Common use of Governing Law and Dispute Resolution Clause in Contracts

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC “SIAC Rules"”) and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdictionAbidjan, Ivory Coast; (ii) settled by arbitration in accordance with the ICC Arbitration Rules and Rules of Procedure of the Joint Court of Justice and Arbitration (the “Arbitration Court”) of the Organisation for the Harmonisation of Business Law in Africa (the “OHADA Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC OHADA Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the Arbitration Court shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This If You reside in Canada and the Program is shipped or delivered to You in any format in Canada, this Agreement is to be governed by and construed under the laws of England and Walesthe Province of Ontario. Otherwise, this Agreement is to be construed under the laws of the State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, thereof which the Parties parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Partiesparties. The Partiesparties, through their upper management level representatives, which if You are an individual, is You, representatives shall meet within thirty (30) days of the dispute being referred to them and if the Parties parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration Association. Each of the International Chamber of Commerce ("ICC Rules") and parties shall be heard by appoint one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which and the arbitrator two arbitrators shall be nominated by the President of the British Computer Society (or by jointly appoint a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Partiesparties, or involving any person but You, may be joined jointed or combined together, without the prior written consent of RIMAviva. Judgment upon the award rendered by the arbitrator three arbitrators may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM Aviva has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM Aviva in connection with Your acquisition license of Your BlackBerry Solution or any portion thereof, if applicable; the Program and (ii) Your violation or threatened violation of the Sections 3,4,5,6, 12, 13, 14, 15, 16, 17 and 18 of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This The Agreement is to shall be governed by and construed under in accordance with the laws of England and Walesthe State of Massachusetts, excluding any body USA, without regard to the conflict of law governing conflicts of lawlaws provisions thereof. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application shall not apply to this the Agreement. The governing language for the Agreement shall be English, and no concurrent or subsequent translation of the Agreement into any language shall modify any term of the Agreement and the English language version of the Agreement shall control in the event of conflict. Any disagreement or dispute claim arising out of or relating to this the Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules and its Optional Procedures for Large, Complex Commercial Disputes. The arbitration shall be heard and determined by a panel of three (3) arbitrators selected by the AAA. The arbitrators shall have exclusive authority to resolve any and all disputes relating to procedural and substantive questions of arbitrability, including but not limited to, choice of venue and choice of law issues, and the formation, interpretation, applicability, scope, and enforceability of this agreement to arbitrate. The parties shall be conducted in London, England entitled to conduct discovery in accordance with the Federal Rules of Arbitration Civil Procedure under the supervision of the International Chamber arbitrators. The arbitration proceeding shall occur in Boston, Massachusetts. The parties shall equally share the arbitrators’ fees, and the arbitration and all related proceedings and discovery shall take place pursuant to a protective order entered by the arbitrators that adequately protects the confidential nature of Commerce ("ICC Rules") the parties’ proprietary and confidential information. The prevailing party in such arbitration shall be heard by one arbitrator appointed in accordance with entitled to recover its reasonable attorney’s fees. In no event shall any arbitration award provide a remedy beyond those permitted under the said ICC Rules Agreement, and to any award providing a remedy beyond those permitted under the Agreement shall not be mutually agreed to by the Parties within thirty (30) days confirmed, no presumption of the appointment of the arbitratorvalidity shall attach, failing which the arbitrator and such award shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedingsvacated. No dispute between the Parties, or involving any person but You, claim may be joined brought as a class action, combined or combined togetherconsolidated with any other proceeding, without the prior written consent nor may any proceeding be pursued in a representative capacity or on behalf of RIMa class. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM Neither party has the right to institute legal act as a class representative or equitable proceedingsparticipate as a member of a class of claimants with respect to any claim. Either party may, including proceedings seeking injunctive reliefwithout waiving any remedy under the Agreement, in a seek from any court of law for claims competent jurisdiction any interim or disputes regarding: (i) amounts owed by You provisional relief that such party deems necessary to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereofprotect its confidential information and property rights, if applicable; and (ii) Your violation or threatened violation pending the establishment of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" arbitral tribunal (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on or pending the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction arbitral tribunal's determination of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in merits of the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementclaim).

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC “SIAC Rules"”) and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesAny controversy, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement claim or dispute arising out of or relating to this AgreementAgreement or the breach thereof shall be settled, if possible, through good faith negotiation between the Parties. Such good faith negotiations shall commence promptly upon a Party’s receipt of notice of any claim or dispute from the other Party and continue for a period of sixty (60) calendar days. If such efforts are not successful, such controversy, claim or dispute relating to, arising out of, or in any way connected with this Agreement or any term or condition hereof, or the breach thereofperformance by either Party of its obligations hereunder, which the Parties are unable to resolve whether before or after good faith negotiationstermination of this Agreement, except as otherwise expressly provided in this Agreement, shall be submitted first finally resolved by binding arbitration. Whenever a Party shall decide to institute arbitration proceedings, it shall give written notice to that effect to the upper management level of the Partiesother Party. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute This Agreement shall be settled governed by final and binding arbitration to be conducted in London, England construed in accordance with the Rules of Arbitration laws of the International Chamber Commonwealth of Commerce Puerto Rico without reference to any rules of conflicts of law or renvoi. Disputes shall be resolved through arbitration before three ("ICC Rules"3) arbitrators. Such arbitration shall take place in the vicinity of the non-triggering Party, and shall be heard by one arbitrator appointed proceed in accordance with the said ICC Commercial Arbitration Rules of the American Arbitration Association (“AAA”). Within seven (7) calendar days of either Party making a demand for arbitration (or longer if the Parties so agree), DEPOMED and to MOVA shall each select one (1) arbitrator. A third arbitrator shall be mutually agreed to selected by the arbitrators selected by the Parties within thirty (30) calendar days of the appointment of demand for arbitration. In the event that either Party shall fail to appoint its arbitrator, failing which or the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to two arbitrators selected by the Parties fail to appoint the third arbitrator, in either case within thirty (30) days of the prescribed time period, then either Party may apply to the AAA for the appointment of such arbitrator. The determination of a majority of the arbitrator, failing which a neutral third party panel of arbitrators shall appoint be the arbitratordecision of the arbitrators and shall be binding regardless of whether one of the Parties fails or refuses to participate in the arbitration; said determination shall be enforceable by any court of competent jurisdiction. Each Party shall bear one half pay for the arbitrator it selects with the cost of the costs associated with the arbitration proceedings. No dispute third arbitrator being split equally between the Parties, or involving . All other costs shall also be split equally between the Parties. Either Party may enter any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the arbitration award rendered by the arbitrator may be entered in any court having jurisdiction thereofor may make application to any such court for a judicial acceptance of the award and order of enforcement, as the case may be. Notwithstanding the foregoing, RIM has the The Parties’ agreement to submit to arbitration referred to herein shall in no way prevent either Party from exercising its right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of terminate this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on consistent with the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementterms herein.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdictionLisbon, Portugal; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment Commercial Arbitration Centre of the arbitrator, failing which a neutral third party shall appoint Lisbon Association of Commerce – Portuguese Chamber of Commerce and Industry (the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable“Lisbon Rules”); and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.and

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. If You are a resident of Sri Lanka or You use the BlackBerry Solution from Sri Lanka then, in addition to any other obligations You may have under the applicable law in Your jurisdiction, You expressly agree that the Copyright Act of Canada shall be deemed to apply to You and Your use of the BlackBerry Solution. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC SIAC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC RulesArbitration Act No. 11 of 1995; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules Arbitration Act No. 11 of 1995 and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesAny controversy, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement claim or dispute arising out of or relating to this AgreementAgreement or the breach thereof shall be settled, if possible, through good faith negotiation between the parties. Such good faith negotiations shall commence promptly upon a party’s receipt of notice of any claim or dispute from the other party and continue for a period of sixty (60) calendar days. THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. CONFIDENTIAL TREATMENT REQUESTED If such efforts are not successful, such controversy, claim or dispute relating to, arising out of, or in any way connected with this Agreement or any term or condition hereof, or the breach thereofperformance by either party of its obligations hereunder, which the Parties are unable to resolve whether before or after good faith negotiationstermination of this Agreement, except as otherwise expressly provided in this Agreement, shall be submitted first finally resolved by binding arbitration. Whenever a party shall decide to institute arbitration proceedings, it shall give written notice to that effect to the upper management level other party. This Agreement shall be governed by and construed in accordance with the laws of the PartiesCommonwealth of Puerto Rico without reference to any rules of conflicts of law or renvoi. The PartiesDisputes shall be resolved through arbitration before three (3) arbitrators. Such arbitration shall take place in the vicinity of the non-triggering Party, through their upper management level representativesand shall proceed in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). Within seven (7) calendar days of either party making a demand for arbitration (or longer if the parties so agree), which if You are an individual, is You, DEPOMED and MOVA shall meet each select one (1) arbitrator. A third arbitrator shall be selected by the arbitrators selected by the parties within thirty (30) calendar days of the dispute being referred demand for arbitration. In the event that either party shall fail to them and if appoint its arbitrator, or the Parties are unable two arbitrators selected by the parties fail to resolve such disagreement or dispute appoint the third arbitrator, in either case within thirty (30) days of meetingthe prescribed time period, except then either party may apply to the extent specifically prohibited by applicable law in Your jurisdiction, AAA for the appointment of such disagreement or dispute arbitrator. The determination of a majority of the panel of arbitrators shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration decision of the International Chamber of Commerce ("ICC Rules") arbitrators and shall be heard binding regardless of whether one of the parties fails or refuses to participate in the arbitration; said determination shall be enforceable by one any court of competent jurisdiction. Each party shall pay for the arbitrator appointed in accordance it selects with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days cost of the appointment of the arbitrator, failing which the third arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute split equally between the Parties, or involving parties. All other costs shall also be split equally between the parties. Either party may enter any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the arbitration award rendered by the arbitrator may be entered in any court having jurisdiction thereofor may make application to any such court for a judicial acceptance of the award and order of enforcement, as the case may be. Notwithstanding the foregoing, RIM has the The parties’ agreement to submit to arbitration referred to herein shall in no way prevent either party from exercising its right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of terminate this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on consistent with the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementterms herein.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction or if RIM (at its sole discretion) decides that the arbitration award might be otherwise unenforceable in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdictionJohannesburg, South Africa; (ii) governed by the South African Arbitration Act, 1965, or any replacement Act; settled by arbitration in accordance with the ICC RulesCommercial Arbitration Rules of the Arbitration Foundation of Southern Africa ("AFSA"); and (iii) heard by one arbitrator appointed in accordance with who shall be an attorney or advocate on the ICC Rules panel of arbitrators of AFSA and to shall be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitratoreither Party calling in writing for such an agreement, failing which a neutral third party the arbitrator shall appoint be an attorney or advocate nominated by the arbitratorSecretariat of AFSA for the time being. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. Clause 18 This Agreement is to Guarantee Contract shall be governed by and construed under in accordance with the laws of England the PRC. Clause 19 In the event a dispute between the Parties arising out of or in relation to this Guarantee Contract, the Parties shall in the first instance each designate one or more representatives who shall promptly meet to attempt to resolve such dispute through friendly consultations. If the dispute is not resolved through consultations within sixty (60) days after one Party has served a written notice on the other Party requesting the commencement of consultations, then the Parties shall refer and Walessubmit the dispute for final resolution by arbitration to the Hong Kong International Arbitration Center (HKIAC) in accordance with the Arbitration Rules of the United Nations Commission on International Trade Law (“UNCITRAL Arbitration Rules”) as at present in force save as the same may be amended by this Article and the UNCITRAL Arbitration Rules shall be construed accordingly. The place of arbitration shall be Hong Kong. The arbitration shall be settled by three (3) arbitrators. Each Party shall appoint one arbitrator within the time stipulated in the UNCITRAL Arbitration Rules, excluding failing which the appointment shall be made by HKIAC. The third arbitrator, who will act as the presiding arbitrator, shall be appointed by the HKIAC. The appointing authority shall be the HKIAC. The language of the arbitration proceedings shall be English, provided that either Party may introduce evidence or testimony in languages other than English. The arbitrators may refer to both the English and Chinese texts of this Contract. The award of the arbitration tribunal will be final and binding on each of the Parties and may be enforced in any body court of law governing conflicts competent jurisdiction. The arbitral tribunal shall have the authority and power to make such orders for interim relief, including injunctive relief, as it may deem just and equitable. A request for interim measures or equitable remedies, including injunctive relief, by a Party to a court shall not be deemed to be or construed as incompatible with, or a waiver of, this agreement to arbitrate. The arbitration shall be kept confidential and the existence of lawthe proceeding and any element of it (including but not limited to any pleadings, submissions or other documents submitted or exchanged, any evidence and any awards) shall not without prior consent by all Parties be disclosed beyond the Parties to the arbitration and their representatives, the arbitral tribunal, the administering institution (if any) and any person necessary to the conduct of the proceeding, except as may be lawfully required (under any jurisdiction the Parties are subject to) whether in judicial proceedings or otherwise in the normal course of business of the Parties. The Parties agree that will use their best efforts to effect the prompt execution of any such awards and will render whatever assistance as may be necessary to this end, including, if necessary, compliance with the enforcement procedures stipulated in the United Nations Convention on Contracts the Recognition and Enforcement of Foreign Arbitral Awards and the Arrangements Concerning Mutual Enforcement of Arbitration Awards between the Mainland and the Hong Kong Special Administrative Region. The costs of arbitration including attorneys’ fees shall be borne by the losing Party unless otherwise decided in the arbitral award. When any dispute occurs and when any dispute is under arbitration, except for the International Sale of Goods is hereby excluded matters under dispute, the Parties shall continue to exercise their other respective rights and fulfill their other respective obligations under this Guarantee Contract. In any arbitration proceeding or legal proceeding to enforce an arbitral award, in its entirety from application to this Agreement. Any disagreement or dispute arising out of or any other legal action between the Parties relating to this AgreementGuarantee Contract, or each Party waives the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level defense of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them sovereign immunity and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment other defense solely based upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal fact or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event allegation that there it is a dispute under this Agreement and such dispute is to be resolved in political subdivision, agency or instrumentality of a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementsovereign state.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC General Rules of the Arbitration, Mediation, Conciliation Centre of the Chamber of Commerce, Industry and Agriculture of Dakar (the “Dakar Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Dakar Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC SIAC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Arbitration of the Mauritius Chamber of Commerce (the “Mauritius Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Mauritius Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) international arbitration held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Arbitration Rules of the Chamber of Commerce of Bogota (the “Bogota Rules”)); and (iii) heard by one arbitrator appointed in accordance with the ICC Bogota Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and Part V (iiiInternational Arbitration) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment Malta Arbitration Act and the Arbitration Rules of the arbitrator, failing which a neutral third party shall appoint Malta Arbitration Centre as in force from time to time (the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable“Malta Rules”); and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.and

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. IF YOU ARE A CONSUMER AS USED IN THE FRENCH CONSUMER CODE, THEN THE APPLICATION OF FOREIGN LAW IN CONTRACTS MAY NOT APPLY TO YOU. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement. IF YOU ARE A CONSUMER AS USED IN THE FRENCH CONSUMER CODE, THEN ANY DEROGATION FROM JURISDICTION AND DISPUTE RESOLUTION PROCEDURES IN CONTRACTS WITH CONSUMERS UNDER FRENCH LAW MAY NOT APPLY TO YOU.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration the Court of International Commercial Arbitration attached to the Chamber of Commerce and Industry of the Republic of Moldova (the “Arbitration Court”) in accordance with the ICC Regulations of the Arbitration Court (the “Moldovan Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Moldovan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the President of the Arbitration Court shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. Governing Law This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement all non-contractual or dispute other obligations arising out of or relating to in connection with it are governed by laws of India, New Delhi. Dispute Resolution In the event that a dispute or difference (a "Dispute") arises between the Parties out of or in connection with this Agreement, the Parties shall seek to resolve the Dispute by negotiation between one or more representatives of the UCR and the UCR Verifier, having the authority to bind each Party respectively (each a "Representative"). Such referral shall be initiated by one of the Parties notifying the other in writing that the dispute resolution procedure set out in this Clause Dispute Resolution shall apply and setting out the nature of the Dispute. The Parties shall convene a meeting of the Representatives, and the Representatives shall endeavour to resolve the Dispute, within thirty (30) Business Days of the date of the notice. The joint written decision (if any) of the relevant Representatives shall be binding on the Parties. Nothing in this Clause Dispute Resolution shall: prevent either Party from taking such action as it deems necessary in order to obtain interlocutory relief requiring compliance with, or preventing breach thereofof, which a material term of this Agreement; or at any time, restrict or restrain either Party from initiating proceedings to have a Dispute determined (whether in the interim or finally) by arbitration pursuant to Clause Arbitration. Arbitration If the Parties are unable to resolve after good faith negotiationsthe Dispute through the dispute resolution process set out at Clause Dispute Resolution above, then the Dispute shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be finally settled by final and binding arbitration to be conducted in London, England New Delhi in accordance with the Rules arbitration laws of Arbitration India. It is agreed that: the proceedings of the International Chamber of Commerce ("ICC Rules") and arbitration shall be heard confidential to the Parties; the seat and place of arbitration shall be New Delhi; the language of the arbitration shall be English; the arbitration shall be conducted by one a single arbitrator appointed in accordance registered with the said ICC Rules and authorities in India (without restriction of nationality, but having knowledge of or experience) to be mutually agreed to appointed by written agreement of the Parties or, failing such agreement within thirty (30) 30 days of one Party inviting the appointment other to agree; the fees of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by shared equally between the Parties within thirty (30) days of and, unless the appointment of the arbitratorArbitrator orders otherwise, failing which a neutral third party shall appoint the arbitrator. Each each Party shall bear one half its own costs in connection with the arbitration; the arbitrator shall have power to order any relief on a provisional basis which he would have power to grant in a final award; and the award of the costs associated with arbitrator shall be final and binding on the arbitration proceedings. No dispute between Parties and, to the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered extent permitted by the arbitrator may be entered in laws of India (being the seat of arbitration) and Indian law (being the governing law of this Agreement), the Parties hereby waive any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal any form of appeal or equitable proceedings, including proceedings seeking injunctive relief, in to a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition other judicial authority. Survival of Your BlackBerry Solution or any portion thereofClauses The provisions of Clauses Definitions, if applicable; and (ii) Your violation or threatened violation Indemnification of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3)UCR, "Software and Documentation License" (Section 2)Liability, "Intellectual Property" (Section 11)Right to Complete UCR Verifier Contracts , "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" Public Announcements and Governing Law And Dispute Resolution (Section 15), and "Effect as well as any provisions necessary for their interpretation) shall survive termination of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC RulesRules of the Netherlands Arbitration Institute; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules of the Netherlands Arbitration Institute and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). Nothing in this Agreement prejudices RIM’s right to request relief in summary proceedings. You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Procedure of the Court of Slovak Chamber of Commerce and Industry (the “Slovak Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Slovak Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to (including the Order Forms and this Section 13.12) shall be governed by and construed under the substantive laws of England the State of New York applicable to agreements made and Waleswholly performed in New York, excluding without regard to the application of any body of law governing conflicts of lawlaws principles. The Parties agree that Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act is hereby excluded in its entirety from application to this Agreementexpressly excluded. Any disagreement and all disputes, controversies, or dispute arising differences which may arise between the parties out of or relating to in connection with this Agreement, or the breach thereofhereof, which cannot be amicably settled by negotiation between the Parties are unable to resolve after good faith negotiationsparties within 30 days from written notice of that dispute, shall be submitted first to finally determined by arbitration administered by the upper management level of the PartiesInternational Centre for Dispute Resolution (“ICDR”) in accordance with its International Arbitration Rules. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days place of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute arbitration shall be settled by final New York, New York. All documents to be filed in the course of an arbitration shall be filed in the English language and binding arbitration to all oral proceedings shall be conducted in Londonthe English language. Each party shall bear its own costs of translation, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and without prejudice to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) final determination on the application allocation of either Party for costs. Except as may be required by law, neither party may disclose the time being in forceexistence, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Partiescontent, or involving results of any person but You, may be joined or combined together, arbitration hereunder without the prior written consent of RIMall parties. Judgment upon Each party shall cause its representatives, witnesses, and any arbitrators to assume confidentiality obligations no less stringent than those provided in this Agreement, during and after the award rendered termination or expiration of this Agreement, with respect to the existence, content, or results of any arbitration hereunder. Each party shall be fully responsible for the observance of such confidentiality obligations by its representatives and witnesses during and after the arbitrator may be entered in any court having jurisdiction thereoftermination or expiration of this Agreement. Notwithstanding the foregoing, RIM has Each party retains the right to institute legal or equitable proceedingsapply to any court of competent jurisdiction for provisional and/or conservatory relief, including proceedings seeking injunctive relief, in a court of law for claims prearbitral attachments or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)injunctions, and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute request shall not be resolved by jury trial. The Parties hereby waive all rights deemed incompatible with the agreement to arbitrate or a trial by jury in any matter related waiver of the right to or arising from this Agreementarbitrate.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the International Commercial Arbitration Court of the Chamber of Commerce and Industry (the “Ukrainian Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Ukrainian Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to shall in all respects be governed by and construed under in accordance with the laws of England and Wales, excluding any body New York without reference to principles of law governing conflicts of lawlaws that would require the application of the laws of another jurisdiction. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute All disputes arising out of or relating to in connection with this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiationsany relationship created by or in accordance with this Agreement, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be finally settled by final and binding arbitration to be conducted in London, England in accordance with under the Rules of Arbitration of the International Chamber of Commerce ("ICC the “Rules"”) and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIMthree arbitrators. Judgment upon on the award rendered by the arbitrator panel of arbitrators shall be binding upon the Parties and may be entered in any court having jurisdiction thereof. Notwithstanding Olympus shall nominate one arbitrator and Cytori shall nominate one arbitrator. The arbitrators so nominated by Cytori and Olympus respectively shall jointly nominate the foregoingthird arbitrator within fifteen (15) days following the confirmation of arbitrators nominated by Cytori and Olympus. If the arbitrators nominated by Cytori and Olympus cannot agree on the third arbitrator, RIM has then such third arbitrator shall be selected as provided in the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation Rules. The place of the Sections arbitration and all hearings and meetings shall be Singapore. unless the Parties to the arbitration otherwise agree. In addition to the Rules and except as otherwise provided herein, the Parties agree that the arbitration shall be conducted according to the International Bar Association Rules on the Taking of this Agreement entitled "Rules Evidence in International Commercial Arbitration. The arbitrators may order pre-hearing production or exchange of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)documentary evidence, and "Effect may require written submissions from the relevant Parties hereto, but may not otherwise order pre-hearing depositions or discovery. The arbitrators shall apply the laws of Termination" (New York as set forth in this Section 18)11.1; provided, however, that the Federal Arbitration Act shall govern. You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction The language of the courts located in England for arbitral proceedings shall be English. The arbitrators shall not issue any such claims arising from award, grant any relief or related to take any action that is prohibited by or inconsistent with the provisions of this Agreement. The No arbitration pursuant to this Section 11.1 shall be commenced until the Party intending to request arbitration has first given thirty (30) days written notice of its intent to the other Party and has offered to meet and confer with one or more responsible executives of such other Party in an effort to resolve the dispute(s) described in detail in such written notice. If one or more responsible executives of the other Party agree, within thirty (30) days after receipt of such written notice, to meet and confer with the requesting Party, then no arbitration shall be commenced until such Parties specifically agree thathave met and conferred in an effort to resolve the dispute(s), in or until sixty (60) days has elapsed from the event that there is a dispute under this Agreement and date such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementwritten notice has been given.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment Commercial Arbitration Centre of the arbitrator, failing which a neutral third party shall appoint Lisbon Association of Commerce – Portuguese Chamber of Commerce and Industry (the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable“Lisbon Rules”); and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.and

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the Permanent Court of Arbitration attached to the Economic Chamber of Macedonia (the “Macedonia Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Macedonia Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC National and International Arbitration Chamber of Milan (the “Milan Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Milan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Arbitration Rules made under the Arbitration and Conciliation Act, Cap 19, Laws of Federation on Nigeria, 1990 (the “Nigerian Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Nigerian Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Commercial Arbitration Rules of the Arbitration Foundation of Southern Africa ("AFSA Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC AFSA Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. The parties agree that any arbitral award made pursuant to this Section may be enforced by a court order of any court of law with jurisdiction. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under (a) In the laws event of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to in connection with this Agreement, including any question regarding its breach, existence, validity, or termination (“Dispute”), the breach thereof, which the Parties are unable to resolve after parties shall in good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable attempt to resolve such disagreement or dispute Dispute as soon as practicable after the complaining party provides notice of such Dispute. In the event that the Dispute is not resolved between the parties within thirty five (305) business days after receipt of meetingsuch notice, except to on the extent specifically prohibited by applicable law in Your jurisdictionrequest of the party raising the Dispute, such disagreement or dispute the Dispute shall be settled referred to and finally resolved by final and binding arbitration to be conducted in London, England in accordance with under the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"“ICC”) and then in effect. There shall be heard by three arbitrators, one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to nominated by the Parties initiating party and the second nominated by the other party, each within thirty fifteen (3015) days of the appointment receipt of the arbitratorrequest for arbitration; the third, failing which who shall act as the arbitrator chair of the arbitral tribunal, shall be nominated by the President of the British Computer Society two selected arbitrators within twenty (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (3020) days of the appointment confirmation of the arbitrator, failing which a neutral third party shall appoint the second arbitrator. Each Party If any arbitrators are not nominated within these time periods, the ICC International Court of Arbitration shall bear one half make the appointment(s). The place of arbitration shall be Hong Kong. The language of the costs associated with arbitral proceedings shall be English. The arbitral tribunal shall apply the arbitration proceedings. No dispute between International Bar Association Rules on the Parties, or involving any person but You, may be joined or combined together, without the prior written consent Taking of RIM. Judgment upon the award rendered by the arbitrator may be entered Evidence in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: International Arbitration (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 182010). You irrevocably waive The arbitrators may award any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner relief permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of applicable law; however they may not award punitive, such dispute shall not be resolved by jury trialexemplary or multiple damages. The Parties hereby waive all award shall be rendered within eight (8) months from the selection of the chair of the arbitral tribunal, unless the parties agree to extend this time limit or the arbitral tribunal determines that the interest of justice so requires. The award shall be final and binding upon the parties as from the date rendered, and shall be the sole and exclusive remedy between the parties regarding any claims, counterclaims, issues, or accounting presented to the arbitral tribunal. This Agreement and the rights to a trial by jury and obligations of the parties shall remain in full force and effect pending the award in any matter related arbitration proceeding hereunder. The parties agree that any party to or arising from this AgreementAgreement shall have the right to have recourse to and shall be bound by the Pre-arbitral Referee Procedure of the ICC in accordance with its Rules for a Pre-Arbitral Referee Procedure.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the Arbitration Court (the “Arbitration Court”) of the Chamber of Commerce and Industry in Tallinn (the “Estonian Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Estonian Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the Council of the Arbitration Court shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to shall be governed by and construed under exclusively in accordance with the laws Laws of England and Wales, excluding Hong Kong without giving effect to any body choice of law governing conflicts rule that would cause the application of law. The Parties agree that the United Nations Convention on Contracts for Laws of any jurisdiction other than the International Sale Laws of Goods is hereby excluded in its entirety from application Hong Kong to this Agreementthe rights and duties of the parties hereunder. Any disagreement dispute, controversy or dispute claim (each, a “Dispute”) arising out of or relating to this Agreement, or the breach interpretation, breach, termination, validity or invalidity thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first referred to arbitration upon the demand of either party to the upper management level of dispute with notice (the Parties“Arbitration Notice”) to the other. The Parties, through their upper management level representatives, which if You are an individual, Dispute shall be settled by arbitration in Hong Kong by the Hong Kong International Arbitration Centre (the “HKIAC”) in accordance with the Hong Kong International Arbitration Centre Administered Arbitration Rules (the “HKIAC Rules”) in force at the time when the Arbitration Notice is You, submitted. The seat of arbitration shall meet be Hong Kong. There shall be three (3) arbitrators. The complainant and the respondent to such dispute shall each select one arbitrator within thirty (30) days after giving or receiving the demand for arbitration (the “Selection Period”). Such arbitrators shall be freely selected, and the parties shall not be limited in their selection to any prescribed list. The chairman of the dispute being referred to them and if HKIAC shall select the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except third arbitrator. If either party to the extent specifically prohibited by applicable law in Your jurisdictionarbitration fail to appoint an arbitrator with the Selection Period, such disagreement or dispute the relevant appointment shall be settled made by final and binding arbitration to the chairman of the HKIAC. The arbitral proceedings shall be conducted in London, England English. To the extent that the HKIAC Rules are in accordance conflict with the Rules provisions of Arbitration of this Section 11.4 (Governing Law and Dispute Resolution), including the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of provisions concerning the appointment of the arbitratorarbitrators, failing which the arbitrator this Section 11.4 (Governing Law and Dispute Resolution) shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President prevail. Each party to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by cooperate with each other party to the arbitration in accordance making full disclosure of and providing complete access to all information and documents requested by such other party in connection with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and such arbitral proceedings, subject only to be mutually agreed to by the Parties within thirty (30) days any confidentiality obligations binding on such party. The award of the appointment of the arbitrator, failing which a neutral third party arbitral tribunal shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment final and binding upon the award rendered by parties thereto, and the arbitrator prevailing party may apply to a court of competent jurisdiction for enforcement of such award. Any party to the Dispute shall be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right entitled to institute legal or equitable proceedings, including proceedings seeking seek preliminary injunctive relief, in a if possible, from any court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation competent jurisdiction pending the constitution of the Sections arbitral tribunal. During the course of the arbitral tribunal’s adjudication of the Dispute, this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent shall continue to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn be performed except with respect to the jurisdiction of the courts located part in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute and under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementadjudication.

Governing Law and Dispute Resolution. Clause 18 This Agreement is to Guarantee Contract shall be governed by and construed under in accordance with the laws of England the PRC. Clause 19 In the event a dispute between the Parties arising out of or in relation to this Guarantee Contract, the Parties shall in the first instance each designate one or more representatives who shall promptly meet to attempt to resolve such dispute through friendly consultations. If the dispute is not resolved through consultations within sixty (60) days after one Party has served a written notice on the other Party requesting the commencement of consultations, then the Parties shall refer and Walessubmit the dispute for final resolution by arbitration to the Hong Kong International Arbitration Center (HKIAC) in accordance with the Arbitration Rules of the United Nations Commission on International Trade Law (“UNCITRAL Arbitration Rules”) as at present in force save as the same may be amended by this Article and the UNCITRAL Arbitration Rules shall be construed accordingly. The place of arbitration shall be Hong Kong. The arbitration shall be settled by three (3) arbitrators. Each Party shall appoint one arbitrator within the time stipulated in the UNCITRAL Arbitration Rules, excluding failing which the appointment shall be made by HKIAC. The third arbitrator, who will act as the presiding arbitrator, shall be appointed by the HKIAC. The appointing authority shall be the HKIAC. The language of the arbitration proceedings shall be English, provided that either Party may introduce evidence or testimony in languages other than English. The arbitrators may refer to both the English and Chinese texts of this Contract. The award of the arbitration tribunal will be final and binding on each of the Parties and may be enforced in any body court of law governing conflicts competent jurisdiction. The arbitral tribunal shall have the authority and power to make such orders for interim relief, including injunctive relief, as it may deem just and equitable. A request for interim measures or equitable remedies, including injunctive relief, by a Party to a court shall not be deemed to be or construed as incompatible with, or a waiver of, this agreement to arbitrate. The arbitration shall be kept confidential and the existence of lawthe proceeding and any element of it (including but not limited to any pleadings, submissions or other documents submitted or exchanged, any evidence and any awards) shall not without prior consent by all Parties be disclosed beyond the Parties to the arbitration and their representatives, the arbitral tribunal, the administering institution (if any) and any person necessary to the conduct of the proceeding, except as may be lawfully required (under any jurisdiction the Parties are subject to) whether in judicial proceedings or otherwise in the normal course of business of the Parties. The Parties agree that will use their best efforts to effect the prompt execution of any such awards and will render whatever assistance as may be necessary to this end, including, if necessary, compliance with the enforcement procedures stipulated in the United Nations Convention on Contracts for the International Sale Recognition and Enforcement of Goods is hereby excluded in its entirety from application to this AgreementForeign Arbitral Awards and the Arrangements Concerning Mutual Enforcement of Arbitration Awards between the Mainland and the Hong Kong Special Administrative Region. Any disagreement or dispute arising out The costs of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, arbitration including attorneys’ fees shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to borne by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either losing Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, unless otherwise decided in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementarbitral award.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the Arbitration Institute of the Central Chamber of Commerce of Finland (the “Finish Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Finish Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the Kenya Chapter of the Chartered Institute of Arbitrators (the “Kenyan Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Kenyan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This If You reside in Canada and the Software or Product is invoice, shipped or delivered to You in any format in Canada, this Agreement is to be governed by and construed under the laws of England and Walesthe Province of Ontario. Otherwise, this Agreement is to be construed under the laws of the State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, thereof which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, representatives shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration Association. Each of the International Chamber of Commerce ("ICC Rules") and Parties shall be heard by appoint one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which and the arbitrator two arbitrators shall be nominated by the President of the British Computer Society (or by jointly appoint a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Partiesparties, or involving any person but You, may be joined jointed or combined together, without the prior written consent of RIM. E=mz2 Inc. Judgment upon the award rendered by the arbitrator three arbitrators may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM E=mz2 Inc. has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM E=mz2 Inc. in connection with Your acquisition purchase of Your BlackBerry Solution the Products or any portion thereofthereof or license of the Software , if applicable; and (ii) Your violation or threatened violation of the Sections 4, 5, 7, 8, or 9 of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Commercial Conciliation and Arbitration of the Dubai International Arbitration Centre (the “Dubai Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Dubai Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half If the provisions of the costs associated with foregoing are prohibited by law in Your jurisdiction, the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regardingshall be: (i) amounts owed held in Your jurisdiction; (ii) settled by You to RIM arbitration in connection accordance with Your acquisition the Rules of Your BlackBerry Solution or any portion thereof, if applicableArbitration of the International Chamber of Commerce ("ICC Rules"); and (iiiii) Your violation or threatened violation of heard by one arbitrator appointed in accordance with the Sections of this Agreement entitled "said ICC Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved mutually agreed to by jury trial. The the Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.within thirty

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the UCCET Arbitration Council (the “UCCET Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC UCCET Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 1112), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with Part V (International Arbitration) of the ICC Malta Arbitration Act and the Arbitration Rules of the Malta Arbitration Centre as at present in force ("Malta Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Malta Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the Malta Arbitration Center shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC RulesArbitration and Conciliation Act of Uganda ; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules Arbitration and Conciliation Act of Uganda and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of UCCET Arbitration Council (the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable“UCCET Rules”); and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.and

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Procedure of the Court of Arbitration attached to the Hungarian Chamber of Commerce and Industry (the “Hungarian Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Hungarian Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the Arbitration Court shall appoint the arbitrator. BY ACCEPTING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU ARE AWARE THE AGREEMENT CONTAINS AN ARBITRATION CLAUSE. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction or if RIM (in its sole discretion) decides that the arbitration award might be otherwise unenforceable in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdictionJohannesburg, South Africa; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to governed by the Parties within thirty (30) days of the appointment of the arbitratorSouth African Arbitration Act, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties1965, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.replacement Act;

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with theRules of Court of Arbitration at the ICC RulesPolish Chamber of Commerce in Warsaw; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules of Court of Arbitration at the Polish Chamber of Commerce in Warsaw and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. If you are a Consumer, the dispute shall be settled by the applicable court for Consumers. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This If You reside in Canada (except in the Province of Québec) and the Software is shipped or delivered to You in any format in Canada (except in the Province of Québec), this Agreement is to be construed under the laws of the Province of Ontario. Otherwise, this Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them them. If You reside in Canada (except in the Province of Québec) and the Software is shipped or delivered to You in any format in Canada (except in the Province of Québec), and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Rules rules of Arbitration arbitration of the International Chamber of Commerce Arbitration Act, 1991 (Ontario) (the "ICC Ontario Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Ontario Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Ontario Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Ontario Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of If You reside in the costs associated with United States and the arbitration proceedings. No dispute between the Parties, Software is shipped or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered delivered to You in any court having jurisdiction thereof. Notwithstanding format in the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)United States, and "Effect of Termination" (Section 18). You irrevocably waive any objection on if the grounds of venue, forum non-conveniens Parties are unable to resolve such disagreement or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.within thirty

Governing Law and Dispute Resolution. (a) This Agreement is to (including the Order Forms and this Section 13.14 but excluding the SFDC Service Agreement) shall be governed by and construed under the substantive laws of England the State of New York applicable to agreements made and Waleswholly performed in New York, excluding without regard to the application of any body of law governing conflicts of lawlaws principles. The Parties agree that Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act is hereby excluded in its entirety from application to this Agreementexpressly excluded. (b) Any disagreement and all disputes, controversies or dispute arising differences which may arise between the Parties out of or relating to in connection with this Agreement, or the breach thereofhereof, which cannot be amicably settled by negotiation between the Parties are unable within 30 days from delivery of written notice of that dispute by one Party to resolve after good faith negotiationsthe other Party, shall be submitted first to finally determined by arbitration administered by the upper management level of the PartiesInternational Centre for Dispute Resolution (ICDR) in accordance with its International Arbitration Rules. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days place of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute arbitration shall be settled by final New York, New York. All documents to be filed in the course of an arbitration shall be filed in the English language and binding arbitration to all oral proceedings shall be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitratorEnglish language. Each Party shall bear one half its own costs of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined togethertranslation, without prejudice to a final determination on the allocation of costs. Except to the extent required by applicable law, neither Party may disclose the existence, content or results of any arbitration hereunder (other than to its accountants and attorneys) without prior written consent of RIMthe other Party. Judgment upon Each Party shall cause its representatives, witnesses and any arbitrators to assume confidentiality obligations no less stringent than those provided in this Agreement, during and after the award rendered Term, with respect to the existence, content or results of any arbitration hereunder. Each Party shall be fully responsible for the observance of such confidentiality obligations by its representatives and witnesses during and after the arbitrator may be entered in any court having jurisdiction thereofTerm. Notwithstanding the foregoing, RIM has Each Party retains the right to institute legal or equitable proceedingsapply to any court of competent jurisdiction at any time for provisional and/or conservatory relief, including proceedings seeking injunctive reliefprearbitral attachments or injunctions, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of enforce the Sections provisions of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)protecting, and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venueto otherwise protect, forum non-conveniens or any similar grounds its Confidential Information and irrevocably consent to service of process by mail or in any other manner permitted by applicable law Intellectual Property rights, and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute request shall not be resolved by jury trial. The Parties hereby waive all rights deemed incompatible with the agreement to arbitrate or a trial by jury in any matter related waiver of the right to or arising from this Agreementarbitrate.

Governing Law and Dispute Resolution. This Agreement is to shall be governed by and construed under in accordance with the laws of England and Wales, excluding any body the State of New York without regard to its conflicts of law governing conflicts of lawprinciples. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application (CISG) shall not apply. The Parties shall use good faith efforts to this Agreement. Any disagreement resolve any dispute, controversy or dispute claim arising out of or of, relating to or in connection with this Agreement, Agreement or the breach thereofbreach, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of termination or invalidity thereof (“Dispute”) through friendly consultations among the Parties. The PartiesIf no settlement is reached within twenty (20) calendar days from the date one Party notifies another Party in writing of its intention to submit the Dispute to arbitration in accordance with this clause, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them then any such Dispute will be finally and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be exclusively settled by final and binding arbitration to be conducted in London, England by the Hong Kong International Arbitration Center (HKIAC) in accordance with the HKIAC Administered Arbitration Rules as then in effect and as may be amended by this Article Dispute Resolution. The place of Arbitration arbitration will be in Hong Kong at the HKIAC. The arbitration proceedings will be conducted in English. The arbitration tribunal (“Tribunal”) will consist of three (3) members. GoerTek and the GoerTek Parent Company will together select one (1) arbitrator, and VTB will select one (1) arbitrator. Each Party-appointed arbitrator shall be appointed within twenty (20) days of commencement of the International Chamber of Commerce ("ICC Rules") and shall arbitration. The presiding arbitrator will be heard selected by one arbitrator appointed in accordance with agreement between the said ICC Rules and to be mutually agreed to arbitrators selected by the Parties or, failing agreement within thirty ten (3010) calendar days of the appointment of the arbitratorarbitrators selected by the Parties, failing by the Secretary General of the HKIAC. Without limiting the power of the Tribunal to issue any particular type of relief, the Tribunal is specifically empowered to award preliminary and permanent equitable or injunctive relief, specific performance and/or damages. The Tribunal shall award the costs of arbitration (including, without limitation, witness expenses and attorneys’ fees) against the losing party, unless the Tribunal specifically determines that such an award would be unjust. In any arbitration proceeding, each Party will cooperate with the other Parties in making full disclosure of and providing complete access to all information and documents requested by such other Party which are reasonably likely to be relevant to the contested issues in such arbitration proceeding, subject to any confidentiality obligations to third parties binding on such Party, and subject to the attorney-client and related privileges against disclosure. The arbitration award will be final and binding on the Parties, and the Parties agree to be bound thereby and to act accordingly. Any arbitration award may be enforced by any court having jurisdiction over the Party against which the arbitrator shall award has been rendered, or wherever assets of that Party are located, and will be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration enforceable in accordance with the ICC Rules; New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards (iii1958) heard by one arbitrator appointed in accordance with or under the ICC Rules Arrangement Concerning Mutual Enforcement of Arbitral Awards Between the Mainland China and to the Hong Kong Special Administrative Region, as the case may be. The costs (including, without limitation, attorneys’ fees) of enforcing the arbitration award shall be mutually agreed to borne by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any resisting such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementenforcement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of the Ecuadorian American Chamber of Commerce (the “Ecuadorian Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Ecuadorian Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC “SIAC Rules"”) and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party the President of the Law Society of New South Wales shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. (a) This Agreement is to (including the Order Forms and this Section 12.7 but excluding the SFDC Service Agreement) shall be governed by and construed under the substantive laws of England the State of New York applicable to agreements made and Waleswholly performed in New York, excluding without regard to the application of any body of law governing conflicts of lawlaws principles. The Parties agree that Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act is hereby excluded in its entirety from application to this Agreementexpressly excluded. (b) Any disagreement and all disputes, controversies or dispute arising differences which may arise between the Parties out of or relating to in connection with this Agreement, or the breach thereofhereof, which cannot be amicably settled by negotiation between the Parties are unable within 30 days from delivery of written notice of that dispute by one Party to resolve after good faith negotiationsthe other Party, shall be submitted first to finally determined by arbitration administered by the upper management level of the PartiesInternational Centre for Dispute Resolution (ICDR) in accordance with its International Arbitration Rules. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days place of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute arbitration shall be settled by final New York, New York. All documents to be filed in the course of an arbitration shall be filed in the English language and binding arbitration to all oral proceedings shall be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitratorEnglish language. Each Party shall bear one half its own costs of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined togethertranslation, without prejudice to a final determination on the allocation of costs. Except to the extent required by applicable law, neither Party may disclose the existence, content or results of any arbitration hereunder (other than to its accountants and attorneys) without prior written consent of RIMthe other Party. Judgment upon Each Party shall cause its representatives, witnesses and any arbitrators to assume confidentiality obligations no less stringent than those provided in this Agreement, during and after the award rendered Term, with respect to the existence, content or results of any arbitration hereunder. Each Party shall be fully responsible for the observance of such confidentiality obligations by its representatives and witnesses during and after the arbitrator may be entered in any court having jurisdiction thereofTerm. Notwithstanding the foregoing, RIM has Each Party retains the right to institute legal or equitable proceedingsapply to any court of competent jurisdiction at any time for provisional and/or conservatory relief, including proceedings seeking injunctive reliefprearbitral attachments or injunctions, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of enforce the Sections provisions of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)protecting, and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venueto otherwise protect, forum non-conveniens or any similar grounds its Confidential Information and irrevocably consent to service of process by mail or in any other manner permitted by applicable law Intellectual Property rights, and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute request shall not be resolved by jury trial. The Parties hereby waive all rights deemed incompatible with the agreement to arbitrate or a trial by jury in any matter related waiver of the right to or arising from this Agreementarbitrate.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesTHIS AGREEMENT IS TO BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF ENGLAND AND WALES, excluding any body of law governing conflicts of lawEXCLUDING ANY BODY OF LAW GOVERNING CONFLICTS OF LAW. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration SUCH DISAGREEMENT OR DISPUTE SHALL BE SETTLED BY FINAL AND BINDING ARBITRATION to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Procedure of the Danish Insititute of Arbitration (the “Danish Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Danish Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to shall be construed, interpreted and enforced in accordance with, and the respective rights and obligations of the parties shall be governed by and construed under by, the laws of England and Walesthe state of Colorado, excluding any body conflicts of law governing conflicts principles thereof that would require or permit the application of law. The Parties agree that the laws of a different jurisdiction, including without limitation the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this AgreementGoods. Any disagreement or If any dispute arising out of between the parties arises concerning or relating to this Agreement, or Agreement (other than any claim alleging that Product is non-conforming to the breach thereofSpecifications, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to resolved under the upper management level procedure of the Parties. The PartiesSection 6), through their upper management level representatives, which if You and initial negotiations are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve unsuccessful in resolving such disagreement or dispute within thirty (30) 15 calendar days of meetingfollowing written notice thereof, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute matter shall be settled by final and referred for resolution to one senior executive of each party having at least the title of Vice President, General Manager, or their equivalent. If such senior executives fail, after reasonable good faith efforts, to arrive at a satisfactory resolution of such dispute within 30 calendar days following the date of the initial written notice of dispute, or if no such officer of a party is made available to confer within that period, either party may initiate binding arbitration to resolve the dispute. Any such arbitration shall be administered by the International Chamber of Commerce and conducted in London, England in accordance with pursuant to the Rules of Arbitration of the International Chamber of Commerce ("ICC “Rules"”) and shall be heard by before one arbitrator or more arbitrators appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clauseRules. If the provisions amount of the foregoing are prohibited by law in Your jurisdictiondispute is $1 million or less, the arbitration parties agree that the dispute shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; be heard and (iii) heard resolved by one arbitrator appointed in accordance with pursuant to the Rules; otherwise, the parties agree that the dispute shall be heard and resolved by three arbitrators appointed pursuant to the Rules (except that the two party-appointed arbitrators and not the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party Court shall appoint the arbitratorchair). Each Party The parties agree that the two party-appointed arbitrators shall bear one half select the chair not later than 30 days after the date the second arbitrator is appointed. The place of arbitration shall be Denver, Colorado, and the arbitration shall be conducted in the English language. The award of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may arbitrators shall be joined or combined together, without the prior written consent of RIM. Judgment final and binding upon the award rendered by the arbitrator parties and judgment thereon may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementcompetent jurisdiction.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Commercial Arbitration Rules of the Arbitration Foundation of Southern Africa (the “AFSA Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC AFSA Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and WalesSingapore, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration of the International Chamber of Commerce Centre ("ICC “SIAC Rules"”) and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in into this clause. The Tribunal shall consist of one arbitrator to be appointed by the Chairman of the SIAC. The language of the arbitration shall be English. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdictionHong Kong and shall be submitted to the Secretariat of the International Court of Arbitration of the International Chamber of Commerce (the "ICC") in Hong Kong; (ii) settled by arbitration in accordance with the Rules of Arbitration of the ICC (the "ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. The language of the arbitration shall be English. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, and without prejudice to the rights of the Parties to submit the matter to arbitration in accordance with this Agreement, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England Singapore for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the 1. The substantive laws of England and Wales, excluding exclusive of any body of law governing conflicts of laws principles that could require the application of any other law, shall govern the JOA for all purposes, including the resolution of all Disputes between or among Parties. 2. The Parties agree that shall engage in good-faith discussions to seek to resolve any dispute by negotiation between Senior Executives. A Senior Executive shall mean any individual who has authority to negotiate the United Nations Convention on Contracts for settlement of the International Sale of Goods is hereby excluded in its entirety from application to this AgreementDispute by a Party. 3. Any disagreement dispute not finally resolved by negotiation shall be resolved through final and binding arbitration in accordance with the Rules of the London Court of International Arbitration. Accounting Procedures. 1. - 53 - Any Transfer of all or dispute arising out a portion of or relating a Party's Participating Interest, other than a Transfer to this Agreement, an Affiliate or the breach thereof, which the Parties are unable to resolve after good faith negotiationsgranting of an Encumbrance, shall be submitted first subject to a preferential right to acquire by the other Parties. Once the final terms and conditions of a transfer have been fully negotiated, the transferor shall disclose all such final terms and conditions as are relevant to the upper management level acquisition of the Parties. The Participating Interest in a notice to the other Parties, through their upper management level representativeswhich notice shall be accompanied by a copy of all instruments or relevant portions of instruments establishing such terms and conditions. Each other Party shall have the right to acquire the Participating Interest subject to the proposed Transfer from the transferor on the terms and conditions described if, which if You are an individual, is You, shall meet within thirty (30) days of the dispute transferor's notice, such Party delivers to all other Parties a counter-notification that it accepts such terms and conditions without reservations or conditions. If no Party delivers such counter-notification, the transfer to the proposed transferee may be made, under terms and conditions no more favorable to the transferee than those set forth in the notice to the Parties, provided that the Transfer shall be concluded within one hundred eighty (180) days from the date of the notice plus such additional period as may be required to secure governmental approvals. Operator shall charge the Joint Account for all costs and expenditures incurred by Operator for the conduct of Joint Operations within the limits of approved Work Programs and Budgets or as otherwise specified in the JOA. 2. The cost of services performed by Operator's Affiliates technical and professional staffs not located within the Country of Operation shall be chargeable to the Joint Account according to the time for such services documented on time sheets. The individual rates shall include salaries and wages of such technical and professional personnel, lost time, governmental assessments, and employee benefits. Costs shall also include all support costs necessary for such technical and professional personnel to perform such services, such as, but not limited to, rent, utilities, support staff, drafting, telephone and other communication expenses, computer support, supplies, depreciation, and other reasonable expenses. Examples of such services include the following: Geological Studies and Interpretation Seismic Data Processing Well Log Analysis, Correlation and Interpretation Laboratory Services Ecological and Environmental Engineering Decommissioning (Abandonment) and Reclamation Well Site Geology Project Management and Engineering Source Rock Analysis Petrophysical Analysis Geochemical Analysis Drilling Supervision Development Evaluation Project Accounting and Professional Services Other Data Processing 3. Operator shall charge the Joint Account monthly for the cost of indirect services and related office costs of Operator and its Affiliates not otherwise provided in the Accounting Procedure, which represent the cost of general assistance and support services provided by Operator and its Affiliates. No cost or expenditure included as direct cost shall be included or duplicated as indirect charge. These charges will not subject to audit other than to verify that the overhead percentages are applied correctly as per the Operating Committee approval. 4. Unless exceeded by the minimum assessment mentioned below, the aggregate Year-to-Date indirect charges shall be a percentage of the Year-to-Date expenditures, calculated on the following scale: Annual Expenditures FIRST US$10,000,000 NEXT US$10,000,000 IN EXCESS OF US$20,000,000 5. - 54 - 5% 4% 2% A minimum amount of US$120,000 shall be assessed each calendar year calculated from the Effective Date of the JOA and shall be reduced pro rata for periods of less than a year. EXHIBIT B Transitional Agreement – Main Principles (Main principles for the Transitional Agreement to be executed between the Parties) The transitional agreement (the “Agreement”) between ERHC Energy Kenya Limited (“ERHC” or the “Farmor”) and CEPSA Kenya Limited (“CEPSA” or the “Farmee”) developing the relationship between them concerning the Block and the Petroleum Operations from the Consent Date (as defined in the Farmout Agreement between the Parties, as defined below) shall include, and be based upon, the following main principles: i) ii) - 55 - The overriding principle on which the Agreement will be based shall be need for each of CEPSA and ERHC (the “Parties”) to work together to ensure the smooth transition of CEPSA’s Participating Interest in the project and the Operatorship to CEPSA, with ERHC providing all reasonable assistance and advice to CEPSA in Kenya that CEPSA may reasonably require to ensure that: (a) the Contract’s Work Programme obligations can be complied with; (b) any planned work and Operations are not delayed or interrupted; and (c) CEPSA is able to comply with its Operator obligations The services to be provided during the Transitional Period by the Farmor to the Farmee (the “Services”). These Services shall include the following: (a) assistance on the acquisition and interpretation of 1,000 km2 or more of gravity and magnetic data (pursuant to the FTG Contract to be signed with Bell Geospace) if such activity is not completed by the Closing Date; and (b) assistance on the acquisition of 1,000 km/line of 2D seismic data either during the period from January to March 2014 or during the first 2014 weather window; (c) the undertaking and acquisition of any EIA licenses and reports required under Kenyan legislation to enable the project to proceed, pursuant to the EIA Contract to be signed with Africa Renaissance Solutions Ltd, as well as assistance on the acquisition of any further EIA reports that may be required pursuant to the applicable Laws/Regulations of Kenya; and (d) general assistance concerning the development of CEPSA’s physical presence in Kenya from the Consent Date, including all reasonable assistance and advice on the employment and contracting of personnel, procurement processes, contact and correspondence with Kenyan authorities, contracting of services etc. iii) Services shall be provided by Farmor in substantially the same way and with the same level of care and effort as used by the Farmor in the twelve (12) months previous to the Consent Date; iv) The Services shall be provided for a period of twelve (12) months from the Consent Date (such period being referred the “Transitional Period”), notwithstanding the fact that both Parties shall use their reasonable endeavours to them and ensure that the Operations are transitioned out from ERHC to CEPSA (thereby ending the Transitional Period) as soon as possible after the Consent Date; v) A procedure shall be put in place allowing for the extension of the Transitional Period, if such extension is deemed necessary by both Parties; vi) CEPSA may terminate all or any of the Services at any time during the Transitional Period by giving notice to ERHC five (5) business days prior to the planned date of termination; vii) Termination by either Party if the Parties are unable other Party is: viii) - 56 - (a) in material default of any provision of the Agreement; or (b) is dissolved, liquidated or declared insolvent or bankrupt; ERHC shall take all the reasonable steps, and ERHC shall give CEPSA all assistance as may be reasonably necessary, to resolve such disagreement or dispute within thirty (30) days of meeting, except take all the steps necessary to enable CEPSA to comply with any Kenyan regulatory and corporate requirements as to the extent specifically prohibited by applicable setting up and good operations of CEPSA’s Kenyan office (or other physical presence) to enable it to act as the Operator for the purposes of the Contract and the JOA, if such requirements have not been completed prior to the Consent Date. Those requirements on which CEPSA may require the assistance of ERHC would include all those needed to enter into sub-contracts, procurement contracts, engineering and construction contracts or environmental reports and assessments; ix) Both Parties will cooperate on the provision of the Services, including the exchange of data, documentation and IT; x) ERHC shall invoice CEPSA for the Services, according to a costs and invoicing procedure (which shall include a dispute resolution process), provided that ERHC shall notify CEPSA promptly when the estimated costs for the Services have been exceeded; xi) Procedures on data ownership and access; xii) No liability for indirect damages; xiii) Standard provisions such as tax payments, compliance with law in Your and regulations, notices, contact details, dispute resolution process, governing law and jurisdiction. - 57 - EXHIBIT C Contract - 58 - EXHIBIT D Deed of Transfer Model Form DEED OF ASSIGNMENT between ERHC ENERGY KENYA LIMITED and CEPSA KENYA LIMITED - 59 - THIS DEED OF ASSIGNMENT is made is made on 2013 between: (1) ERHC ENERGY KENYA LIMITED, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England a company registered in accordance with the Rules laws of Arbitration of the International Chamber of Commerce Kenya under registration number CPR/2012/86952 ("ICC Rules"ERHC); (2) and shall be heard by one arbitrator appointed CEPSA KENYA LIMITED, a company registered in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty laws of Kenya under registration number CPR/2013/113607 (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3CEPSA), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to will be governed by and construed under in accordance with the laws of England the State of New York applicable to agreements made and Wales, excluding any body of law governing to be performed wholly within that State without regard to its conflicts of lawlaws provisions. Any claim or controversy between the Parties arising out of the circumstances and relationships contemplated by this Agreement, including disputes relating to the validity, construction or interpretation of this Agreement (“Disputes”), shall, upon written notice of GlobeImmune to ImmunityBio or ImmunityBio to GlobeImmune, as applicable, be referred for resolution by final, binding arbitration in accordance with the provisions of this Section 9(f). The arbitration shall be conducted by the Judicial Arbitration and Mediation Services, Inc. (or any successor entity thereto) (“JAMS”) under its rules of arbitration then in effect, except as modified in this Agreement. The arbitration shall be conducted in the English language, by a single arbitrator. With respect to any Dispute arising under this Agreement, the Parties and the arbitrator shall use all reasonable efforts to complete any such arbitration within eighteen (18) months from the issuance of notice of a referral of any such Dispute to arbitration. The arbitrator shall determine what discovery will be permitted, consistent with the goal of limiting the cost and time which the Parties must expend for discovery; provided that the arbitrator shall permit such discovery as he or she deems necessary to permit an equitable resolution of the Dispute. The Parties agree that the United Nations Convention on Contracts for the International Sale decision of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of sole, exclusive and binding remedy between them regarding the British Computer Society (or by a person duly appointed by the President Dispute presented to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half Any decision of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law competent jurisdiction for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation judicial recognition of the Sections decision and an order of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software enforcement. The arbitration proceedings and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction decision of the courts located arbitrator shall not be made public without the mutual consent of the Parties and each Party shall maintain the confidentiality of such proceedings and decision unless each Party otherwise agrees in England writing; provided that a Party may make such disclosures as are permitted for any such claims arising from or related to this AgreementConfidential Information under Section 6 above. Unless otherwise mutually agreed upon by the Parties, the arbitration proceedings shall be conducted in the Borough of Manhattan in the State of New York. The Parties specifically agree thatthat they shall share equally the cost of the arbitration filing and hearing fees, in and the event that there is cost of the arbitrator and administrative fees of JAMS. Each Party shall bear its own costs and attorneys’ and witnesses’ fees and associated costs and expenses. Pending the selection of the arbitrator or pending the arbitrator’s determination of the merits of any Dispute, a dispute under this Agreement and such dispute is to be resolved in a Party may seek appropriate interim or provisional relief from any court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all competent jurisdiction as necessary to protect the rights to a trial by jury in any matter related to or arising from this Agreementproperty of that Party.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules"); and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Notwithstanding the foregoing, if You are a "consumer" under the Chilean Consumer Protection Act, then to the extent required under Article 16 of the Chilean Consumer Protection Act, You may reject the appointed arbitrator pursuant to the described arbitration rules. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England the County of New York, New York for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Arbitration of the International Chamber of Commerce ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. Notwithstanding the foregoing, if you have entered into this Agreement acting as a consumer, disagreements and disputes arising out of or in connection with this Agreement may also be brought before the local Norwegian court of law at the place where You are domiciled. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court Court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled entitled, "Rules Desktop Cryptography Support" (Section 6), "Use of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 117), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 129), "Security" (Section 1310), "Confidentiality and No Reverse Engineering" (Section 15), 11) and "Effect of Termination" (Section 1814). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent consent, submit and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Walesthe State of New York, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in LondonOntario, England Canada in accordance with the Commercial Rules of the American Arbitration of the International Chamber of Commerce Association ("ICC Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clausearbitrator. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules of Arbitration of the Conflicts Commission of the Industrial International Chamber of Guatemala (the “Guatemalan Rules”); and (iii) heard by one arbitrator appointed in accordance with the ICC Guatemalan Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.:

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded in its entirety from application to this Agreement. Any disagreement or dispute arising out of or relating to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with the Rules of Commercial Conciliation and Arbitration of the Dubai International Chamber of Commerce Arbitration Centre (the "ICC Dubai Rules") and shall be heard by one arbitrator appointed in accordance with the said ICC Dubai Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator shall be nominated by the President of the British Computer Society (or by a person duly appointed by the President to act on his or her behalf) on the application of either Party for the time being in force, which rules are deemed to be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and to be mutually agreed to by the Parties within thirty (30) days of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, RIM has the right to institute legal or equitable proceedings, including proceedings seeking injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections of this Agreement entitled "Rules of Use for Your BlackBerry Solution" (Section 3), "Software and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15), and "Effect of Termination" (Section 18). You irrevocably waive any objection on the grounds of venue, forum non-conveniens or any similar grounds and irrevocably consent to service of process by mail or in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction of the courts located in England for any such claims arising from or related to this Agreement. The Parties specifically agree that, in the event that there is a dispute under this Agreement and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreement.

Governing Law and Dispute Resolution. This Agreement is to be governed by and construed under the laws of England and Wales, excluding any body of law governing conflicts of law. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods is hereby excluded shall attempt to amicably settle and in its entirety from application to good faith resolve any dispute in connection with this Agreement, by negotiations between designated representatives prior to the commencement of any litigation. Any disagreement If no amicable settlement and good faith resolution thereof has been achieved within […***…] Business Days from the initiation of negotiations, such dispute may be brought by written notice to the executive management representatives who shall use reasonable endeavors to amicably settle and in good faith resolve such dispute within […***…] Business Days of receipt of said notice. If no settlement or resolution is achieved within the time period, such dispute shall be brought by written notice to the highest management representatives who shall use reasonable endeavors to amicably settle and in good faith resolve such dispute within further […***…] Business Days of receipt of said further notice. If such settlement fails, either Party may, at its sole discretion, refer any dispute, controversy or claim arising out of or relating in connection with this Agreement to this Agreement, or the breach thereof, which the Parties are unable to resolve after good faith negotiations, shall be submitted first to the upper management level of the Parties. The Parties, through their upper management level representatives, which if You are an individual, is You, shall meet within thirty (30) days of the dispute being referred to them and if the Parties are unable to resolve such disagreement or dispute within thirty (30) days of meeting, except to the extent specifically prohibited by applicable law in Your jurisdiction, such disagreement or dispute shall be settled by final and binding arbitration to be conducted in London, England in accordance with Arbitration under the Rules of Arbitration of the International Chamber German institution for arbitration (Deutsche Institution für Schiedsgerichtsbarkeit e.V. (DIS); “Rules”). All disputes, controversies or claims arising out of Commerce ("ICC Rules") and or in connection with the present Agreement shall be heard finally settled in accordance with the Rules by one arbitrator three arbitrators appointed in accordance with the said ICC Rules and Rules. The seat of arbitration shall be Frankfurt am Main, Germany. The language to be mutually agreed to by used in the Parties within thirty (30) days of the appointment of the arbitrator, failing which the arbitrator arbitral proceedings shall be nominated by English. Annexes to any procedural document may also be provided in the President of the British Computer Society (German language. This Agreement shall be governed by, construed and interpreted and all disputes, controversies or by a person duly appointed by the President to act on his claims arising under or her behalf) on the application of either Party for the time being in force, which rules are deemed to connection with this Agreement shall be incorporated by reference in this clause. If the provisions of the foregoing are prohibited by law in Your jurisdiction, the arbitration shall be: (i) held in Your jurisdiction; (ii) settled by arbitration resolved in accordance with the ICC Rules; and (iii) heard by one arbitrator appointed in accordance with the ICC Rules and substantive laws of Germany without recourse to be mutually agreed to by the Parties within thirty (30) days any conflict of the appointment of the arbitrator, failing which a neutral third party shall appoint the arbitrator. Each Party shall bear one half of the costs associated with the arbitration proceedings. No dispute between the Parties, or involving any person but You, may be joined or combined together, without the prior written consent of RIM. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereoflaws rules. Notwithstanding the foregoing, RIM has the right each Party shall be entitled to institute legal or equitable proceedings, including proceedings seeking obtain injunctive relief, in a court of law for claims or disputes regarding: (i) amounts owed by You to RIM in connection with Your acquisition of Your BlackBerry Solution or relief against any portion thereof, if applicable; and (ii) Your violation or threatened violation of the Sections breach of this Agreement entitled "Rules or the continuation of Use for Your BlackBerry Solution" (Section 3), "Software any such breach by the receiving Party by way of ordinary civil proceedings. Any decision or arbitral award delivered in the arbitration shall be reasoned and Documentation License" (Section 2), "Intellectual Property" (Section 11), "Export, Import and Use Restrictions and U.S. Government Licenses" (Section 12), "Security" (Section 13), "Confidentiality and No Reverse Engineering" (Section 15)in writing, and "Effect of Termination" (Section 18). You irrevocably waive any objection shall be final and binding on the grounds of venue, forum non-conveniens or any similar grounds Parties and irrevocably consent to service of process by mail or enforceable in any other manner permitted by applicable law and irrevocably consent and attorn to the jurisdiction competent court of the courts located in England for any such claims arising from or related to this Agreementlaw. The Parties specifically agree that, in the event that there is a dispute under this Agreement undertake to comply promptly with any award without delay and shall be deemed to have waived their right to any form of recourse insofar as such dispute is to waiver can validly be resolved in a court of law, such dispute shall not be resolved by jury trial. The Parties hereby waive all rights to a trial by jury in any matter related to or arising from this Agreementmade.