Common use of Initial Resolution Efforts Clause in Contracts

Initial Resolution Efforts. 7.1.1. Prior to referring any dispute, controversy or claim arising out of or in connection with this Agreement, including any question regarding its existence, termination or validity (a “Dispute”) to arbitration, the party wishing to make such reference shall notify in writing the other Party of the existence and nature of the Dispute (a “Dispute Notice”) and its proposed basis for settlement of such Dispute. 7.1.2. For a period of 30 days following service of the Dispute Notice, the Parties shall take steps to resolve the Dispute (“Cooling-Off Period”). 7.1.3. If the Dispute is not earlier resolved during the Cooling-Off Period, the Party in receipt of the Dispute Notice shall respond to such Dispute Notice within 14 days of expiry of the Cooling-Off Period (“Response Period”), including its proposed basis for settlement. 7.1.4. An executive officer of each Party shall then meet within 10 days of expiry of the Response Period to attempt to settle the Dispute. No statement as to a Party's proposed basis for settlement may be relied upon or referred to in later proceedings (except for the terms of any agreed settlement between the Parties). _____________ 5 Note to Draft: Percentage to be inserted on signing of this Agreement and to reflect ▇▇’▇▇▇▇’▇ Ownership Percentage at Closing.

Initial Resolution Efforts. 7.1.1. (a) Prior to referring any dispute, controversy or claim arising out of or in connection with this Agreement, including any question regarding its existence, termination or validity (a “Dispute”) to arbitration, the party wishing to make such reference shall notify in writing the other Party party of the existence and nature of the Dispute (a “Dispute Notice”) and its proposed basis for settlement of such Dispute. 7.1.2. (b) For a period of 30 days following service of the Dispute Notice, the Parties parties shall take steps to resolve the Dispute (“Cooling-Off Period”). 7.1.3. (c) If the Dispute is not earlier resolved during the Cooling-Off Period, the Party party in receipt of the Dispute Notice shall respond to such Dispute Notice within 14 days of expiry of the Cooling-Off Period (“Response Period”), including its proposed basis for settlement. 7.1.4. (d) An executive officer of each Party party shall then meet within 10 days of expiry of the Response Period to attempt to settle the Dispute. No statement as to a Party's party’s proposed basis for settlement may be relied upon or referred to in later proceedings (except for the terms of any agreed settlement between the Partiesparties). _____________ 5 Note to Draft: Percentage to be inserted on signing of this Agreement and to reflect ▇▇’▇▇▇▇’▇ Ownership Percentage at Closing.

Initial Resolution Efforts. 7.1.1. Prior to referring any dispute, controversy or claim arising out of or in connection with this Agreement, including any question regarding its existence, termination or validity (a “Dispute”) to arbitration, the party wishing to make such reference shall notify in writing the other Party of the existence and nature of the Dispute (a “Dispute Notice”) and its proposed basis for settlement of such Dispute. 7.1.2. For a period of 30 days following service of the Dispute Notice, the Parties shall take steps to resolve the Dispute (“Cooling-Off Period”). 7.1.3. If the Dispute is not earlier resolved during the Cooling-Off Period, the Party in receipt of the Dispute Notice shall respond to such Dispute Notice within 14 days of expiry of the Cooling-Off Period (“Response Period”), including its proposed basis for settlement. 7.1.4. An executive officer of each Party shall then meet within 10 days of expiry of the Response Period to attempt to settle the Dispute. No statement as to a Party's proposed basis for settlement may be relied upon or referred to in later proceedings (except for the terms of any agreed settlement between the Parties). _____________ 5 Note to Draft: Percentage to be inserted on signing of this Agreement and to reflect ▇▇’▇▇▇▇’▇ Ownership Percentage at Closing.