EXHIBIT 10(y)
ARBITRATION AGREEMENT
Between the
S&H Verwaltungsgesellschaft mbH
[S&H Management Co., limited liability company],
represented by its sole shareholder,
the PHG Tea Leaves, Inc., on its part represented by
Xx. Xxxxxx X. Xxxxxxx
and
Xx.
XXXXXX RUCKENBROD, PROFESSIONAL ENGINEER,
Xxxxxxxxxxxx 0
00000 Xxxxxxx
For the purpose of resolving any disputes that may arise from the service
contract and from the retirement pension agreement concluded by the parties and
both dated December 17, 1999, as well as with regard to the legal validity of
this contract, of possible addenda or of individual provisions thereto-- the
parties, excluding any recourse to general courts of law, are signing the
following
ARBITRATION AGREEMENT
1. The parties agree they shall strive for a solution by mutual consent
before bringing a matter before the court of arbitration.
If no agreement can be reached, the court of arbitration shall go into
effect in accordance with the subsequent provisions.
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In this case, after the arbitration award has been issued any recourse to
the general courts of law is excluded.
2. The parties shall have the option to agree on a single arbitrator who
shall make the final decision instead of the court of arbitration.
3. The court of arbitration shall consist of a chairperson, who must have the
qualification for holding judicial office, and two assessors.
The plaintiff shall notify the other party by registered mail about the
dispute. The plaintiff on its part shall appoint an assessor and request
that the opposing side appoint its assessor as well. If this appointment of
assessors does not take place within ten days following the receipt of the
corresponding request, the plaintiff shall ask the president of the state
court which has jurisdiction over the headquarters of the S&H
Verwaltungsgesellschaft mbH to appoint said assessor.
The two assessors elect the chairperson within a time period of 10 days.
4. If one assessor requests that the other assessor appoint the chairperson
and the two assessors cannot agree on a chairperson within ten days after
this request is made, either party can ask the president of the state court
which has jurisdiction over the headquarters of the S&H
Verwaltungsgesellschaft mbH to appoint the chairperson.
5. If under the regulations of the Code of Civil Procedure the courts of
record are competent to participate in the arbitration proceedings or
enforcement proceedings, the state court which has jurisdiction over the
headquarter of the S&H Verwaltungsgesellschaft mbH is the court with
jurisdiction.
6. The court of arbitration shall decide according to principles of equitable
discretion as to who shall bear the cost of the proceedings.
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There shall be no right to appeal the decision by the court of arbitration.
Place, Date: York 15.Dec.1999 Place, Date: York 17.Dec.1999
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/s/ Xxxxxx X. Xxxxxxx /s/ Xxxxxx Xxxxxxxxxx
--------------------------------- ----------------------------------------
S&H Verwaltungsgesellschaft mbH Xxxxxx Xxxxxxxxxx, professional engineer
represented by the shareholder,
PHG Tea Leaves, Inc.
