Arbitration Provision

Arbitration Provision

Arbitration Provision

The SALT Group® and its clients (“Client”) agree to utilize binding arbitration as the sole and exclusive means to resolve all disputes (“Disputes”) that may arise out of or be related in any way to services provided to Client by The SALT Group® pursuant to the Comprehensive Service Agreement (“Comprehensive Service Agreement”) executed by the parties. The word “Disputes,” used herein, includes, without limitation, all claims, disputes, controversies, interpretations, and causes of action, whether based on tort, contract, statute (including, but not limited to, any claims of discrimination, harassment and/or retaliation, whether they be based on the Texas Commission on Human Rights Act, the Texas Title VII of the Civil Rights Act of 1964, as amended, or any other state or federal law or regulation), equitable law, or otherwise, that arose out of, are connected with, or are in any way related to the Comprehensive Service Agreement. The SALT Group® and Client each specifically waive and relinquish their respective rights to bring a claim against the other in a court of law, and this waiver shall be equally binding on any person who represents or seeks to represent The SALT Group® or Client in a lawsuit against the other in a court of law. Both The SALT Group® and Client agree that any Disputes that The SALT Group® may have against Client (or its owners, directors, officers, managers, employees, or agents), or Client may have against The SALT Group® (or its owners, directors, officers, managers, employees, or agents), shall be submitted to and determined exclusively by binding arbitration under the American Arbitration Association’s (“AAA”) rules. The SALT Group® and Client acknowledge and agree that both The SALT Group® and Client give up their respective rights to trial by jury of any claim The SALT Group® or Client may have against the other.

The Comprehensive Service Agreement, and all related documents, and all matters arising out of or relating to the Comprehensive Service Agreement, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the laws of the State of Texas, United States of America, without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of Texas.

The SALT Group and Client shall in good faith attempt to resolve by mediation all claims brought under this binding arbitration provision, in accord with the AAA Mediation Procedures in effect on the date of the Comprehensive Service Agreement executed by the parties. A request for mediation may issue by The SALT Group or the Client and must be filed with the AAA. The mediation request may be made concurrently with the pendency of the arbitration, and if so issued, will stay the pending arbitration for sixty days from the date of the filing of the request, unless stayed longer by agreement of the parties or arbitrator order. The mediation shall be held in San Antonio, Bexar County, Texas. Any written agreements resulting from the mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. All discovery shall be conducted pursuant to the International Bar Association Rules on Taking of Evidence (https://www.ibanet.org). Additionally, discovery shall be strictly limited to the following discovery during the arbitration proceedings: (i) one (1) set of requests for production limited to five (5) individual requests; (ii) two (2) depositions per party limited to one (1) day per deposition; and (iii) one (1) set of interrogatories of ten (10) individual questions. All information produced or disclosed during the arbitration shall be used solely for the prosecution or defense of the claim and shall not be used for other purposes. The parties will enter into a confidentiality agreement regarding such discovery prior to propounding or scheduling any discovery if so requested.

The arbitrator selected shall be selected pursuant to the rules of the AAA. All arbitration shall be held in San Antonio, Bexar County Texas unless the parties mutually agree on an alternative location. All communications during or in connection with the arbitration proceedings are privileged and confidential. Awards shall include the arbitrator’s written reasoned opinion. Resolution of all disputes shall be based solely upon the law governing the claims and defenses pleaded, and the arbitrator may not invoke any basis (including but not limited to, notions of “just cause”) other than controlling law. The arbitrator shall order a hearing within sixty (60) days of the request for arbitration and shall render a final decision within ninety (90) days from the hearing date.

All claims brought under this binding arbitration provision shall be brought in the individual capacity of The SALT Group® or Client. This binding arbitration provision shall not be construed to allow or permit the consolidation or joinder of other claims or controversies involving any other parties, or permit such claims or controversies to proceed as a class action, collective action, private attorney general action or any similar representative action. No arbitrator shall have the authority under this provision to order any such class or representative action. By agreeing to any contract containing this provision, The SALT Group® and Client are agreeing to waive any substantive or procedural rights that either may have to bring an action on a class, collective, private attorney general, representative or other similar basis.

This provision shall be the sole provision between The SALT Group® and Client regarding dispute resolution. If there is a conflict between this provision and any contract to which is it incorporated, any conflict shall be resolved in favor of this provision. If any term or clause, or portion of this provision is declared void or unenforceable it shall be severed and the remainder of this provision shall be enforceable.

 

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Arbitration Provision