Common use of Resolving Disputes Clause in Contracts

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-dis- applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Xxx 0000 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-dis- applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Act 1996 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Act 1996 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-non- contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer referred to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing and replace with as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-non- contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows:: 12.1.1 to notify the other Party of any Dispute dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer referred to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing and replace with as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Xxx 0000 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New YorkXxxxxxx, New YorkXxxx Xxxxxx, Xxxxxx. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York Nova Scotia, Canada courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this AgreementXXXX, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 20.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 20.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 20.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement XXXX have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Xxx 0000 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-non- contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Xxx 0000 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows:follows:‌ 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; andand‌ 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Act 1996 is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 : to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 ; to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 and if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA LCIA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA LCIA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA LCIA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New YorkLondon. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York English courts under s45 and s69 Arbitration Xxx 0000 is excluded. If, following the time specified for service of the Statement of Case, the Statement of Defense, the Statement of Reply/Defense to Counterclaim and/or the Statement of Reply to Defense to Counterclaim, as applicable (the Statements), it appears to the Tribunal that there is or may be no real prospect of succeeding on any or all of the claims made in the Statements or of successfully defending any or all of the claims made in the Statements, the Tribunal may determine such claim(s) by a summary procedure if it considers that it is in the interests of justice to do so. In the event that a summary procedure is adopted, the Tribunal shall proceed to determine such claim(s) as soon as reasonably practicable. The Tribunal may call for further short written submissions in relation to such claim(s) and shall only hold an oral hearing to determine such claim(s) if it feels that it is necessary to do so. The Tribunal may decide to determine only certain claims advanced in the arbitration by the summary procedure. Service of any Request for Arbitration made pursuant to this clause shall be by written notice in accordance with Notices clause 3. This clause 12.3 does not affect any other method of service allowed by law. This clause 12 will not prevent a Party (the “affected Party”) from: seeking injunctive relief in the case of any breach or threatened breach by the other Party of any obligation of confidentiality or any infringement by the other Party of the affected Party’s Intellectual Property Rights; commencing any proceedings where this is reasonably necessary to avoid any loss of a claim due to the rules on limitation of actions; or commencing proceedings in the case of non-payment of an undisputed invoice.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty (30) days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (3) (“the Tribunal”). The Parties shall each nominate one (1) arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-dis- applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve amicably the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal). The Parties shall each nominate one arbitrator for appointment by the AAA Court. The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.

Resolving Disputes. The intent of the Parties is to identify and resolve any dispute, claim, difference or controversy arising out of, relating to or having any connection with this Agreement, including any dispute as to its existence, validity, interpretation, performance, breach or termination or the consequences of its nullity and any dispute relating to any non-contractual obligations arising out of or in connection with it (for the purpose of this clause, a Dispute) promptly. Each Party agrees to perform as follows: 12.1.1 to notify the other Party of any Dispute in reasonable detail as soon as possible after any Dispute arises; 12.1.2 to negotiate in good faith to seek to resolve the Dispute; and 12.1.3 if a Dispute is not resolved within thirty days of it arising, either Party shall be entitled to refer to and finally resolve such Dispute by arbitration under the AAA Arbitration Rules (for the purpose of this clause, the Rules). The Rules are incorporated by reference into this clause and capitalized capitalised terms used in this clause which are not otherwise defined in this Agreement have the meaning given to them in the Rules. The number of arbitrators shall be three (the Tribunal)three. The Parties shall each nominate one arbitrator for appointment by the AAA CourtCourt (American Arbitration Association). The two arbitrators nominated by the Parties shall jointly nominate the Chairman for appointment by the AAA Court. Any requirement in the Rules to take account of the nationality of a person considered for appointment as an arbitrator shall be dis-applied and a person may be nominated or appointed as an arbitrator (including as Chairman) regardless of his nationality. The seat, or legal place of arbitration, shall be New York, New York. The language used in the arbitral proceedings shall be English. All documents submitted in connection with the proceedings shall be in the English language, or, if in another language, accompanied by a certified English translation. Witnesses who are unable to speak English shall be permitted to give evidence through a translator. Unless the parties agree to extend this period, the Tribunal will render its award in writing as soon as is reasonably practicable of the close of the hearing. In no event shall the Tribunal have the right or power to award punitive or exemplary damages. The jurisdiction of the State of New York courts is excluded.