Agreement to Use the Procedure. In the event of a dispute between the Parties arising out of or related to this Agreement, the Parties shall utilize the procedures specified in this Article except (a) when otherwise modified by written agreement of the Parties at the time or after such time the dispute arises; (b) for any dispute that relates to the exercise of a right to terminate the Agreement, (c) for any dispute that arises out of a third party lawsuit, (e.g., a potential cross-claim), notwithstanding that the dispute otherwise arises under the Agreement,
Agreement to Use the Procedure. If a dispute arises after the Closing between Vanguard and Buyer, on the one hand (which, for purposes of this article, will collectively be one party to the ADR), and Seller and the Foundation, on the other hand (which, for purposes of this article, will collectively also be one party to the ADR), that arises out of or is related to this agreement or the Closing Documents or the transactions contemplated by this agreement, the parties shall utilize the procedures specified in this article except (i) in connection with disputes relating to the Purchase Price Adjustment, in which event section 2.05 shall be utilized, (ii) that any party shall be entitled to seek equitable relief as provided by section 11.02 without first utilizing the procedures specified in this article and (iii) when otherwise expressly provided elsewhere in this agreement.
Agreement to Use the Procedure. In the event of a dispute between the Parties arising out of or related to this Agreement, the Parties shall utilize the procedures specified in this Article except (a) when otherwise modified by written agreement of the Parties at the time or after such time the dispute arises; (b) for any dispute that relates to the exercise of a right to terminate the Agreement, (c) for any dispute that arises out of a third party lawsuit, (e.g., a potential cross-claim), notwithstanding that the dispute otherwise arises under the Agreement, (d) as necessary to allow any Party to exercise its remedy of specific performance under this Agreement, (e) as necessary to allow either Party to pursue injunctive relief, or (f) when otherwise expressly provided elsewhere in this Agreement.
Agreement to Use the Procedure. In the event of a dispute between the Parties arising out of or related to this Agreement, the Parties shall utilize the procedures specified in this Article except (i) when otherwise modified by written agreement of the Parties at the time or after such time the dispute arises; (ii) in connection with disputes relating to the Post-Closing Adjustments, in which event the provisions of Section 2.5 shall be utilized; (iii) any dispute relating to the exercise of a right to terminate the Agreement, (iv) any dispute arising out of a third party lawsuit, (e.g., a potential cross- claim), notwithstanding that the dispute otherwise arises under the Agreement, and (v) when otherwise expressly provided elsewhere in this Agreement.
