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ARBITRATION AND NOTICE OF FINAL AGREEMENT
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To: Charys Holding Company, Inc.
1117
Perimeter Center West, Suite N415
Atlanta,
Georgia 30338
(collectively,
whether one or more, "Borrower")
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As of the effective date of this Notice,
Borrower and THE FROST NATIONAL BANK, a
national banking association ("Lender")
have consummated a transaction pursuant
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to which Lender has agreed to make a loan or loans to Borrower,
and/or to
otherwise extend credit or make financial
accommodations to or for the benefit
of Borrower, in an aggregate amount up to
$300,000.00 (collectively, whether one
or more, the "Loan").
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ARBITRATION
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Upon written request of either Lender or Borrower, any
controversy or claim
between or among the parties hereto including
but not limited to those arising
out of or relating to the Loan, any of the loan documents or any
related
agreements or instruments executed in connection with the Loan (the "Loan
----
Documents"), including any claim based on
or arising from an alleged tort, shall
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be determined by binding arbitration
in accordance with the Federal Arbitration
Act (or if not applicable, the applicable
state law), the Commercial Arbitration
Rules of the American Arbitration
Association, and the "Special Rules" set forth
below unless both Lender and Borrower, in their respective sole
discretion,
agree in writing to mediate the dispute prior to submitting to binding
arbitration. In the event of any
inconsistency, the Special Rules shall control.
Judgment upon any arbitration award may be entered in any court having
jurisdiction. Any party to this Agreement may bring an action, including
a
summary or expedited proceeding, to compel arbitration of any
controversy or
claim to which this agreement applies in
any court having jurisdiction over such
action. The party that requests arbitration has the burden to initiate the
arbitration proceedings pursuant to and by complying with the Commercial
Arbitration Rules of the American Arbitration Association and shall
pay all
associated administrative and filing fees.
The arbitration shall be conducted in the City of San
Antonio, Bexar County,
Texas and administered by the American
Arbitration Association. All arbitration
hearings will be commenced within sixty (60) days of the
written request for
arbitration, and if the arbitration hearing is not
commenced within the sixty
(60) days, the party that requested
arbitration shall have waived its election
to arbitrate. Nothing in this Agreement shall be deemed to (i) limit the
applicability of any otherwise applicable statutes
of limitation or repose and
any waivers contained in this Agreement; or (ii) be a
waiver by Lender of the
protection afforded to it by 12 U.S.C. Sec. 91 or any
substantially equivalent
state law; or (iii) limit the right of Lender
hereto (A) to exercise self help
remedies such as (but not limited to) setoff, or
(B) to foreclose against any
real or personal property collateral in
ac
