Arbitration Provision

(a) any disputes arising under or in connection with this agreement shall be resolved by arbitration, to be held in in accordance with the rules and procedures of the American Arbitration Association.

(b) all costs, fees and expenses of any arbitration in connection with this agreement which result in any decision or settlement requiring the company to make a payment to the executive, including, without limitation, attorneys fees of both the executive and the company, shall be borne by, and be the obligation of, the company. In no event shall the executive be required to reimburse the company for any of the costs and expenses incurred by the company relating to such arbitration. The obligation of the company under this section shall survive the termination for any reason of this agreement (whether such termination is by the company, by the executive, upon the expiration of this agreement or otherwise).

(c) pending the outcome or resolution of any arbitration, the company shall continue payment of all amounts to the executive without regard to any dispute.

(d) Sexual assault and sexual harassment claims: Notwithstanding the foregoing, at the executive's election, this arbitration requirement does not apply to a dispute or claim that relates to, or arises out of, a sexual assault or sexual harassment dispute, consistent with the federal Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2022. The executive retains the right to pursue such claims in court instead of arbitration.