American Home Shield 2009 Annual Report Download - page 225

7. Arbitration
(a) Any dispute, claim or controversy arising out of, relating to, or in connection with this contract, or the breach,
termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement
to arbitrate, shall be finally determined by arbitration. The arbitration shall be administered by JAMS. If the disputed claim or
counterclaim exceeds $250,000, not including interest or attorneys' fees, the JAMS Comprehensive Arbitration Rules and Procedures
("JAMS Comprehensive Rules") in effect at the time of the arbitration shall govern the arbitration, except as they may be modified
herein or by mutual written agreement of the parties. If no disputed claim or counterclaim exceeds $250,000, not including interest or
attorneys' fees, the JAMS Streamlined Arbitration Rules and Procedures ("JAMS Streamlined Rules") in effect at the time of the
arbitration shall govern the arbitration, except as they may be modified herein or by mutual written agreement of the parties.
(b) The seat of the arbitration shall be New York, New York. The parties submit to jurisdiction in the state and federal
courts of the State of New York for the limited purpose of enforcing this agreement to arbitrate.
(c) The arbitration shall be conducted by one neutral arbitrator unless the parties agree otherwise. The parties agree to
seek to reach agreement on the identity of the arbitrator within thirty (30) days after the initiation of arbitration. If the parties are
unable to reach agreement on the identity of the arbitrator within such time, then the appointment of the arbitrator shall be made in
accordance with the process set forth in JAMS Comprehensive Rule 15.
(d) The arbitration award shall be in writing, state the reasons for the award, and be final and binding on the parties.
The arbitrator may, in the award, allocate all or part of the costs of the arbitration, including the fees of the arbitrator and the attorneys'
fees of the prevailing party. Judgment on the award may be entered by any court having jurisdiction thereof or having jurisdiction
over the relevant party or its assets. Notwithstanding applicable state law, the arbitration and this agreement to arbitrate shall be
governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq.
(e) The parties agree that the arbitration shall be kept confidential and that the existence of the proceeding and any
element of it (including but not limited to any pleadings, briefs or other documents submitted or exchanged, any testimony or other
oral submissions, and any awards) shall not be disclosed beyond the tribunal, JAMS, the parties, their counsel, accountants and
auditors, insurers and re-insurers, and any person necessary to the conduct of the proceeding. The confidentiality obligations shall not
apply (i) if disclosure is required by law, or in judicial or administrative proceedings, or (ii) as far as disclosure is necessary to enforce
the rights arising out of the award.
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