Common use of Internal Escalation Clause in Contracts

Internal Escalation. Any disputes related to performance of the obligations outlined in this Contract that the Ministry Representative and the BRI Representative are otherwise unable to resolve will be addressed through the following process (and, for clarity, neither BRI nor the Ministry shall be entitled to exercise a termination right pursuant to section 6.1(b), section 6.1(c), section 6.1(e), section 6.5(a), section 6.5(d) or section 6.5(e) of the Contract in respect of a default in respect of which either BRI or the Ministry initiates the following escalation process unless such default continues following completion or other abandonment of such process or failure to complete the process in accordance with the terms herein specified): 1. The Ministry or BRI, as applicable, initiates escalation process (the “Initiator”) by providing written notice to their counterpart (i.e. Ministry Representative informs BRI Representative) that the Initiator intends to pursue this dispute resolution process. 2. Within three (3) Business Days of providing notice to their counterpart, the Initiator drafts a complete description of the issue including the preferred solution (the “Issue”) and circulates it to their counterpart. 3. Within three (3) Business Days of the counterpart having received the Issue, the Ministry Representative and the BRI Representative must meet for an Issue resolution conference (the “Escalation Meeting”). 4. If the Ministry Representative and the BRI Representative come to an agreement on the resolution of the Issue, they jointly document the corrective action. 5. If the Ministry Representative and the BRI Representative are unable to come to agreement on the resolution of the Issue within five (5) Business Days of the counterpart originally receiving the Issue, then they must forward the Issue including the minutes from the Escalation Meeting (which should clearly document the Issue, proposed corrective action, reason for inability to agree and other relevant information) to the Deputy Minister of the Ministry and the Chair of the Board of BRI. 6. The Deputy Minister of the Ministry and the Chair of the Board of BRI must have a meeting within twelve (12) Business Days, or such other time period as agreed to by the Ministry and BRI, to discuss the Issue, seek to define the resolution, and, if applicable, issue a joint resolution document; provided, however, if a joint resolution is not reached within the applicable time period, the provisions of section 1.22 of this Schedule 1 shall apply.