1) arbitrator. The two arbitrators shall be jointly appointed by the first two arbitrators. Where the first two arbitrators fail to reach agreement on the appointment selected within thirty (30) days after giving or receiving of the third arbitrator, the third request for arbitration. The presiding arbitrator shall be appointed by CIETACthe two Party-appointed arbitrators, provided that such presiding arbitrator shall not be a national or resident of the PRC or the US. If either of the Purchaser (on one hand) or the Seller (on the other hand) fail to appoint their respective Party-appointed arbitrator within thirty (30) days after the date of commencement of the arbitration, the chairman of CIETAC shall make the appointment. 22.4 The arbitral proceeding shall be administered by CIETAC as the hosting arbitration institution, and shall be conducted in Chinese. (c) The arbitration tribunal shall be seated apply the arbitration rules of CIETAC in Beijingeffect on the date of the signing of this Agreement. However, if such rules are in conflict with the provisions of the previous paragraph of this clause, including the provisions for appointing arbitrators, the provisions of this clause shall prevail. 22.5 (d) The arbitral award rendered in accordance with the above arbitral proceeding shall be final and binding upon both Parties, on the parties to the arbitration proceedings. Such parties shall execute and enforceable in accordance with its terms. 22.6 Costs of arbitration shall be borne by perform the losing Partyaward. The Parties further hereby expressly agree that in to waive any right they may have under applicable law to any form of appeal against any arbitral award or of recourse to any court of law or other judicial authority wherever situated. (e) The losing Party shall bear the event that it is necessary for one Party to enforce costs of the arbitration, unless the arbitral award through any legal proceeding, all reasonable fees, expenses and attorney’s fees in relation to the enforcement shall be borne by the Party against whom the arbitral award is enforced. 22.7 During the period when a Dispute is being resolved, the Parties shall in all other respects continue their implementation of this Agreement, except for the matters in dispute.tribunal determines otherwise. (Signature Page)