CONFLICT OF LAWS PRINCIPLES.
6.9 JURISDICTION.
INTEL AND CYMER AGREE THAT ALL DISPUTES AND LITIGATION
REGARDING THIS AGREEMENT AND MATTERS CONNECTED WITH ITS PERFORMANCE SHALL BE
SUBJECT TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF CALIFORNIA
OR OF THE FEDERAL COURTS SITTING THEREIN.
6.10 DISPUTE RESOLUTION.
ALL DISPUTES ARISING DIRECTLY UNDER THE EXPRESS TERMS
OF THIS AGREEMENT OR THE GROUNDS FOR TERMINATION THEREOF SHALL BE RESOLVED AS
FOLLOWS:
FIRST, THE SENIOR MANAGEMENT OF BOTH PARTIES SHALL MEET TO ATTEMPT TO
RESOLVE SUCH DISPUTES.
IF THE SENIOR MANAGEMENT CANNOT RESOLVE THE DISPUTES,
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EITHER PARTY MAY MAKE A WRITTEN DEMAND FOR FORMAL DISPUTE RESOLUTION.
WITHIN
THIRTY (30) DAYS AFTER SUCH WRITTEN DEMAND, THE PARTIES AGREE TO MEET FOR ONE
DAY WITH AN IMPARTIAL MEDIATOR AND CONSIDER DISPUTE RESOLUTION ALTERNATIVES
OTHER THAN LITIGATION.
IF AN ALTERNATIVE METHOD OF DISPUTE RESOLUTION IS NOT
AGREED UPON WITHIN THIRTY (30) DAYS AFTER THE ONE-DAY MEDIATION, EITHER PARTY
MAY BEGIN LITIGATION PROCEEDINGS.
6.11
CONFIDENTIALITY OF TERMS.
THE PARTIES HERETO SHALL KEEP THE TERMS OF THIS
AGREEMENT CONFIDENTIAL AND SHALL NOT NOW OR HEREAFTER DIVULGE THESE TERMS TO ANY
THIRD PARTY EXCEPT:
(A)
WITH THE PRIOR WRITTEN CONSENT OF THE OTHER
PARTY; OR
(B)
TO ANY GOVERNMENTAL BODY HAVING JURISDICTION
TO CALL THEREFOR; OR
(C)
SUBJECT TO (D) BELOW, AS OTHERWISE MAY BE
REQUIRED BY LAW OR LEGAL PROCESS, INCLUDING TO LEGAL AND FINANCIAL ADVISORS IN
THEIR CAPACITY OF ADVISING A PARTY IN SUCH MATTERS; OR
(D)
DURING THE COURSE OF LITIGATION SO LONG AS
THE DISCLOSURE OF SUCH TERMS AND CONDITIONS ARE RESTRICTED IN THE SAME MANNER AS
IS THE CONFIDENTIAL INFORMATION OF OTHER LITIGATING PARTIES AND SO LONG AS (A)
THE RESTRICTIONS ARE EMBODIED IN A COURT-ENTERED PROTECTIVE ORDER AND (B) THE
DISCLOSING PARTY INFORMS THE OTHER PARTY IN WRITING AT LEAST TEN (10) DAYS IN
ADVANCE OF THE DISCLOSURE; OR
(E)
IN CONFIDENCE TO LEGAL COUNSEL,
ACCOUNTANTS, BANKS AND FINANCING SOURCES AND THEIR ADVISORS SOLELY IN CONNECTION
WITH COMPLYING WITH FINANCIAL TRANSACTIONS.
6.12
TRADEMARKS. NEITHER PARTY MAY USE THE OTHER PARTY'S NAME OR TRADEMARKS IN
ADVERTISEMENT, MATERIALS, WEB SITES, PRESS RELEASES, INTERVIEWS, ARTICLES,
BROCHURES, BANNERS, LETTERHEAD, BUSINESS CARDS, PROJECT REFERENCE OR CLIENT
LISTINGS, WITHOUT THE OTHER'S PRIOR REVIEW AND WRITTEN CONSENT.
6.13
COMPLIANCE WITH LAWS.
ANYTHING CONTAINED IN THIS AGREEMENT TO THE
CONTRARY NOTWITHSTANDING, THE OBLIGATIONS OF THE PARTIES HERETO AND OF THE
SUBSIDIARIES OF THE PARTIES SHALL BE SUBJECT TO ALL LAWS, PRESENT AND FUTURE, OF
ANY GOVERNMENT HAVING JURISDICTION OVER THE PARTIES HERETO OR THE SUBSIDIARIES
OF THE PARTIES, AND TO ORDERS, REGULATIONS, DIRECTIONS OR REQUESTS OF ANY SUCH
GOVERNMENT.
6.14
FORCE MAJEURE.
THE PARTIES HERETO SHALL BE EXCUSED FROM ANY FAILURE TO
PERFORM ANY OBLIGATION HEREUNDER TO THE EXTENT SUCH FAILURE IS CAUSED BY WAR,
ACTS OF PUBLIC ENEMIES, STRIKES OR OTHER LABOR DISTURBANCES, FIRES, FLOODS, ACTS
OF GOD, OR ANY CAUSES OF LIKE OR DIFFERENT KIND BEYOND THE CONTROL OF THE
PARTIES.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be