Mediation Agreement

This Mediation Agreement, hereinafter referred to as "Agreement," is entered into and made effective as of ________ (the "Effective Date") by and between the following parties:

________ , a corporation, incorporated under the laws of the state of Alabama , having a primary address at the following:

and ________ , a corporation, incorporated under the laws of the state of Alabama , having a primary address at the following:

The Parties may be be referred to individually as "Party" and collectively as the "Parties."

WHEREAS, the Parties have found themselves embroiled in a dispute, the nature of which is as follows (the "Dispute"):

WHEREAS, the Dispute has arisen under a contract the Parties signed (the "Contract"), which is attached hereto;

WHEREAS, the Parties wish to resolve the Dispute between them and understand that litigation can be costly and time-consuming;

WHEREAS, the Parties have together decided to appoint a mediator (the "Mediator") to resolve the Dispute through mediation (the "Mediation");

WHEREAS, the Mediator shall be: ________ ;

WHEREAS, the Mediator agrees to mediate the Parties' Dispute;

NOW, therefore, in consideration of the promises and covenants contained herein, as well as other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the Parties do hereby agree as follows:

Article 1 - MEDIATION:

The Parties each agree that they are entering into this Mediation Agreement voluntarily. In the Mediation, the Mediator will assist the Parties in reaching a collaborative resolution to their Dispute.

Each Party understands that the Mediator is not able to rule on the Dispute, but rather, is there to help the Parties come to their own agreement. Each Party understands that the Mediator will not be providing any legal advice, and each Party is encouraged to seek their own independent legal counsel throughout the course of the Mediation and after.

The Parties themselves will determine the scope of the Mediation, with assistance from the Mediator.

Article 2 - MEDIATOR:

The Mediator will be responsible for the following in the course of the Mediation:

a) Ensuring that each Party understands Mediation is a voluntary process;

b) Remaining impartial to assist the Parties in coming to their own resolution;

c) Discussing the Mediation with the Parties' individual counsel, if requested to do so;

d) Conducting caucus meetings with the individual Parties as needed;

e) Requesting any documentation or memoranda as needed from the Parties; and

f) Setting a date and time for the Mediation and communicating that date and time to the Parties.

Article 3 - FEES:

The Parties will split the fees of the Mediation equally and each shall be responsible for remitting payment individually.

The Mediator will be responsible for sending an invoice to the Parties prior to the Mediation.

Article 4 - 55825885588:

88252525 252 58282522 2258 88 225 252 2552828 22 82228222 252 225852822 525 5282882 25285 8882522, 252 225852822 88 22285282 828522552. 552 225852822 252 82 2252825225 82:

________ ) 582525 25522 888528 22 88255558 2522 252 225852822;

________ ) 552 22585225 5222528228 2552 5 8288582552882 5282852822 8888 222 82 22888882; 25

________ ) 552 2552828 525 252 22585225 22222525 8885 22 225282522 252 225852822.

Article 5 - CONFIDENTIALITY:

The Parties agree that the Mediation will be confidential. All discussions and written memoranda will not be admissible in any court proceeding and the Mediator will not testify. If the Parties sign a conclusory agreement at the end of Mediation, this may be admissible.

EXECUTION:

Representative Name: ________________________

Representative Title: _________________________

Representative Signature: _____________________

Representative Name: ________________________

Representative Title: _________________________

Representative Signature: _____________________

Mediation Agreement

State of Alabama

This Mediation Agreement, hereinafter referred to as "Agreement," is entered into and made effective as of ________ (the "Effective Date") by and between the following parties:

________ , a corporation, incorporated under the laws of the state of Alabama , having a primary address at the following:

and ________ , a corporation, incorporated under the laws of the state of Alabama , having a primary address at the following:

The Parties may be be referred to individually as "Party" and collectively as the "Parties."

WHEREAS, the Parties have found themselves embroiled in a dispute, the nature of which is as follows (the "Dispute"):

WHEREAS, the Dispute has arisen under a contract the Parties signed (the "Contract"), which is attached hereto;

WHEREAS, the Parties wish to resolve the Dispute between them and understand that litigation can be costly and time-consuming;

WHEREAS, the Parties have together decided to appoint a mediator (the "Mediator") to resolve the Dispute through mediation (the "Mediation");

WHEREAS, the Mediator shall be: ________ ;

WHEREAS, the Mediator agrees to mediate the Parties' Dispute;

NOW, therefore, in consideration of the promises and covenants contained herein, as well as other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the Parties do hereby agree as follows:

Article 1 - MEDIATION:

The Parties each agree that they are entering into this Mediation Agreement voluntarily. In the Mediation, the Mediator will assist the Parties in reaching a collaborative resolution to their Dispute.

Each Party understands that the Mediator is not able to rule on the Dispute, but rather, is there to help the Parties come to their own agreement. Each Party understands that the Mediator will not be providing any legal advice, and each Party is encouraged to seek their own independent legal counsel throughout the course of the Mediation and after.

The Parties themselves will determine the scope of the Mediation, with assistance from the Mediator.

Article 2 - MEDIATOR:

The Mediator will be responsible for the following in the course of the Mediation:

a) Ensuring that each Party understands Mediation is a voluntary process;

b) Remaining impartial to assist the Parties in coming to their own resolution;

c) Discussing the Mediation with the Parties' individual counsel, if requested to do so;

d) Conducting caucus meetings with the individual Parties as needed;

e) Requesting any documentation or memoranda as needed from the Parties; and

f) Setting a date and time for the Mediation and communicating that date and time to the Parties.

Article 3 - FEES:

The Parties will split the fees of the Mediation equally and each shall be responsible for remitting payment individually.

The Mediator will be responsible for sending an invoice to the Parties prior to the Mediation.

Article 4 - 55825885588:

88252525 252 58282522 2258 88 225 252 2552828 22 82228222 252 225852822 525 5282882 25285 8882522, 252 225852822 88 22285282 828522552. 552 225852822 252 82 2252825225 82:

________ ) 582525 25522 888528 22 88255558 2522 252 225852822;

________ ) 552 22585225 5222528228 2552 5 8288582552882 5282852822 8888 222 82 22888882; 25

________ ) 552 2552828 525 252 22585225 22222525 8885 22 225282522 252 225852822.

Article 5 - CONFIDENTIALITY:

The Parties agree that the Mediation will be confidential. All discussions and written memoranda will not be admissible in any court proceeding and the Mediator will not testify. If the Parties sign a conclusory agreement at the end of Mediation, this may be admissible.

EXECUTION:

Representative Name: ________________________

Representative Title: _________________________

Representative Signature: _____________________

Representative Name: ________________________

Representative Title: _________________________

Representative Signature: _____________________