Common use of Direct Discussions Clause in Contracts

Direct Discussions. If during the term of this Contract a dispute arises between Owner and Contractor, or one Party perceives the other as acting unfairly or unreasonably, or a question of interpretation arises hereunder, then the Parties shall cause Owner’s Representative and Contractor’s Representative to promptly confer and exert their good faith efforts to reach a reasonable and equitable resolution of the issue. Either representative may refer the matter to the Parties’ senior officers if such representatives are unable to resolve the issue within a reasonable time (as determined by either representative). Neither Party shall seek resolution by mediation of any dispute arising in connection with this Contract until both Parties’ senior officers, who shall be identified by each Party from time-to-time, have had at least fourteen (14) Days (seven (7) Days if an invoice dispute) to resolve the dispute following referral of the dispute to such senior officers. If the Parties fail to settle such dispute within such period (including a failure to identify their respective senior officers and make necessary referrals within such period), the provisions of Section 12.2 shall apply unless the Parties agree otherwise.