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i <br />Nov-12-04 03:43Pm From-VULCAN MATERIALS CO. 3232581583 T-470 P. 008/011 F-616 <br />20. Termination If not previously terminated by <br />written noticeasprovided in Paragraph 12 hereof or extended . <br />as provided in Section 11 hereof, this Agreement shalt <br />terminate on August 31 1998. rXcept for such terminations, <br />the rights granted pursuant to this Agreement shall be <br />nonrevocable. <br />11. 1Xten9ion. CalKat hereby grants CPC the right <br />and option to extend the term of this Agreement for two (2) <br />additional terms of five (5) years each, commencing on the <br />1st day of September, 1998 and 2003, upon the same terms and <br />conditions as stated herein. such options shall be <br />exerclsab2e only it CPC is not, at the date of suchexercise <br />and at the date the extended term would otherwise commence, <br />in default _3n the performance of any of the terms, covenants <br />or conditions of this Agreement. CPC shall exercise such <br />option by giving .written -notice to CalWat no less than ninety <br />(90) days Prior to the expiration of the term of this <br />Agreement. .Sihould CPC elect not to exercise the first option, <br />term, CPC's right to exercise the second option provided <br />barein shall automatically be forfeited and said second <br />option shall be null and void. <br />12. Early Tern1nat1on. Xotwithstanding anything <br />contained'in Paragraph 10 hereof, in the event that CPC <br />ceases Its cement producing operations at the Calton <br />Facility, this Agreement shall immediately terminate. <br />13. Readings. The descriptive headings.of the <br />several sections hereof are inserted for convenience only and <br />shall not control or affect the meaning or construction of <br />any of the provisions hereof. <br />14, Arbitration. All disputes arising under this <br />Agreement shall be settled by arbitration. The party <br />desiring.such arbitration shall give written notice to that <br />effect to the other party and In such notice shall appoint as <br />an arbitrator a disinterested person of recognized competence <br />In the area at issue. Within fifteen (15) days thereafter, <br />the other party shall, by written notice to the originating <br />party, appoint a second person similarly qualified as the <br />second arbitrator. The arbitrators thus appointed shall <br />appoint a third person' similarly qualified as the third <br />arbitrator, and such three arbitrators shall as promptly as <br />possible determine such matter with the parties, each being <br />entitled to present evidence and argument to the <br />arbitrators; provided, however, thats <br />(i) it the second arbitrator shall not have been <br />appointed as aforesaid, the first arbitrator shall <br />determine such matter; and <br />(ii) if the two arbitrators appointed by the <br />parties shall be unable to agree upon the appointment of <br />001WAMIGEMS" AG7 <br />