The Corporate Partnering Institute Dispute Resolution Fee Schedule

(effective as of 10/1/99)

Mediation Fee Schedule

This fee schedule applies to mediations conducted under certain rules of procedures for mediations conducted under the auspices of the Corporate Partnering Institute (which rules are referred to within this fee schedule as the "Mediation Rules").

A. CPI Mediation Fees and Expenses.

The "CPI Mediation Fees and Expenses" shall mean the fees, payments, and expenses described below: (1) Hourly Fee. The Corporate Partnering Institute (herein referred to as "CPI") shall be paid The Hourly CPI Mediation Fees. (2) Case Set-up and Processing Fee. CPI shall be paid the Case Setup Fee with submission of each dispute to mediation, and shall be paid the Case Processing Fee every 90 days thereafter until the mediation process is terminated. (3) Out of Pocket Mediation Expenses. CPI shall be paid CPI's Out of Pocket Mediation Expenses. The cost of the "CPI Mediation Fees and Expenses" shall be shared among the parties to the mediation as provided for in the Mediation Rules.

B. Payment of Deposit and Fees.

Before commencement of mediation, and from time to time during the mediation, the parties shall each deposit such sums determined by the CPI to be applied toward payment of the CPI Mediation Fees and Expenses. The mediator may delay the mediation until such deposits are made. Upon termination of the mediation, the CPI shall return the unapplied balance of such deposits, if any, to the parties. In any mediation which at commencement appears as if it may not take a substantial amount of time, in lieu of the above said deposits, the CPI may elect to accept charge card authorizations against which it is authorized to charge the CPI Mediation Fees and Expenses.

C. Unpaid CPI Mediation Fees and Expenses.

(1) After 3 Months. In the event that any party fails to pay any CPI Mediation Fees and Expenses within 3 months after they are invoiced for them, the parties shall be obligated to pay interest on such sums. Such interest shall be calculated from the date of the invoice at the lesser of (1) 1.5% per month, or (2) the maximum interest rate permitted by law. (2) After 12 Months. In the event that any party fails to pay any CPI Mediation Fees and Expenses, or interest thereon, within 12 months after they are invoiced for them, that party shall be obligated to pay all legal fees and costs (including without limitation contingency fees and expert fees) incurred in collecting such sums.

D. Definitions.

(1) Hourly CPI Mediation Fees.

For purposes of this fee schedule, the "Hourly CPI Mediation Fees" shall mean an hourly fee of $360 per hour (or portion thereof) of Chargeable Time per person which may be billed in 1 hour increments. "Chargeable Time" shall mean any and all time spent on any Mediation Related Activities by any one or more of CPI Mediation Personnel. Without limiting the foregoing, Chargeable Time shall include (a) time spent in mediation hearings and conferences, (b) preparation time, and (c) time spent as a result of litigation relating to the mediation or the subject matter of the mediation, including without limitation any lawsuits in which CPI or any CPI Mediation Personnel is made a party to, or in which demand is made on CPI or any CPI Mediation Personnel to participate in, as a witness or otherwise.

(2) Case Setup Fee. For purposes of this fee schedule the "Case Setup Fee" shall mean a non-refundable fee of $1500.

(3) Case Processing Fee. For purposes of this fee schedule the "Case Processing Fee" shall mean a nonrefundable fee equal to the Case Setup Fee.

(4) CPI's Out of Pocket Mediation Expenses.

For purposes of the this fee schedule, "CPI's Out of Pocket Mediation Expenses" shall mean Out of Pocket Costs plus an administration fee equal to 20% of the Out of Pocket Costs. For purposes of this fee schedule, "Out of Pocket Costs" shall mean any costs or expenses related to, or arising out of, (a) any dispute submitted to mediation under the Mediation Rules, (b) any matter arising out of or related to such a dispute or the parties thereto, or (c) any Mediation Related Activities. Without limiting the foregoing, Out of Pocket Expenses shall include: travel costs (including related room and board), photocopying, faxing, long distance communications and conference call charges, hearing and meeting room costs, stenographic and recording fees, expert fees and expenses, attorney fees and related legal expenses arising out of any litigation relating to the mediation or the subject matter of the mediation, including without limitation, any lawsuits in which CPI or any CPI Mediation Personnel is made a party to, or in which demand is made on CPI or any CPI Mediation Personnel to participate in, as a witness or otherwise.

(5) Mediation Related Activities.

For purposes of this fee schedule, "Mediation Related Activities" shall include without limitation any activities or time, spent on or related to, in any way: (a) any dispute or matter submitted to mediation under the Mediation Rules, (b) any dispute or matter arising out of or related to such a dispute or the parties thereto, (c) any services provided under the Mediation Rules, or (d) any activities involved with interpreting or enforcing the Mediation Rules or any rights arising thereunder.

(6) CPI Mediation Personnel. For purposes of this fee schedule, "CPI Mediation Personnel" shall include all of the Corporate Partnering Institute's personnel, including by way of example and not limitation, (a) any owner, director or principal of the Corporate Partnering Institute, (b) any person providing mediation services under the Mediation Rules, (c) any lawyer representing the Corporate Partnering Institute, and (d) any employee or subcontractor of the Corporate Partnering Institute engaging in Mediation Related Activities.

Arbitration Fee Schedule

This fee schedule applies to arbitrations conducted under certain rules of procedures for arbitrations conducted under the auspices of the Corporate Partnering Institute (which rules are referred to within this fee schedule as the "Arbitration Rules").

A. CPI Arbitration Fees and Expenses.

The "CPI Arbitration Fees and Expenses" shall mean the fees, payments, and expenses described below: (1) Hourly Fee. The Corporate Partnering Institute (herein referred to as "CPI") shall be paid the Hourly CPI Arbitration Fees. (2) Case Setup and Processing Fee. CPI shall be paid the Case Setup Fee with submission of each dispute to arbitration, and shall be paid the Case Processing Fee every 90 days thereafter until the arbitration process is terminated. CPI shall also be paid the Per Case Arbitration Fee. (3) Out of Pocket Arbitration Expenses. CPI shall be paid CPI's Out of Pocket Arbitration Expenses. The cost of the "CPI Arbitration Fees and Expenses" shall be shared among the parties to the arbitration as provided for in the Arbitration Rules.

B. Payment of Deposit and Fees.

Before commencement of arbitration, and from time to time during the arbitration, the parties shall each deposit such sums determined by the CPI to be applied toward payment of the CPI Arbitration Fees and Expenses. The arbitrator may delay the arbitration until such deposits are made. Upon termination of the arbitration, the CPI shall return the unapplied balance of such deposits, if any, to the parties. In any arbitration which at commencements appear as if it may not take a substantial amount of time, in lieu of the above said deposits, the CPI may elect to accept charge card authorizations against which it is authorized to charge the CPI Arbitration Fees and Expenses.

C. Unpaid CPI Mediation Fees and Expenses.

(1) After 3 Months. In the event that any party fails to pay any CPI Arbitration Fees and Expenses within 3 months after they are invoiced for them, the parties shall be obligated to pay interest on such sums. Such interest shall be calculated from the date of the invoice at the lesser of (1) 1.5% per month, or (2) the maximum interest rate permitted by law.

(2) After 12 Months. In the event that any party fails to pay any CPI Arbitration Fees and Expenses, or interest thereon, within 12 months after they are invoiced for them, that party shall be obligated to pay all legal fees and costs (including without limitation contingency fees and expert fees) incurred in collecting such sums.

(3) CPI's Rights Under the Rules. For purposes of enforcing its rights under the Arbitration Rules, the CPI shall be deemed to be an intended third party beneficiary of the agreement to arbitrate between the parties with the independent right to enforce its rights under the Arbitration Rules against the parties by issuing an arbitral award to itself.

D. Definitions.

(1) Hourly CPI Arbitration Fees.

For purposes of this fee schedule, the "Hourly CPI Arbitration Fees" shall mean an hourly fee of $360 per hour (or portion thereof) of Chargeable Time per person which may be billed in 1 hour increments. "Chargeable Time" shall mean any and all time spent on any Arbitration Related Activities by any one or more of CPI Arbitration Personnel. Without limiting the foregoing, Chargeable Time shall include (a) time spent in arbitration hearings and conferences, (b) preparation time, and (c) time spent as a result of litigation relating to the arbitration or the subject matter of the arbitration, including without limitation any lawsuits in which CPI or any CPI Arbitration Personnel is made a party to, or in which demand is made on CPI or any CPI Arbitration Personnel to participate in, as a witness or otherwise.

(2) Case Setup Fee.

For purposes of this fee schedule the "Case Setup Fee" shall mean a nonrefundable fee of $1500.

(3) Case Processing Fee.

For purposes of this fee schedule the "Case Processing Fee" shall mean a nonrefundable fee equal to the Case Setup Fee.

(4) CPI's Out of Pocket Arbitration Expenses.

For purposes of the this fee schedule, "CPI's Out of Pocket Arbitration Expenses" shall mean Out of Pocket Costs plus an administration fee equal to 20% of the Out of Pocket Costs. For purposes of this fee schedule, "Out of Pocket Costs" shall mean any costs or expenses related to, or arising out of, (a) any dispute submitted to arbitration under the Arbitration Rules, (b) any matter arising out of or related to such a dispute or the parties thereto, or (c) any Arbitration Related Activities. Without limiting the foregoing, Out of Pocket Expenses shall include: travel costs (including related room and board), photocopying, faxing, long distance communications and conference call charges, hearing and meeting room costs, stenographic and recording fees, expert fees and expenses, attorney fees and related legal expenses arising out of any litigation relating to the arbitration or the subject matter of the arbitration, including without limitation, any lawsuits in which CPI or any CPI Arbitration Personnel is made a party to, or in which demand is made on CPI or any CPI Arbitration Personnel to participate in, as a witness or otherwise.

(5) Per Case Arbitration Fee.

For purposes of this fee schedule, the "Per Case Arbitration Fee" shall mean a fee equal to 1.5% of the value of the matter in dispute.

(6) Arbitration Related Activities.

For purposes of this fee schedule, "Arbitration Related Activities" shall include without limitation any activities or time, spent on or related to, in any way: (a) any dispute or matter submitted to arbitration under the Arbitration Rules, (b) any dispute or matter arising out of or related to such a dispute or the parties thereto, (c) any services provided under the Arbitration Rules, or (d) any activities involved with interpreting or enforcing the Arbitration Rules or any rights arising thereunder.

(7) CPI Arbitration Personnel.

For purposes of this fee schedule, "CPI Arbitration Personnel" shall include all of the Corporate Partnering Institute's personnel, including by way of example and not limitation, (a) any owner, director or principal of the Corporate Partnering Institute, (b) any person providing arbitral services under the Arbitration Rules, (c) any lawyer representing the Corporate Partnering Institute, and (d) any employee or subcontractor of the Corporate Partnering Institute engaging in Arbitration Related Activities.

To get more information
Call 1-800-948-1700, ask for Heidi
or email Heidi at HeidiRedford@cpi.us