TranSystems Corporation - LGM Construction

after that time as they reasonably deem necessary for the purpose
of exchanging relevant information and attempting to resolve the
dispute.
(ii) If the project managers fail to resolve the dispute within 30 days
after the date of the dispute notice, or if the project managers fail to
meet within the ten-day period specified above, both parties will
refer the dispute to senior executives, who have authority to settle
the dispute. In connection with that referral, the project managers
will promptly prepare and exchange memoranda, which state the
issues in dispute and each party's position in the dispute, which
summarize the negotiations that have taken place, and to which
they attach all relevant documentation. Following the exchange,
each party's project manager will furnish copies of both parties'
position memoranda to the senior executive within that party's
organization to whom the dispute has been referred. The senior
executives will meet for negotiations at a mutually agreed time and
place within 45 days after the date of the delivery of the dispute
notice.
(b) If, following the referral of the matter to their senior executives, the parties fail to
resolve the dispute within 60 days after the date of the dispute notice, the parties will attempt in
good faith to resolve the controversy or claim in accordance with the Center for Public Resources
Model ADR Procedures for the Mediation of Business Disputes. Notwithstanding any
provisions in those procedures, the parties may not litigate any claim or dispute except as
otherwise provided in this Agreement.
(c) The parties shall finally settle any dispute not resolved by means of the mediation
procedures within 60 days after the initiation of those procedures by arbitration conducted
expeditiously in accordance with the Center for Public Resources Rules for Non-Administered
Arbitration of Business Disputes by three (3) arbitrators, with each party selecting one (1)
arbitrator and the two (2) chosen arbitrators selecting the third. The United States Arbitration
Act, 9 U.S.C. § 1-16, will govern the arbitration and any court having jurisdiction of the dispute
may enter judgment upon the award the arbitrators render. The place of arbitration will be
Memphis, Tennessee. If the dispute involves the payment of compensation by one party to the
other, the parties will empower the arbitrators to award only compensatory damages within the
upper and lower limits that the parties impose by mutual agreement. The parties each irrevocably
waive in any dispute to which this Article 26 is applicable any right it may have to any damages
in excess of compensatory damages, including, without limitation, punitive and treble damages.
The following additional procedures will apply to any arbitration conducted in accordance with
the foregoing:
(i) The arbitrators will schedule a pre-hearing conference to resolve
procedural matters, arrange for the exchange of information, obtain
stipulations, and narrow the issues. The parties will submit
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