American Arbitration Association Uses in Governing Law; DISPUTE RESOLUTION Clause

Governing Law; DISPUTE RESOLUTION from Amended and Restated Executive Employment

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT, dated April 19, 2016 (the "Agreement"), is between VAPE HOLDINGS, INC., a Delaware corporation (the "Company"), and Allan Viernes, CPA ("Executive"), an individual. Company and Executive may be referred to herein individually as a "Party" or collectively as the "Parties."

Governing Law; DISPUTE RESOLUTION. The parties agree that any dispute, controversy or claim between Executive and the Company based on, arising out of or relating to Executive's employment under this Agreement or the termination of same, including, without limitation, any and all claims under Title VII of the Civil Rights Acts of 1964 as amended, the Civil Rights Act of 1870, the Americans with Disabilities Act of 1990 as amended, the Americans with Disabilities Act Amendments Act of 2008, the Age Discrimination in Employment Act as amended, the Older Workers Benefit Protection Act, the Fair Labor Standards Act of 1938 as amended by the Equal Pay Act of 1963, the Lilly Ledbetter Fair Pay Act of 2009, the Family and Medical Leave Act, the Executive Retirement Income Security Act of 1974, the Civil Rights Act of 1991, the Genetic Information Nondiscrimination Act of 2008, the Consolidated Omnibus Budget Reconciliation Act, the U.S. Patriot Act, the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act, and any other federal, state or local civil rights, disability, discrimination, retaliation or labor law, or any theory of contract, criminal, arbitral or tort law, shall be settled by final and binding arbitration in Los Angeles County, California, administered by the American Arbitration Association ("AAA") pursuant to the National Rules for the Resolution of Employment Disputes of the AAA ("Rules of the AAA"). This Agreement shall be construed in accordance with the laws of the State of California without reference to the conflict of laws provisions thereof, and judgment upon any resulting arbitration award may be entered in any court of competent jurisdiction.

Governing Law; DISPUTE RESOLUTION from Amended and Restated Executive Employment

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT, dated April 19, 2016 (the "Agreement"), is between VAPE HOLDINGS, INC., a Delaware corporation (the "Company"), and Benjamin Beaulieu ("Executive"), an individual. Company and Executive may be referred to herein individually as a "Party" or collectively as the "Parties."

Governing Law; DISPUTE RESOLUTION. The parties agree that any dispute, controversy or claim between Executive and the Company based on, arising out of or relating to Executive's employment under this Agreement or the termination of same, including, without limitation, any and all claims under Title VII of the Civil Rights Acts of 1964 as amended, the Civil Rights Act of 1870, the Americans with Disabilities Act of 1990 as amended, the Americans with Disabilities Act Amendments Act of 2008, the Age Discrimination in Employment Act as amended, the Older Workers Benefit Protection Act, the Fair Labor Standards Act of 1938 as amended by the Equal Pay Act of 1963, the Lilly Ledbetter Fair Pay Act of 2009, the Family and Medical Leave Act, the Executive Retirement Income Security Act of 1974, the Civil Rights Act of 1991, the Genetic Information Nondiscrimination Act of 2008, the Consolidated Omnibus Budget Reconciliation Act, the U.S. Patriot Act, the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act, and any other federal, state or local civil rights, disability, discrimination, retaliation or labor law, or any theory of contract, criminal, arbitral or tort law, shall be settled by final and binding arbitration in Los Angeles County, California, administered by the American Arbitration Association ("AAA") pursuant to the National Rules for the Resolution of Employment Disputes of the AAA ("Rules of the AAA"). This Agreement shall be construed in accordance with the laws of the State of California without reference to the conflict of laws provisions thereof, and judgment upon any resulting arbitration award may be entered in any court of competent jurisdiction.

Governing Law; DISPUTE RESOLUTION from Executive Employment Agreement

THIS EXECUTIVE EMPLOYMENT AGREEMENT, dated December 10, 2015 (the "Agreement"), is between VAPE HOLDINGS, INC., a Delaware corporation (the "Company"), and Justin Braune ("Executive"), an individual. Company and Executive may be referred to herein individually as a "Party" or collectively as the "Parties."

Governing Law; DISPUTE RESOLUTION. The parties agree that any dispute, controversy or claim between Executive and the Company based on, arising out of or relating to Executive's employment under this Agreement or the termination of same, including, without limitation, any and all claims under Title VII of the Civil Rights Acts of 1964 as amended, the Civil Rights Act of 1870, the Americans with Disabilities Act of 1990 as amended, the Americans with Disabilities Act Amendments Act of 2008, the Age Discrimination in Employment Act as amended, the Older Workers Benefit Protection Act, the Fair Labor Standards Act of 1938 as amended by the Equal Pay Act of 1963, the Lilly Ledbetter Fair Pay Act of 2009, the Family and Medical Leave Act, the Executive Retirement Income Security Act of 1974, the Civil Rights Act of 1991, the Genetic Information Nondiscrimination Act of 2008, the Consolidated Omnibus Budget Reconciliation Act, the U.S. Patriot Act, the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act, and any other federal, state or local civil rights, disability, discrimination, retaliation or labor law, or any theory of contract, criminal, arbitral or tort law, shall be settled by final and binding arbitration in Los Angeles County, California, administered by the American Arbitration Association ("AAA") pursuant to the National Rules for the Resolution of Employment Disputes of the AAA ("Rules of the AAA"). This Agreement shall be construed in accordance with the laws of the State of California without reference to the conflict of laws provisions thereof, and judgment upon any resulting arbitration award may be entered in any court of competent jurisdiction.

Governing Law & Dispute Resolution from Support Agreement

Whereas, the Parties agree that it would be beneficial for RCFM to utilize its experience and knowledge in mining and management to assist URI with the development of the Temrezli project;

Governing Law & Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflicts of law provisions. If any dispute arises between the parties with respect to this Agreement or the rights and obligations or performance by either party hereunder, (i) the parties shall first attempt to resolve such dispute by good faith negotiations, and (ii) if such negotiations have continued for a period of not less than 14 days and are unsuccessful, at the election of either party by mandatory and binding arbitration in Denver, Colorado in accordance with the rules of the American Arbitration Association.

GOVERNING LAW; DISPUTE RESOLUTION from Executive Employment Agreement

THIS EMPLOYMENT AGREEMENT, dated May 1, 2015 (the "Agreement"), is between VAPE HOLDINGS, INC., a Delaware corporation (the "Company"), and Dr. Mark Scialdone ("Executive"), an individual. Company and Executive may be referred to herein individually as a "Party" or collectively as the "Parties."

GOVERNING LAW; DISPUTE RESOLUTION. The parties agree that any dispute, controversy or claim between Executive and the Company based on, arising out of or relating to Executive's employment under this Agreement or the termination of same, including, without limitation, any and all claims under Title VII of the Civil Rights Acts of 1964 as amended, the Civil Rights Act of 1870, the Americans with Disabilities Act of 1990 as amended, the Americans with Disabilities Act Amendments Act of 2008, the Age Discrimination in Employment Act as amended, the Older Workers Benefit Protection Act, the Fair Labor Standards Act of 1938 as amended by the Equal Pay Act of 1963, the Lilly Ledbetter Fair Pay Act of 2009, the Family and Medical Leave Act, the Executive Retirement Income Security Act of 1974, the Civil Rights Act of 1991, the Genetic Information Nondiscrimination Act of 2008, the Consolidated Omnibus Budget Reconciliation Act, the U.S. Patriot Act, the Sarbanes-Oxley Act of 2002, the Dodd--Frank Wall Street Reform and Consumer Protection Act, and any other federal, state or local civil rights, disability, discrimination, retaliation or labor law, or any theory of contract, criminal, arbitral or tort law, shall be settled by final and binding arbitration in Los Angeles County, California, administered by the American Arbitration Association ("AAA") pursuant to the National Rules for the Resolution of Employment Disputes of the AAA ("Rules of the AAA"). This Agreement shall be construed in accordance with the laws of the State of California without reference to the conflict of laws provisions thereof, and judgment upon any resulting arbitration award may be entered in any court of competent jurisdiction.

Governing Law; Dispute Resolution from Securities Issuance Agreement

THIS SECURITIES ISSUANCE AGREEMENT (the Agreement), dated as of January 13, 2015, by and among Intrexon Corporation, a Virginia corporation (the Issuer), the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (MD Anderson). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.

Governing Law; Dispute Resolution. This Agreement will be governed by the laws of the State of Texas without regard to conflict of law principles. In the event of any dispute between the Issuer on the one hand, and MD Anderson on the other (a Dispute), the parties agree that such Dispute shall be first submitted for resolution for a period of ten (10) calendar days to designated senior officers of each of the parties who hold legal authority to resolve and settle such dispute. If any Dispute cannot be resolved and settled within such period, then to the extent authorized by the law governing the power and authority of each party, the parties agree to submit such Dispute to full and binding arbitration that will be undertaken and conducted under the auspices of the American Arbitration Association by a panel of three (3) arbitrators pursuant to that organizations Commercial Arbitration Rules then in effect, as modified by and subject to the following terms:

Governing Law; Dispute Resolution from Securities Issuance Agreement

THIS SECURITIES ISSUANCE AGREEMENT (the Agreement), dated as of January 13, 2015, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the Issuer), the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (MD Anderson). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.

Governing Law; Dispute Resolution. This Agreement will be governed by the laws of the State of Texas without regard to conflict of law principles. In the event of any dispute between the Issuer on the one hand, and MD Anderson on the other (a Dispute), the parties agree that such Dispute shall be first submitted for resolution for a period of ten (10) calendar days to designated senior officers of each of the parties who hold legal authority to resolve and settle such dispute. If any Dispute cannot be resolved and settled within such period, then to the extent authorized by the law governing the power and authority of each party, the parties agree to submit such Dispute to full and binding arbitration that will be undertaken and conducted under the auspices of the American Arbitration Association by a panel of three (3) arbitrators pursuant to that organizations Commercial Arbitration Rules then in effect, as modified by and subject to the following terms:

Governing Law; Dispute Resolution from Registration Rights Agreement

THIS REGISTRATION RIGHTS AGREEMENT (this Agreement) is made and entered into as of January 13, 2015, by and among Intrexon Corporation, a Virginia corporation (the Issuer) and the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (MD Anderson), and shall become effective as of the Closing (as defined in the Issuance Agreement, defined below).

Governing Law; Dispute Resolution. This Agreement will be governed by the laws of the State of Texas without regard to conflict of law principles. In the event of any dispute between the Issuer on the one hand, and MD Anderson on the other (a Dispute), the Parties agree that such Dispute shall be first submitted for resolution for a period of ten (10) calendar days to designated senior officers of each of the Parties who hold legal authority to resolve and settle such dispute. If any Dispute cannot be resolved and settled within such period, then to the extent authorized by the law governing the power and authority of each Party, the Parties agree to submit such Dispute to full and binding arbitration that will be undertaken and conducted under the auspices of the American Arbitration Association by a panel of three (3) arbitrators pursuant to that organizations Commercial Arbitration Rules then in effect, as modified by and subject to the following terms:

Governing Law; Dispute Resolution from Securities Issuance Agreement

THIS SECURITIES ISSUANCE AGREEMENT (the Agreement), dated as of January 13, 2015, by and among ZIOPHARM Oncology, Inc., a Delaware corporation (the Issuer), the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (MD Anderson). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.

Governing Law; Dispute Resolution. This Agreement will be governed by the laws of the State of Texas without regard to conflict of law principles. In the event of any dispute between the Issuer on the one hand, and MD Anderson on the other (a Dispute), the parties agree that such Dispute shall be first submitted for resolution for a period of ten (10) calendar days to designated senior officers of each of the parties who hold legal authority to resolve and settle such dispute. If any Dispute cannot be resolved and settled within such period, then to the extent authorized by the law governing the power and authority of each party, the parties agree to submit such Dispute to full and binding arbitration that will be undertaken and conducted under the auspices of the American Arbitration Association by a panel of three (3) arbitrators pursuant to that organizations Commercial Arbitration Rules then in effect, as modified by and subject to the following terms:

Governing Law; Dispute Resolution from Securities Issuance Agreement

THIS SECURITIES ISSUANCE AGREEMENT (the Agreement), dated as of January 13, 2015, by and among Intrexon Corporation, a Virginia corporation (the Issuer) and the University of Texas System Board of Regents on behalf of The University of Texas M.D. Anderson Cancer Center, an agency of the State of Texas (MD Anderson). Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Section 1.4.

Governing Law; Dispute Resolution. This Agreement will be governed by the laws of the State of Texas without regard to conflict of law principles. In the event of any dispute between the Issuer on the one hand, and MD Anderson on the other (a Dispute), the parties agree that such Dispute shall be first submitted for resolution for a period of ten (10) calendar days to designated senior officers of each of the parties who hold legal authority to resolve and settle such dispute. If any Dispute cannot be resolved and settled within such period, then to the extent authorized by the law governing the power and authority of each party, the parties agree to submit such Dispute to full and binding arbitration that will be undertaken and conducted under the auspices of the American Arbitration Association by a panel of three (3) arbitrators pursuant to that organizations Commercial Arbitration Rules then in effect, as modified by and subject to the following terms: