Common use of Resolution of Deadlock Clause in Contracts

Resolution of Deadlock. If there is a Deadlock: (a) HBE and the Founders (through their respective senior management) will meet and in good faith try to resolve the Deadlock within 10 Business Days; (b) if HBE and the Founders are unable to resolve the Deadlock within 10 Business Days, HBE and the Founders must each must nominate a person with authority to settle the Deadlock for the purpose of resolving the Deadlock, and must ensure that their authorised representatives meet to endeavour to resolve the Deadlock within a further 10 Business Days; (c) the Business will continue at the same rate and otherwise in accordance with the then current Annual Business Plan and Budget while the Deadlock continues; and (d) if HBE and the Founders are ultimately unable to resolve the Deadlock pursuant to this clause 5.2, the Deadlock must be submitted to an expert appointed under, and subject to, the Resolution Institute Expert Determination Rules 2016 and the parties acknowledge and agree that: (i) the expert will act as an expert and not an arbitrator; (ii) the expert's decision will be binding on the parties in the absence of manifest error; and (iii) the allocation of costs between the parties and the procedures of the process will be as determined by the expert.