Common use of Governing Law; Dispute Resolution Clause in Contracts

Governing Law; Dispute Resolution. 4.1 This Agreement and the obligations hereunder shall be governed by and construed in accordance with the Laws of the People’s Republic of China without giving effect to its principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of the Laws of another jurisdiction 4.2 In the event of any dispute, controversy, or claim between the Parties arising out of or relating to the breach, termination or validity of this Agreement (“Dispute”), upon request of either party, the parties shall try to settle the Dispute amicably among themselves. Relevant party may initiate such informal dispute resolution by sending written notice of the Dispute to the other party, and as soon as practicable after the receipt of such notice, the parties, or senior management (if applicable) as the representatives of such parties shall meet and attempt to reach such resolution by good faith negotiations. If the parties are unable to resolve promptly such Dispute within forty-five (45) days of the receipt of such written notice, such Dispute shall be submitted by either party to arbitration administered by the China International Economic and Trade Arbitration Commission (“CIETAC”) under the arbitration rules of CIETAC (the “Rule”) in force when the notice of arbitration is submitted by a party. 4.3 The place of arbitration shall be in Beijing. The arbitration tribunal shall consist of three arbitrators appointed in accordance with the Rule. 4.4 The arbitration shall be conducted in Chinese. The arbitration tribunal shall be entitled to determine the payment to be made by the losing party and the payment to be made by a party due to its substantial incompliance of the Rule or any provision under this Section 9. Such payment, as determined by the arbitration tribunal in its sole discretion, may include the legal fee incurred to the winning party. 4.5 The awards rendered by the arbitrators pursuant to this Section 9 shall be non-appealable, final, binding and conclusive on the parties to such Dispute. 4.6 The Parties understand and agree that this provision regarding arbitration shall not prevent any of them from pursuing injunctive relief in a judicial forum pending arbitration in order to compel the other side to comply with this provision, to preserve the status quo prior to the invocation of arbitration under this provision, or to prevent or halt actions that may result in irreparable harm. A request for an injunctive relief shall not waive this arbitration provision.

Governing Law; Dispute Resolution. 4.1 (a) This Agreement and the obligations hereunder rights and duties of the Parties hereto shall be governed by and construed in accordance with and governed by the Laws of the People’s Republic of China without giving effect to its principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of the Laws of another jurisdictionHong Kong. 4.2 In the event of any dispute, controversy, or claim between the Parties (b) All disputes arising out of or relating to the breach, termination or validity of in connection with this Agreement (“Dispute”), upon request of either party, the parties shall try to settle the Dispute amicably among themselves. Relevant party may initiate such informal dispute resolution by sending written notice be finally settled under Hong Kong International Arbitration Centre Administered Arbitration Rules of the Dispute to the other party, and as soon as practicable after the receipt of such notice, the parties, or senior management (if applicable) as the representatives of such parties shall meet and attempt to reach such resolution by good faith negotiations. If the parties are unable to resolve promptly such Dispute within forty-five (45) days of the receipt of such written notice, such Dispute shall be submitted by either party to arbitration administered by the China Hong Kong International Economic and Trade Arbitration Commission (“CIETAC”) under the arbitration rules of CIETAC Centre (the “RuleRules”) in force when the notice of arbitration is submitted by a party. 4.3 The place of arbitration shall be in Beijing. The arbitration tribunal shall consist of three arbitrators appointed in accordance with the Rule. 4.4 Rules. The place of arbitration shall be conducted in ChineseHong Kong. The languages of arbitration tribunal shall be entitled to determine English and Chinese, which shall be given equal effect. The arbitrators shall render their award within six months after the payment constitution of the tribunal, unless the tribunal determines that the interest of justice requires that such limit be extended. The arbitrators shall award only such damages as are permitted to be made by the losing party and the payment to be made by a party due to its substantial incompliance of the Rule or any provision under this Section 9. Such payment, as determined by the arbitration tribunal in its sole discretion, may include the legal fee incurred to the winning party. 4.5 The awards rendered by the arbitrators awarded pursuant to this Section 9 Agreement. Except as set forth below, the arbitral award shall be non-appealable, final, binding and conclusive on incontestable and judgment thereon may be entered in any court of competent jurisdiction. The parties hereby expressly agree that sections 5, 6 and 7 of Schedule 2 to the Arbitration Ordinance (Chapter 609 of the Laws of Hong Kong) are to apply. Nothing in this Agreement shall prevent either party from seeking provisional measures (including preliminary injunctive relief) from any court of competent jurisdiction, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate. The parties undertake to such Disputekeep confidential all awards in their arbitration, together with all materials in the proceedings created for the purpose of the arbitration and all other documents produced by the other party in the proceedings not otherwise in the public domain, save and to the extent that disclosure may be required of a party by legal duty, to protect or pursue a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority. 4.6 The Parties understand and agree that this provision regarding arbitration shall not prevent any of them from pursuing injunctive relief in a judicial forum pending arbitration in order to compel the other side to comply with this provision(c) EACH PARTY HEREBY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING AND/OR TO ENFORCE AN AWARD PURSUANT TO SECTIONS 11.08(B) OR 11.09 OR TO DEFEND ANY RIGHT, to preserve the status quo prior to the invocation of arbitration under this provisionPOWER, or to prevent or halt actions that may result in irreparable harmOR REMEDY UNDER OR IN CONNECTION WITH THIS AGREEMENT OR UNDER OR IN CONNECTION WITH ANY AMENDMENT, INSTRUMENT, DOCUMENT, OR AGREEMENT DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH OR ARISING FROM ANY RELATIONSHIP EXISTING IN CONNECTION WITH THIS AGREEMENT. THE TERMS AND PROVISIONS OF THIS SECTION CONSTITUTE A request for an injunctive relief shall not waive this arbitration provisionMATERIAL INDUCEMENT FOR THE PARTIES ENTERING INTO THIS AGREEMENT.

Governing Law; Dispute Resolution. 4.1 (a) This Agreement and the obligations hereunder rights and duties of the Parties hereto shall be governed by and construed in accordance with and governed by the Laws of the People’s Republic of China without giving effect to its principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of the Laws of another jurisdictionHong Kong. 4.2 In the event of any dispute, controversy, or claim between the Parties (b) All disputes arising out of or relating to the breach, termination or validity of in connection with this Agreement (“Dispute”), upon request of either party, the parties shall try to settle the Dispute amicably among themselves. Relevant party may initiate such informal dispute resolution by sending written notice be finally settled under Hong Kong International Arbitration Centre Administered Arbitration Rules of the Dispute to the other party, and as soon as practicable after the receipt of such notice, the parties, or senior management (if applicable) as the representatives of such parties shall meet and attempt to reach such resolution by good faith negotiations. If the parties are unable to resolve promptly such Dispute within forty-five (45) days of the receipt of such written notice, such Dispute shall be submitted by either party to arbitration administered by the China Hong Kong International Economic and Trade Arbitration Commission (“CIETAC”) under the arbitration rules of CIETAC Centre (the “RuleRules”) in force when the notice of arbitration is submitted by a party. 4.3 The place of arbitration shall be in Beijing. The arbitration tribunal shall consist of three arbitrators appointed in accordance with the Rule. 4.4 Rules. The place of arbitration shall be conducted in ChineseHong Kong. The languages of arbitration tribunal shall be entitled to determine English and Chinese, which shall be given equal effect. The arbitrators shall render their award within six months after the payment constitution of the tribunal, unless the tribunal determines that the interest of justice requires that such limit be extended. The arbitrators shall award only such damages as are permitted to be made by the losing party and the payment to be made by a party due to its substantial incompliance of the Rule or any provision under this Section 9. Such payment, as determined by the arbitration tribunal in its sole discretion, may include the legal fee incurred to the winning party. 4.5 The awards rendered by the arbitrators awarded pursuant to this Section 9 Agreement. Except as set forth below, the arbitral award shall be non-appealable, final, binding and conclusive on incontestable and judgment thereon may be entered in any court of competent jurisdiction. The parties hereby expressly agree that sections 5, 6 and 7 of Schedule 2 to the Arbitration Ordinance (Chapter 609 of the Laws of Hong Kong) are to apply. Nothing in this Agreement shall prevent either party from seeking provisional measures (including preliminary injunctive relief) from any court of competent jurisdiction, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate. The parties undertake to such Disputekeep confidential all awards in their arbitration, together with all materials in the proceedings created for the purpose of the arbitration and all other documents produced by the other party in the proceedings not otherwise in the public domain, save and to the extent that disclosure may be required of a party by legal duty, to protect or pursue 51 SV\1617695.10 a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority. 4.6 The Parties understand and agree that this provision regarding arbitration shall not prevent any of them from pursuing injunctive relief in a judicial forum pending arbitration in order to compel the other side to comply with this provision(c) EACH PARTY HEREBY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING AND/OR TO ENFORCE AN AWARD PURSUANT TO SECTIONS 11.08(B) OR 11.09 OR TO DEFEND ANY RIGHT, to preserve the status quo prior to the invocation of arbitration under this provisionPOWER, or to prevent or halt actions that may result in irreparable harmOR REMEDY UNDER OR IN CONNECTION WITH THIS AGREEMENT OR UNDER OR IN CONNECTION WITH ANY AMENDMENT, INSTRUMENT, DOCUMENT, OR AGREEMENT DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH OR ARISING FROM ANY RELATIONSHIP EXISTING IN CONNECTION WITH THIS AGREEMENT. THE TERMS AND PROVISIONS OF THIS SECTION CONSTITUTE A request for an injunctive relief shall not waive this arbitration provisionMATERIAL INDUCEMENT FOR THE PARTIES ENTERING INTO THIS AGREEMENT.

Governing Law; Dispute Resolution. 4.1 2.6.1 This Agreement and the obligations hereunder shall be governed by and construed in accordance with the Laws of the People’s Republic of China without giving effect to its principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of the Laws of another jurisdictionChina. 4.2 2.6.2 In the event of any dispute, controversy, or claim between among the Parties parties arising out of or relating to the breach, termination or validity of this Agreement (“Dispute”), upon request of either any party, the parties shall try to settle the Dispute amicably among themselves. Relevant party may initiate such informal dispute resolution by sending written notice of the Dispute dispute to the other partyparties, and as soon as practicable after the receipt of such notice, the partiesappropriate senior management, or senior management (if applicable) as the representatives of such the parties shall meet and attempt to reach such resolution by good faith negotiations. If the parties such representatives are unable to resolve promptly such Dispute within forty-five (45) days of the receipt of such written notice, such Dispute shall be submitted by either party any of the parties to arbitration administered by the China International Economic and Trade Arbitration Commission (“CIETAC”) under the arbitration rules of CIETAC (the “Rule”) in force when the notice of arbitration is submitted by a party. 4.3 2.6.3 The place of arbitration shall be in Beijing. The arbitration tribunal shall consist of three arbitrators appointed in accordance with the Rule. 4.4 2.6.4 The arbitration shall be conducted in Chinese. The arbitration tribunal shall be entitled to determine the payment to be made by the losing party and the payment to be made by a party due to its substantial incompliance of the Rule or any provision under this Section 92.6. Such payment, as determined by the arbitration tribunal in its sole discretion, may include the legal fee incurred to the winning party. 4.5 2.6.5 The awards rendered by the arbitrators pursuant to this Section 9 2.6 shall be non-appealable, final, binding and conclusive on the parties to such Dispute. 4.6 The Parties understand and agree that this provision regarding arbitration shall not prevent any of them from pursuing injunctive relief in a judicial forum pending arbitration in order to compel the other side to comply with this provision, to preserve the status quo prior to the invocation of arbitration under this provision, or to prevent or halt actions that may result in irreparable harm. A request for an injunctive relief shall not waive this arbitration provision.