R2011-04 AUTHORIZING AGREEMENT - Laserfiche WebLink

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a. Upon declaration by one of the parties hereto that a deadlock exists, the parties shall select an arbitrator; b. If no appointment is made within thirty (30) days after the deadlock is declared and the amount in contest is in excess of $200, the American Arbitration Association shall recommend an arbitrator; or c. If no appointment is made within thirty (30) days after the deadlock is declared and the amount in question is $200 or less, HCSC shall select an independent third party to be the arbitrator. The arbitrator will submit a decision within thirty (30) days after appointment or as soon as reasonably feasible and such decision shall be binding on the parties hereto. Arbitration expenses will be shared by the parties. All other expenses (legal, incidental, etc.) shall be borne by the losing party or, if both parties prevail, be apportioned by the arbitrator to each party. Arbitration proceedings will be governed by the Rules of the American Arbitration Association then in effect. 2. Obliaation to Continue Performance. Except as provided otherwise in this Agreement, each party is required to continue to perform its obligations under this Agreement pending final resolution of any dispute arising out of or relating to this Agreement. P. Survival. The provisions of this Agreement regarding Term and Termination, Audits, Indemnificiation, Limitation of Liability, Retention of Records, HIPAA Compliance and Miscellaneous provisions will survive the expiration or termination of the Agreement for any reason. IN WITNESS WHEREOF, the parties have executed this Agreement. Blue Cross and Blue Shield of Illinois A Division of Health Care Service Corporation, City of Decatur a Mutual Legal Reserve Company ("HCSC") ("Employer") � / . BY: ,/�IC� �"""� BY: `. Ryan P. McCrady TITLE: Vice President and Chief Underwriter TITLE: City ManagPr DATE: January 20 , 2011 ATTEST: � City Cler - 10-