Burger King 2009 Annual Report Download - page 195

preference and return the list to AAA within ten (10) days from the date of the list. A party may strike a name from the list only for good cause.
The arbitrator receiving the highest ranking by the parties shall be selected. Depositions, if permitted by the arbitrator, shall be limited to a
maximum of two (2) per party and to a maximum of four (4) hours in duration. The arbitration shall not impair either party’s right to request
injunctive or other equitable relief in accordance with Section 15 of this Agreement.
(c) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without
reference to principles of conflicts of laws.
(d) Taxes. The Company may withhold from any payments made under this Agreement all applicable taxes, including but not limited to
income, employment and social insurance taxes, as shall be required by law.
(e) Amendments. No provision of this Agreement may be modified, waived or discharged unless such modification, waiver or discharge
is approved in writing by the Board or a Person authorized thereby and is agreed to in writing by Executive. No waiver by any party hereto at
any time of any breach by any other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such
other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No waiver
of any provision of this Agreement shall be implied from any course of dealing between or among the parties hereto or from any failure by any
party hereto to assert its rights hereunder on any occasion or series of occasions.
(f) Severability. In the event that any one or more of the provisions of this Agreement shall be or become invalid, illegal or
unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not be affected
thereby. In the event that one or more terms or provisions of this Agreement are deemed invalid or unenforceable by the laws of Florida or
any other state or jurisdiction in which it is to be enforced, by reason of being vague or unreasonable as to duration or geographic scope of
activities restricted, or for any other reason, the provision in question shall be immediately amended or reformed to the extent necessary to
make it valid and enforceable by the court of such jurisdiction charged with interpreting and/or enforcing such provision. Executive agrees and
acknowledges that the provision in question, as so amended or reformed, shall be valid and enforceable as though the invalid or
unenforceable portion had never been included herein.
(g) Notices. Any notice or other communication required or permitted to be delivered under this Agreement shall be (i) in writing,
(ii) delivered personally, by courier service or by certified or registered mail, first−class postage prepaid and return receipt requested, (iii)
deemed to have been received on the date of delivery or, if mailed, on the third business day after the mailing thereof, and (iv) addressed as
follows 15