International Contracts Sample Clauses

International Contracts. If this Agreement is an “International Contract”, meaning that one of the Parties is established and existing under the laws of a state or country other than a State within the United States, then any dispute, controversy, or claim arising out of or in relation to or in connection with this Agreement, including without limitation, any dispute as to the construction, validity, interpretation, enforceability, or breach of such an International Contract, shall be exclusively and finally settled by arbitration in accordance with this section; provided however that this section shall not apply to the Agreement unless it is an International Contract as defined herein. By notice to the other Party, any Party may submit such a dispute, controversy, or claim involving an International Contract to arbitration as follows: (i) The arbitration shall be heard and determined by three (3) arbitrators. Each side shall appoint an arbitrator of its choice within thirty (30) days of the submission of a notice of arbitration. Those Party-Appointed Arbitrators shall in turn appoint a Presiding Arbitrator of the tribunal within thirty (30) days following the appointment of both Party-Appointed Arbitrators. If the Party-Appointed Arbitrators cannot reach agreement on a Presiding Arbitrator and/or one Party refuses to appoint its Party-Appointed Arbitrator within said thirty (30) day period, that arbitrator shall be appointed by the International Chamber of Commerce (“ICC”), who shall appoint an independent arbitrator who does not have any financial interest in the dispute, controversy, or claim, in accordance with the ICC appointing procedures then in effect. (ii) Unless otherwise expressly agreed in writing by the Parties to the arbitration proceedings: (A) The arbitration proceedings shall be conducted, and the arbitrators shall all be fluent, in the English language; (B) Whenever the Parties are of more than one nationality, the Presiding Arbitrator shall not be of the same nationality as any of the Parties or their ultimate parent entities; (C) If an arbitrator should die, withdraw, otherwise become incapable of serving or refuse to serve, a successor arbitrator shall be selected and appointed in the same manner as the original arbitrator; (D) The arbitrators shall be and remain at all times wholly independent and impartial; (E) The arbitration proceedings shall be held in New York, New York, U.S.A.; (F) The arbitration proceedings shall be conducted under the International A...