THE MEDIATION RULES OF CHICAGO INTERNATIONAL DISPUTE RESOLUTION ASSOCIATION (CIDRA) ARTICLE 20 - MEDIATION PROCEEDINGS - GROUND RULES The following ground rules apply to mediation proceedings conducted under these Rules, subject to any modifications on which the parties and the mediator agree in writing: a) The mediation process is voluntary and non-binding. b) Any party may withdraw at any time after attending the first substantive mediation session, and before execution of a written settlement agreement, by written notice to the mediator and the other party or parties. c) The mediator shall be neutral and impartial. d) The mediator shall control the procedural aspects of the mediation. The parties shall cooperate fully with the mediator. e) The mediator is free to meet and communicate separately with each party and their counsel. By agreement of the parties and their counsel, the mediator may meet with the parties by themselves. The mediator may meet jointly with counsel for the parties and/or each counsel separately. f) The mediator will decide when to hold joint meetings with the parties and when to hold separate meetings. The mediator will fix the time and place of each session and its agenda in consultation with the parties. There will be no stenographic record of any meeting. Formal rules of evidence or procedure will not apply. g) Each party will have present at each mediation session a corporate executive or other individual who has full authority to negotiate a resolution of the dispute, unless the mediator determines otherwise. Each party may have present more than one person -- e.g. a corporate executive and an attorney. The mediator may limit the number of persons representing each party or attending a particular mediation session. h) The mediation process shall be conducted expeditiously. i) There is no attorney/client relationship between the mediator and any party and the mediator does not provide legal advice. The parties recognize that in the process of reaching agreement they may choose to waive or forgo a claim or defense, and that they may consult an attorney if they have any questions about their legal rights. j) When a party meets alone with the mediator, he or she will clearly inform the mediator as to which statements or documents shall remain confidential, and which may be shared with the other parties. k) The mediator shall not transmit information received in confidence from any party to any other party or any third party unless authorized to do so by the party transmitting the information, or unless ordered to do so by a court of competent jurisdiction. (See Article 21). l) Unless the parties agree otherwise, they will refrain from pursuing litigation or any administrative or judicial remedies during the mediation proceedings or for a set period of time, insofar as they can do so without prejudicing their legal rights. m) Unless all parties and the mediator agree otherwise in writing, the mediator and any persons assisting the mediator will be disqualified as a witness, consultant or expert in any pending or future investigation, action, or proceeding relating to the subject matter of the mediation. n) The mediator may promote settlement in any manner the mediator believes is appropriate. The mediator shall help the parties focus on their underlying interests and concerns, explore resolution alternatives and develop settlement options. o) The parties are expected to initiate and convey to the mediator proposals for settlement. Creative proposals for settlement are encouraged. Each party shall provide a rationale for any settlement terms proposed. p) If the parties fail to develop mutually acceptable settlement terms, the mediator -- before terminating the mediation proceedings and with consent of the parties, may either submit to the parties a final settlement proposal which the mediator considers fair and equitable to all parties; or, if the mediator believes he or she is qualified to do so, the mediator may give the parties an evaluation of the likely outcome of the case if the dispute were adjudicated to a resolution. q) If the dispute eventually goes to arbitration, the mediator shall not serve as an arbitrator unless the parties and the mediator agree otherwise in writing. r) The mediator may withdraw at any time by written notice to the parties: s) (i) for personal reasons; (ii) if the mediator believes that a party is not acting in good faith;, or (iii) if the mediator concludes that further mediation efforts would not be useful. If the mediator withdraws pursuant to (i) or (ii), he or she need not state the reason for withdrawal. t) The parties agree to deposit the fees and expenses as required by CIDRA. Additional time for review, follow-up telephone conferences or meetings with any party to attempt to reach settlement of a matter, or any subsequent related judicial or other proceeding, will be billed at the rate determined by CIDRA. The mediation proceedings will not commence unless the required deposits have been made. u) A schedule of CIDRA mediation fees appears in Appendix D of these Rules.