Common use of Alternative Dispute Resolution Procedures Clause in Contracts

Alternative Dispute Resolution Procedures. 11.1 Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee shall be referred to as the "Submission Date." The Operating Committee representatives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days after the Submission Date. (c) If the Operating Committee representatives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty (60) Days after the submission date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section 1 ET SEQ., and will not be governed by the arbitration acts, statutes or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer or employee of either Party, or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, or its Affiliates, within the preceding three (3) Years; or an owner of any of the common stock of either Party or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, exemplary or consequential damages. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties arising out of or relating to this Agreement; PROVIDED, HOWEVER, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.

Alternative Dispute Resolution Procedures. 11.1 Any dispute, controversy or claim All disputes between the Parties arising out of or related to this Agreement (except those that arise under Sections 12.1, 12.2, and 14) shall be resolved as follows: 18.1 Before invoking any proceeding involving the Arbitrator or Mediator and subject to Sections 5.2(c) and 5.3(b), a Party must provide written notice of a dispute (“Dispute Notice”) to the other Parties, setting out the dispute in reasonable detail, and within ten (10) Business Days following transmission of the Dispute Notice representatives for each Party with authority to settle disputes (subject to Board approval) under this Agreement shall have at least one substantive meeting in person or by telephone and attempt to settle any dispute. 18.2 Should direct negotiations not resolve any dispute in the thirty (30) days following transmission of the Dispute Notice, the Parties shall submit all disputes arising under or relating to this AgreementAgreement (except those that arise under Sections 12.1, 12.2, and 14) before a single Mediator on an expedited basis, which shall be initiated by providing written notice of a mediation (“Mediation Notice”) to the other Parties and the Mediator, that describes the dispute(s); any Party may reply to the Mediation Notice within five (5) Business Days. After receipt of a Mediation Notice, the Mediator shall have the discretion to request limited submissions on any issues submitted to the Mediator. Within fifteen (15) days following transmission of a Mediation Notice, representatives for each Party with authority to settle disputes under this Agreement shall have at least one substantive meeting with the Mediator in person or by telephone and attempt to settle any dispute(s); provided that if the breach or performance hereof, including, but dispute has not limited tobeen resolved within thirty (30) days following the transmission of a Mediation Notice, any mediation under this Section shall then terminate unless otherwise agreed by the Parties. 18.3 Should mediation not resolve the dispute, the Parties shall arbitrate all disputes concerning the interpretation of the terms arising under or relating to this Agreement (except those that arise under Sections 12.1, 12.2, and provisions hereof14) before a single Arbitrator on an expedited basis, which shall be resolved through initiated by filing a demand with the use of Arbitrator (“Arbitration Demand”) that describes the following proceduresdispute(s); any Party may reply to the Arbitration Demand within ten (10) Business Days. Any arbitration under this Section shall be conducted as follows: (a) The Parties will initially attempt in good faith to resolve any disputesAny arbitration shall be conducted through affidavits, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any disputewith no live direct testimony, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim which shall be submitted to by the Operating Committee with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee in their consideration initiating Party thirty (30) days following filing of the issues presented. The date Arbitration Demand, and by the matter is first submitted to the Operating Committee shall be referred to as the "Submission Date." The Operating Committee representatives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, responding Party or claim presented to it within Parties forty-five (45) Days after days following filing of the Submission DateArbitration Demand. CONFIDENTIAL TREATMENT REQUESTED. (b) The Arbitrator shall have the discretion to request limited submissions on any issues submitted to the Arbitrator. In any such submissions requested by the Arbitrator, except to the extent applicable law mandates the contrary, no Party shall assert any mediation or settlement privilege for communications or documents prepared by a Party or jointly by the Parties in connection with the 1998 mediation between API/BAT and NCR, the 1999 mediation among members of the Fox River Group, the 2011 mediation among parties identified by the government as potentially responsible for cleaning up the Fox River, the 2012 mediation between API and NCR, and the 2014 mediation among NCR, API, BAT and Windward. (c) If the Operating Committee representatives canThe Arbitrator shall not so resolve hear any disputeclaims or disputes concerning payments under Sections 4, controversy5, 6, or claim submitted 10 unless the Party disputing an obligation to it within forty-five (45) Days after make a payment under those Sections has made the Submission Datepayment disputed under those Sections, provided that with regard to payments under Section 6, the Parties shall attempt Arbitrator may hear a claim or dispute that the amount of Section 6 Payments was calculated in good faith to settle error as long as the matter by submitting party raising the claim or dispute has paid the amount not in dispute, controversy or claim to mediation within sixty (60) Days after the submission date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If Upon the matter has not been resolved pursuant request of any Party in a dispute, and provided that all Parties are entitled to make submissions to the aforesaid mediation procedure within thirty (30) Days Arbitrator supporting or opposing such request, the Arbitrator shall have the discretion to order that the Arbitration Decision be released from the “locked box” as set forth in Section 2.1. Nothing in this subsection shall limit the power of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") Arbitrator to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section 1 ET SEQ., and will not be governed by the arbitration acts, statutes or rules of order any other jurisdictionaction or award any other remedy under this Section 18. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement All decisions of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party Arbitrator shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer or employee of either Party, or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, or its Affiliates, within the preceding three (3) Years; or an owner of any of the common stock of either Party or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall issued not have the authority to award punitive, exemplary or consequential damages. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment days following filing of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7Arbitration Demand, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submittedParties. The cost Any decisions of the hearing Arbitrator shall be shared equally reflected in an award in writing, signed by the PartiesArbitrator, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to executed in the fullest extent permitted manner required by law. Unless otherwise mutually agreed by the Parties in writing, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees Arbitrator need not render a reasoned award unless the Arbitrator determines that a final determination in reasoned award is appropriate. (f) A Party may seek to enter judgment on any such arbitration proceedings shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators may Arbitrator under Section 18.3(e) at any time after the award is rendered, which judgment shall be entered in any court having jurisdiction thereofaccordance with Section 24. (g) If a dispute arises under Sections 2.2, 8, 12.3 and 15.1 (each of which is an “English Law Dispute”), the Arbitrator shall: (1) request that a report (the “English Law Expert Report”) be prepared by M▇▇▇▇▇▇ ▇▇▇▇▇▇▇ QC (the “English Law Expert”) advising the Arbitrator as to the principles of English Law that CONFIDENTIAL TREATMENT REQUESTED. 40 (2) provide a copy of the English Law Expert Report to the Parties to the dispute and provide such Parties the opportunity to comment or otherwise challenge conclusions in the English Law Expert Report; (3) request that the English Law Expert advise the Arbitrator as to how English law would apply to the dispute at issue; and (4) and issue an award determining the English Law Dispute in consultation with the English Law Expert. The prevailing Party Arbitrator, in determining the dispute, will incorporate the English Law Expert Report to form the legal basis of the award, unless the Arbitrator considers that there are good reasons not to do so. 18.4 The Mediator designated by the Parties under this Section shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating R▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Williston Professor of Law, Harvard Law School, H▇▇▇▇▇ H▇▇▇ 416, Cam▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇r if such Mediator is unavailable, the Parties shall designate an alternative Mediator by mutual agreement. In the absence of agreement, the matter shall be submitted to the enforcement or collection Judicial Arbitration and Mediation Services office in New York, New York, which shall in each case determine the designation of any award or judgment rendered by the arbitration panel under Mediator in its discretion, subject to the provisions of Section 18 of this Agreement. (h) All deadlines specified herein may 18.5 The Arbitrator designated by the Parties under this Section shall be extended Judge B▇▇▇▇▇▇ ▇. ▇▇▇▇▇, or if such Arbitrator is unavailable, the Parties shall designate an alternative Arbitrator by mutual written agreement agreement. In the absence of agreement, the matter shall be submitted to the Judicial Arbitration and Mediation Services office in New York, New York, which shall in each case determine the designation of the Parties. The procedures specified herein Arbitrator in its discretion, subject to the provisions of Section 18 of this Agreement. 18.6 For any mediation or arbitration conducted under this Section 18, the costs of such mediatior and/or arbitrator shall be the sole and exclusive procedures for the resolution of disputes borne equally between the Parties arising out of or relating to this Agreement; PROVIDED, HOWEVER, that a Party may seek a preliminary injunction or other preliminary judicial relief if participating in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitationmediation and/or arbitration.

Alternative Dispute Resolution Procedures. 11.1 Any dispute, controversy or claim arising out of or relating to this Partnership Agreement, or the breach or of performance hereof, including, including but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, but excluding any matter which is within the exclusive jurisdiction of, and is decided by, a regulatory agency having jurisdiction over the Partnership with respect to such matter, shall be resolved through the use of the following proceduresprocedures or any other procedures mutually agreed to in writing by each of the Partners: (a) The Parties parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Partnership Committee with such explanation or documentation as the Parties deem appropriate to aid the Operating Partnership Committee in their consideration of the issues presented. The date the matter is first submitted to the Operating Partnership Committee shall be referred to as the "Submission Date." The Operating Partnership Committee representatives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days days after the Submission Date. (c) If the Operating Partnership Committee representatives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty (60) Days days after the submission date Submission Date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties to the controversy unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days days of the initiation of such procedure, or if either Party Partner will not participate in such mediation, either Party Partner may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section (S) 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing PartyPartner's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party Partner shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select elect the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is was named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party Partner shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied regulated oil or liquid petroleum gas, natural gas liquids, or petroleum refining pipeline industry to decide the issues presented for arbitration. No arbitrator shall be: be a current or former director, officer or employee of either PartyPartner, or its Affiliatesaffiliates; an attorney (or member of a law firm) who has rendered legal services to either Partyany Partner, or its Affiliatesaffiliates, within the preceding three (3) Yearsyears; or an owner of any of the common stock of either Party Partner or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days days following the appointment of the third arbitrator. The arbitration proceedings shall be held in Houston, Texas at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party Partner shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. After the presentation of the evidence has concluded, each Partner shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. If the issue under consideration is limited to a determination of an amount of money owed by one Partner to the other, the arbitration panel shall be charged to select from the two proposals the one which the panel finds to be the most reasonable and consistent with the terms and conditions of this Agreement, and the arbitration panel shall not average the Parties' proposals or otherwise craft its own remedy. The arbitration panel shall not have the authority to award punitive, exemplary or consequential damages. The arbitrators' decision must be rendered within thirty (30) Days days following the conclusion of the hearing or submission of the evidence, but no later than ninety (90) Days 90 days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party Partner shall be responsible for its own expenses and those of its counsel or other representatives. Each Party Partner hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings proceeding shall be conclusive and binding upon each PartyPartner. Judgment on the award rendered by the arbitrators arbitrator may be entered in any court having jurisdiction thereof. The prevailing Party Partner shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties arising out of or relating to this Agreement; PROVIDEDprovided, HOWEVERhowever, that a Party Partner may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, including without limitation, contractual limitation periods provided for in this Agreement Agreement, shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.

Alternative Dispute Resolution Procedures. 11.1 13.1 Any dispute, controversy or claim arising out of or relating to this Agreement, (except in connection with the exercise of any termination rights under Sections 5.2(a) and 5.3(a), which termination rights shall be absolute and unfettered), or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee senior executives of the Parties (the “Senior Executives”) with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee Senior Executives in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee Senior Executives shall be referred to as the "“Submission Date." ” The Operating Committee representatives Senior Executives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five ten (4510) Days after the Submission Date. (c) If the Operating Committee representatives Senior Executives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five ten (4510) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty twenty (6020) Days after the submission date Submission Date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Datemediator, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("“JAMS"”) in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "“Arbitration Notice"”) to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section § 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes statutes, or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's ’s arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is was named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, electric and natural gas liquids, or petroleum refining retail marketing industry to decide the issues presented for arbitration. No arbitrator shall be: (i) a current or former director, officer officer, or employee of either Party, Party or its Affiliates; (ii) an attorney (or member of a law firm) who has rendered legal services to either Party, Party or its Affiliates, Affiliates within the preceding three (3) Yearsyears; or (iii) an owner of any of the common stock Voting Interest of either Party Party, or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, (i) punitive or exemplary damages or (ii) consequential damages, except as expressly provided herein. The arbitrators' ’ decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings proceeding shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators arbitrator may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' ’ fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreementagreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties parties arising out of or relating to this Agreement; PROVIDEDprovided, HOWEVERhowever, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement Agreement, shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.

Alternative Dispute Resolution Procedures. 11.1 13.1 Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee senior executives of the Parties (the "Senior Executives") with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee Senior Executives in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee Senior Executives shall be referred to as the "Submission Date." The Operating Committee representatives Senior Executives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days after the Submission Date. (c) If the Operating Committee representatives Senior Executives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty (60) Days after the submission date Submission Date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section ' 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes statutes, or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is was named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining natural gas liquids industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer officer, or employee of either Party, Party or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, Party or its Affiliates, Affiliates within the preceding three (3) Years; or an owner of any of the common stock of either Party Party, or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-pre- hearing statements of position and legal authority, but no post-post- hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, (i) punitive or exemplary damages or (ii) consequential damages, except as expressly provided herein. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding price or any redetermination thereof under Article V or the value selection of transferred LPG Cars an Alternate Index under Section 3.4(h)(vii) or fee redeterminations under Article 75.3, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings proceeding shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators arbitrator may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreementagreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties parties arising out of or relating to this Agreement; PROVIDEDprovided, HOWEVERhowever, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement Agreement, shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.

Alternative Dispute Resolution Procedures. 11.1 13.1 Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee senior executives of the Parties (the "Senior Executives") with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee Senior Executives in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee Senior Executives shall be referred to as the "Submission Date." The Operating Committee representatives Senior Executives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days after the Submission Date. (c) If the Operating Committee representatives Senior Executives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty (60) Days after the submission date Submission Date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section (S) 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes statutes, or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is was named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer officer, or employee of either Party, Party or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, Party or its Affiliates, Affiliates within the preceding three (3) Years; or an owner of any of the common stock of either Party Party, or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-pre- hearing statements of position and legal authority, but no post-post- hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, (i) punitive or exemplary damages or (ii) consequential damages, except as expressly provided herein. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties arising out of or relating to this Agreement; PROVIDED, HOWEVER, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.the

Alternative Dispute Resolution Procedures. 11.1 4.1 Any dispute, controversy or claim arising out of or relating to this Agreement, Agreement or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee senior executives of the Parties (the “Senior Executives”) with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee Senior Executives in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee Senior Executives shall be referred to as the "“Submission Date." ” The Operating Committee representatives Senior Executives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five ten (4510) Days after the Submission Date. (c) If the Operating Committee representatives Senior Executives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five ten (4510) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty twenty (6020) Days after the submission date Submission Date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Datemediator, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("“JAMS"”) in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "“Arbitration Notice"”) to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section § 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes statutes, or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's ’s arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is was named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, electric and natural gas liquids, or petroleum refining retail marketing industry to decide the issues presented for arbitration. No arbitrator shall be: (i) a current or former director, officer officer, or employee of either Party, Party or its Affiliates; (ii) an attorney (or member of a law firm) who has rendered legal services to either Party, Party or its Affiliates, Affiliates within the preceding three (3) Yearsyears; or (iii) an owner of any of the common stock Voting Interest of either Party Party, or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, (i) punitive or exemplary damages or (ii) consequential damages, except as expressly provided herein. The arbitrators' ’ decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings proceeding shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators arbitrator may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' ’ fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreementagreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties parties arising out of or relating to this Agreement; PROVIDEDprovided, HOWEVERhowever, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement Agreement, shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.

Alternative Dispute Resolution Procedures. 11.1 Any dispute, Each of the Parties hereto will attempt in good faith to resolve any controversy or claim arising out of or relating to this Agreement, or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the Agreement promptly by use of the following procedures, in the order listed: (a) A. Any dispute arising out of or relating to this Agreement shall be resolved in accordance with the procedures specified in this Section 22, which shall be the sole and exclusive procedures for the resolution of any such disputes, and the Parties hereby expressly waive all rights to have any such disputes heard before a court of law, except the right to enforce an arbitration award as described hereinafter. B. The Parties will initially shall attempt in good faith to resolve any disputes, controversy or claim dispute arising out of or relating to this Agreement. Agreement promptly by negotiation between executives who have authority to settle the controversy and who are at a higher level of management than the persons with direct responsibility for administration of this contract. Any Party may give the other Party written notice of any dispute (a "Dispute Notice") not resolved in the normal course of business. Within 15 days after delivery of a Dispute Notice, the receiving Party shall submit to the other a written response. The Dispute Notice and the response shall include (a) a statement of each Party's position and a summary of arguments supporting that position, and (b) Should the name and title of the executive who will represent that Party and of any other person who will accompany the executive. Within 30 days after delivery of the disputing Party's Dispute Notice, the executives of both Parties shall meet at a mutually acceptable time and place, and thereafter as often as they reasonably deem necessary, to attempt to resolve the dispute. All reasonable requests for information made by one Party to the other will be honored. All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. C. If the dispute has not been resolved by negotiation within 45 days after delivery of the disputing Party's Dispute Notice, or if the Parties directly involved in any dispute, controversy or claim be unable failed to resolve same meet within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee shall be referred to as the "Submission Date." The Operating Committee representatives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days after the Submission Date. (c) If the Operating Committee representatives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days after the Submission Date30 days, the Parties shall attempt in good faith endeavor to settle the matter dispute by submitting mediation under the disputethen current CPR Mediation Procedure. Unless otherwise agreed, controversy or claim to mediation within sixty (60) Days after the submission date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon will select a mediator within seventy-five (75) Days after from the Submission DateCPR Panels of Distinguished Neutrals, the case cost of which shall be referred for mediation to shared equally by the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writingParties. (d) If D. Any dispute arising out of or relating to this contract including the matter breach, termination or validity thereof which has not been resolved pursuant to the aforesaid mediation by a non-binding procedure as provided herein within thirty (30) Days of 90 days after the initiation of such procedure, or shall be settled by arbitration in accordance with the CPR Rules for Non-Administered Arbitration in effect on the date of this agreement, by three arbitrators, none of whom shall be appointed by either Party; provided, however, that if either Party will not participate Participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section 1 ET SEQ., and will not be governed by the arbitration acts, statutes or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Noticenon-binding procedure, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is named. Should the two arbitrators fail to agree on the selection initiate arbitration before expiration of the third arbitratorabove period; provided further, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer or employee of either Party, or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, or its Affiliates, within the preceding three (3) Years; or an owner of any of the common stock of either Party or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a sitehowever, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, exemplary or consequential damages. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such The arbitration proceedings shall be conclusive governed by the Federal Arbitration Act, 9 U.S.C. Sections 1-16, and binding judgment upon each Party. Judgment on the award rendered by the arbitrators arbitrator(s) may be entered in by any court having jurisdiction thereof. The prevailing Party place of arbitration shall be entitled Houston, Texas. The arbitrator(s) are not empowered to recover reasonable attorneys' fees award damages in excess of compensatory damages and court costs each Party expressly waives and foregoes any right to punitive, exemplary or similar damages unless a statute requires that compensatory damages be increased in any court proceeding relating specified manner. E. The statute of limitations of the State of Texas applicable to the enforcement commencement of a lawsuit shall apply to the commencement of an arbitration hereunder, except that no defenses shall be available based upon the passage of time during any negotiation or collection of any award or judgment rendered mediation called for by the arbitration panel under preceding paragraphs of this Agreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein Section 22, which shall be deemed to have commenced on the sole and exclusive procedures for date the resolution of disputes between receiving Party received a Dispute Notice from the Parties arising out of or relating to this Agreement; PROVIDED, HOWEVER, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitationdisputing Party.

Alternative Dispute Resolution Procedures. 11.1 Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach or performance hereof, including, but not limited to, any disputes concerning the interpretation of the terms and provisions hereof, shall be resolved through the use of the following procedures: (a) The Parties will initially attempt in good faith to resolve any disputes, controversy or claim arising out of or relating to this Agreement. (b) Should the Parties directly involved in any dispute, controversy or claim be unable to resolve same within a reasonable period of time, such dispute, controversy or claim shall be submitted to the Operating Committee with such explanation or documentation as the Parties deem appropriate to aid the Operating Committee in their consideration of the issues presented. The date the matter is first submitted to the Operating Committee shall be referred to as the "Submission Date." The Operating Committee representatives shall attempt in good faith, through the process of discussion and negotiation, to resolve any dispute, controversy, or claim presented to it within forty-five (45) Days after the Submission Date. (c) If the Operating Committee representatives cannot so resolve any dispute, controversy, or claim submitted to it within forty-five (45) Days after the Submission Date, the Parties shall attempt in good faith to settle the matter by submitting the dispute, controversy or claim to mediation within sixty (60) Days after the submission date using any mediator upon which they mutually agree. If the Parties are unable to mutually agree upon a mediator within seventy-five (75) Days after the Submission Date, the case shall be referred for mediation to the office of Judicial Arbitration and Mediation Services, Inc. ("JAMS") in Houston, Texas. The cost of the mediator will be split equally between the Parties unless they agree otherwise in writing. (d) If the matter has not been resolved pursuant to the aforesaid mediation procedure within thirty (30) Days of the initiation of such procedure, or if either Party will not participate in such mediation, either Party may request that the matter be resolved through arbitration by submitting a written notice (the "Arbitration Notice") to the other. Any arbitration that is conducted hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. Section (S) 1 ET SEQet seq., and will not be governed by the arbitration acts, statutes or rules of any other jurisdiction. (e) The Arbitration Notice shall name the noticing Party's arbitrator and shall contain a statement of the issue(s) presented for arbitration. Within fifteen (15) Days of receipt of an Arbitration Notice, the other Party shall name its arbitrator by written notice to the other and may designate any additional issue(s) for arbitration. The two named arbitrators shall select the third arbitrator within fifteen (15) Days after the date on which the second arbitrator is named. Should the two arbitrators fail to agree on the selection of the third arbitrator, either Party shall be entitled to request the Senior Judge of the United States District Court for the Southern District of Texas to select the third arbitrator. All arbitrators shall be qualified by education or experience within the liquefied petroleum gas, natural gas liquids, or petroleum refining industry to decide the issues presented for arbitration. No arbitrator shall be: a current or former director, officer or employee of either Party, or its Affiliates; an attorney (or member of a law firm) who has rendered legal services to either Party, or its Affiliates, within the preceding three (3) Years; or an owner of any of the common stock of either Party or its Affiliates. (f) The three arbitrators shall commence the arbitration proceedings within twenty-five (25) Days following the appointment of the third arbitrator. The arbitration proceedings shall be held at a mutually acceptable site and if the Parties are unable to agree on a site, the arbitrators shall select the site. The arbitrators shall have the authority to establish rules and procedures governing the arbitration proceedings. Each Party shall have the opportunity to present its evidence at the hearing. The arbitrators may call for the submission of pre-hearing statements of position and legal authority, but no post-hearing briefs shall be submitted. The arbitration panel shall not have the authority to award punitive, exemplary or consequential damages. The arbitrators' decision must be rendered within thirty (30) Days following the conclusion of the hearing or submission of evidence, but no later than ninety (90) Days after the appointment of the third arbitrator. With respect to disputes regarding the value of transferred LPG Cars under Section 3.4(h)(vii) or fee redeterminations under Article 7, each Party shall submit to the arbitration panel a final offer of its proposed resolution of the dispute. A majority of the arbitrators shall approve the final offer of one Party without modification, and reject the offer of the other Party. (g) The decision of the arbitrators or a majority of them, shall be in writing and shall be final and binding upon the Parties as to the issue(s) submitted. The cost of the hearing shall be shared equally by the Parties, and each Party shall be responsible for its own expenses and those of its counsel or other representatives. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any objection it may have to the arbitrability of any such disputes, controversies or claims and further agrees that a final determination in any such arbitration proceedings shall be conclusive and binding upon each Party. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. The prevailing Party shall be entitled to recover reasonable attorneys' fees and court costs in any court proceeding relating to the enforcement or collection of any award or judgment rendered by the arbitration panel under this Agreement. (h) All deadlines specified herein may be extended by mutual written agreement of the Parties. The procedures specified herein shall be the sole and exclusive procedures for the resolution of disputes between the Parties arising out of or relating to this Agreement; PROVIDEDprovided, HOWEVERhowever, that a Party may seek a preliminary injunction or other preliminary judicial relief if in its judgment such action is necessary to avoid irreparable damage. Despite such action, the Parties will continue to participate in good faith in the procedures specified herein. All applicable statutes of limitation, including, without limitation, contractual limitation periods provided for in this Agreement shall be tolled while the procedures specified in this Section 11 are pending. The Parties will take all actions, if any, necessary to effectuate the tolling of any applicable statutes of limitation.