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This excerpt taken from the EYE 8-K filed Jul 3, 2007. DISPUTE RESOLUTION 24.01 Steering Committee Resolution of Disputes. Except as provided in Section 24.04, the Steering Committee members shall attempt within ten (10) days after the date (the “Issue Date”) an issue is presented in writing by one Party to the other, in good faith to resolve any dispute, controversy or claim related to this Agreement, including any dispute over the breach, interpretation, or validity, but not the termination, of this Agreement. 24.02 Executive Level Resolution. If the Steering Committee cannot so resolve any such dispute referred to in Section 24.01 within such ten (10) day period, or if there is a dispute over termination, AMO and IBM shall attempt to resolve the dispute through the personal interaction of the Chief Financial Officer of AMO and IBM’s Partnership Executive Program senior executive responsible for the long-term relationship between IBM and AMO. If either Party has reorganized its company at the time the dispute arises, such that either of the positions described above does not exist any longer, the individual dedicated to the dispute resolution effort shall be of equivalent rank and stature to the person who would have been dedicated, had there been no reorganization. The Parties shall have an additional twenty (20) days from the Issue Date to resolve the dispute through executive interaction if the dispute was considered by the Steering Committee and not resolved. 24.03 Mediation of Disputes.
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24.04 Exceptions Neither Party will be required to mediate any dispute relating to actual or threatened (i) unauthorized disclosure of a Party’s Confidential Information or (ii) violation of a Party’s proprietary rights. Either Party will be entitled to seek in any court of competent jurisdiction injunctive, preliminary or other equitable relief, in addition to damages, including court costs and fees of attorneys and other professionals, to remedy any actual or threatened violation of its rights with respect to which mediation is not required hereunder. 24.05 Continuity of Services. In the event of a dispute between IBM and AMO, IBM shall, subject to Section 19.02(4), continue to so perform its obligations under this Agreement in good faith during the resolution of such dispute unless and until this Agreement is terminated in accordance with its provisions, provided, however, that AMO is in compliance with the terms of Section 19.03 (Disputed Charges/Credits). |
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