Arbitration. As further described in [Exhibit A], the parties agree that any and all disputes which arise out of or relate to Executive’s employment, the termination of Executive’s employment, or the terms of this Agreement, shall be resolved through final and binding arbitration. Such arbitration shall be in lieu of any trial before a judge and/or jury, and Executive and the Company expressly waive all rights to have such disputes resolved via trial before a judge and/or jury.

Arbitration. As further describedIn consideration of Executive’s employment with the Company, the Company’s promise to arbitrate all employment-related disputes and Executive’s receipt of the compensation and other benefits paid to Executive by the Company, at present and in [Exhibit A], the parties agreefuture, Executive agrees that any and all controversies, claims, or disputes which arisewith anyone (including the Company and any employee, officer, director, shareholder or benefit plan of the Company in their capacity as such or otherwise) arising out ofof, relating to, or relate to Executive’resulting from Executive’s employment,employment with the Company or the termination of Executive’Executive’s employment, oremployment with the termsCompany, including any breach of this Agreement, shall be resolved through final andsubject to binding arbitration. Such arbitration shall beDisputes which Executive agrees to arbitrate, and thereby agrees to waive any right to a trial by jury, include any statutory claims under State or Federal law, including, but not limited to, claims under Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act of 1990, the Age Discrimination in lieuEmployment Act of 1967, the Older Workers Benefit Protection Act, the Texas Labor Code claims of harassment, discrimination or wrongful termination and any trial before a judge and/statutory claims, as well as and all disputes arising out of or jury, andrelating to the interpretation or application of Section 19 of this Agreement, including the enforceability, revocability, or validity of this Section. Executive and the Company expressly waive all rightsagree that workers’ compensation claims (other than wrongful discharge claims), claims for unemployment, and disputes that are not subject to arbitration under the Dodd-Frank Wall Street Reform and Consumer Protection Act are excluded from arbitration under this Agreement. Executive further understands that this agreement to arbitrate also applies to any disputes that the Company may have such disputes resolved via trial before a judge and/or jury.with employee.

Arbitration. As further described in [Exhibit A], the parties agree that any and all disputes which ariseAny controversy arising out of or relaterelating to this Agreement or Executive’s employment,employment with the terminationCompany, whether arising under common or statutory law, and including the arbitrability of Executive’s employment, or the terms of this Agreement, shallany such controversy, will be resolved through finalexclusively by a single neutral arbitrator selected jointly by Executive and binding arbitration. Such arbitration shallthe Company, in Seattle, Washington, or such other location as may be mutually agreed upon, in lieuaccordance with the Employment Arbitration Rules of any trial before a judge and/or jury,the American Arbitration Association as then in effect. The Company will be responsible for the fees and expenses of the arbitrator. Executive and the Company expressly waivewill be responsible for their own attorney’s fees and any other costs occasioned by the arbitration; provided that the arbitrator may award attorneys’ fees and costs to a party when so empowered by law. The arbitrators shall have the authority, in addition to their authority under the Employment Arbitration Rules, to award equitable relief, including injunctive relief. The decision of the arbitrator shall be final and binding upon the parties and all rightspersons claiming under and through them. Judgment on any arbitration award may be entered in any court having jurisdiction. Executive and the Company will have all rights, remedies, and defenses available to them in that arbitration that they would have such disputes resolved via trial beforein a judge and/or jury.civil action for the issues in controversy. Notwithstanding anything in this Agreement to the contrary, either party may seek preliminary injunctive relief in a court of competent jurisdiction.

Arbitration. As further describedDispute Resolution. To ensure timely and economical resolution of any disputes that may arise in [Exhibit A],connection with Executive’s employment with the partiesCompany, as a condition of Executive’s employment, Executive and the Company hereby agree that any and all claims, disputes which ariseor controversies of any nature whatsoever arising out ofof, or relate torelating to, this letter, or its interpretation, enforcement, breach, performance or execution, Executive’s employment,employment with the Company, or the termination of Executive’ssuch employment, or the terms of this Agreement, shall be resolved through finalresolved, to the fullest extent permitted by law, by final, binding and binding arbitration. Suchconfidential arbitration conducted before a single arbitrator by the American Arbitration Association (“AAA”) under the then-applicable AAA employment arbitration rules (which can be found at http://www.adr.org/). The arbitration shall take place in Phoenix, Arizona; provided, however, that if the arbitrator determines there will be an undue hardship to Executive to have the arbitration in lieu of any trial before a judge and/or jury, andsuch location, the arbitrator will choose an alternative appropriate location. Executive and the Company expresslyeach acknowledge that by agreeing to this arbitration procedure, both Executive and the Company waive the right to resolve any such dispute, claim or demand through a trial by jury or judge or by administrative proceeding. Executive will have the right to be represented by legal counsel at Executive’s expense at any arbitration proceeding. The arbitrator shall: # have the authority to compel adequate discovery for the resolution of the dispute and to award such relief as would otherwise be available under applicable law in a court proceeding; and # issue a written statement signed by the arbitrator regarding the disposition of each claim and the relief, if any, awarded as to each claim, the reasons for the award, and the arbitrator’s essential findings and conclusions on which the award is based. The arbitrator, and not a court, shall also be authorized to determine whether the provisions of this paragraph apply to a dispute, controversy, or claim sought to be resolved in accordance with these arbitration procedures. The Company shall pay all rightscosts and fees in excess of the amount of court fees that Executive would be required to have such disputes resolved via trial beforeincur if the dispute were filed or decided in a judge and/court of law. Nothing in this Agreement is intended to prevent either Executive or jury.the Company from obtaining injunctive relief in court to prevent irreparable harm pending the conclusion of any arbitration.

Arbitration. As further described in [Exhibit A], the parties agree that any and all disputes which ariseAny controversy or claim arising out of or relaterelating to Executive’s employment, the termination of Executive’s employment,this Agreement, or the termsbreach thereof, shall be settled by binding arbitration administered by the American Arbitration Association under its Employment Arbitration Rules and Mediation Procedures, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Both the Company and Executive hereby consent to this binding arbitration provision. The existence of any claim or cause of action by Executive, whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company or any of its Affiliates of any provision hereof. The Company’s remedies for breach of this Agreement,Agreement shall be resolved through final and binding arbitration. Such arbitration shall be in lieu of any trial before a judge and/or jury, and Executivecumulative and the Company expressly waive all rightspursuit of one remedy shall not be deemed to have such disputes resolved via trial before a judge and/or jury.exclude any other remedies.

Arbitration. As further described in [Exhibit A], the parties agree that any and all disputes which ariseArbitration of Disputes. Any controversy or claim arising out of or relaterelating to Executive’this Agreement or the breach thereof or otherwise arising out of the Executive’s employment,employment or the termination of Executive’s employment,that employment (including, without limitation, any claims of unlawful employment discrimination whether based on age or otherwise) shall, to the fullest extent permitted by law, be settled by arbitration in any forum and form agreed upon by the parties or, in the absence of such an agreement, under the auspices of the American Arbitration Association (“AAA”) in Boston, Massachusetts in accordance with the Employment Arbitration Rules of the AAA, including, but not limited to, the rules and procedures applicable to the selection of arbitrators. In the event that any person or entity other than the Executive or the terms of this Agreement,Company may be a party with regard to any such controversy or claim, such controversy or claim shall be resolved through final and binding arbitration. Suchsubmitted to arbitration subject to such other person or entity’s agreement. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This Section 8 shall be specifically enforceable. Notwithstanding the foregoing, this Section 8 shall not preclude either party from pursuing a court action for the sole purpose of obtaining a temporary restraining order or a preliminary injunction in lieu ofcircumstances in which such relief is appropriate; provided that any trial before a judge and/or jury, and Executive and the Company expressly waive all rightsother relief shall be pursued through an arbitration proceeding pursuant to have such disputes resolved via trial before a judge and/or jury.this Section 8.

Settlement of Disputes; Arbitration. As further describedAny dispute or controversy arising under or in [Exhibit A],connection with this Agreement shall be settled, at the parties agree that any and all disputes which arise out of or relate to Executive’s employment,election, either by arbitration in Chicago, Illinois in accordance with the terminationrules of the American Arbitration Association then in effect or by litigation; provided, however, that in the event of a dispute regarding whether the Executive’s employment, oremployment has been terminated for Cause, the terms ofevidentiary standard set forth in this Agreement,Agreement shall apply. Judgment may be resolved through final and binding arbitration. Such arbitration shall beentered on the arbitrator’s award in lieu of any trial before a judge and/or jury, and Executive and the Company expressly waive all rights to have such disputes resolved via trial before a judge and/or jury.court having jurisdiction.

Arbitration. As further describedIf any dispute has not been resolved by Mediation as provided in [Exhibit A], the parties agree that any and all disputes which arise out of or relate to Executive’s employment, the termination of Executive’s employment, or the terms[subparagraph 6(a)] of this Agreement, shall be resolved throughthe Parties will submit such dispute to final and binding arbitration. Such arbitration pursuant to the then-current AAA national rules for the resolution of employment disputes before a neutral arbitrator selected from the list of Arbitrators. THE PARTIES EXPRESSLY AGREE THAT SUCH ARBITRATION SHALL BE THE EXCLUSIVE REMEDY FOR ANY DISPUTE INVOLVING THIS AGREEMENT, THE EXECUTIVE’S EMPLOYMENT, TERMINATION, COMPENSATION, OR BENEFITS AND HEREBY EXPRESSLY WAIVE ANY RIGHT THEY HAVE, OR MAY HAVE, TO A COURT TRIAL OR A JURY TRIAL OF ANY SUCH DISPUTE. In making an award, the arbitrator shall have no power to add to, delete from or modify this Agreement, or to enforce purported unwritten or prior agreements, or to construe implied terms or covenants into the Agreement. In reaching a decision, the arbitrator shall adhere to the relevant law and applicable precedent, and shall have no power to vary therefrom. In construing this Agreement, its language shall be given a fair and reasonable construction in lieuaccordance with the intention of any trial beforethe parties and without regard to which party drafted it. At the time of issuing a judge and/decision, the arbitrator shall (in the decision or jury,separately) make specific findings of fact, and Executiveshall set forth such facts as support the decision, as well as conclusions of law, and the Company expressly waive all rightsreasons and bases for the opinion. In the event the arbitrator exceeds the powers or jurisdiction here conferred, or fails to haveissue a decision in conformance herewith, it is specifically agreed that the aggrieved party may petition a court of competent jurisdiction to correct or vacate such disputes resolved via trial before a judge and/award, and that the arbitrator’s act of exceeding his or jury.her powers shall be grounds for granting such relief. If any one or more provisions of this arbitration clause shall for any reason be held invalid or unenforceable, it is the specific intent of the parties that such provisions shall be modified to the minimum extent necessary to make it or its application valid and enforceable.

Arbitration. As further described in [Exhibit A],In the parties agree thatevent of any and all disputes which arisedispute or claim relating to or arising out of or relate to Executive’s employment, the termination of Executive’s employment, or the terms of this Agreement, shall be resolved through final and binding arbitration. Such arbitration shall be in lieu of any trial before a judge and/or jury, andemployment relationship between Executive and the Company expressly waiveor the termination of that relationship (including, but not limited to, any claims of breach of contract, wrongful termination or age, sex, race, disability or other discrimination), Executive and the Company agree that all rights to have such disputes shall be resolved via trialby confidential binding arbitration conducted before a judge and/or jury.single neutral arbitrator in San Diego, California, pursuant to the rules for arbitration of employment disputes by the American Arbitration Association (available at www.adr.org) and the rules set forth in the California Arbitration Act, Code of Civil Procedure Section 1280, et seq. (available at www.leginfo.ca.gov/calaw.html). The arbitrator shall permit adequate discovery, including discovery pursuant to Section 1283.05 of the California Code of Civil Procedure. In addition, the arbitrator is empowered to award all remedies otherwise available in a court of competent jurisdiction; however Executive and the Company each retain the right under Section 1281.8 of the California Code of Civil Procedure to seek provisional remedies. Any judgment rendered by the arbitrator may be entered by any court of competent jurisdiction. The arbitrator shall issue an award in writing and state the essential findings and conclusions on which the award is based. By executing this Agreement, Executive and the Company are both waiving the right to a jury trial with respect to any such disputes. The Company shall bear the costs of the arbitrator, forum and filing fees. Each party shall bear its own respective attorneys’ fees and all other costs, unless otherwise provided by law and awarded by the arbitrator. This arbitration agreement does not include claims that, by law, may not be subject to mandatory arbitration.

Arbitration. As further described in [Exhibit A],Executive shall have the parties agree that any and all disputes which arise out of or relateoption to Executive’s employment, the termination of Executive’s employment, or the terms of this Agreement, shall be resolved through final and binding arbitration. Such arbitration shall be inelect (in lieu of any trial before a judge and/or jury, and Executive and the Company expressly waive all rightslitigation) to have such disputes resolved via trial beforeany dispute or controversy arising under or in connection with this Agreement settled by arbitration, conducted by a judge and/or jury.panel of three arbitrators in a location selected by Executive within fifty (50) miles from the location of his job with the Company, in accordance with the rules of the American Arbitration Association then in effect. Judgment may be entered on the arbitrators’ award in any court having jurisdiction.