How Investment in PRG LLC Works� by V06YRnQh

VIEWS: 13 PAGES: 15

									                                                      May 4, 2009

To Potential Investors of PG Golf, LLC:

        My name is Pat Grady and it has been my dream of playing on the PGA Tour for
as long as I can remember. I will graduate from the University of Colorado this week and
plan to turn professional on June 5, 2009. I have worked tremendously hard on my game
throughout college and have improved every year. This year has been by far my best as I
was awarded Colorado Golf Association Player of the Year for the second year in a row.
At the CU Sports Performers of the Year Awards I was recognized as CU Male Athlete
of the Year. I also earned a spot on the All-Big 12 Conference team (both the tournament
team and regular season team)
        I plan on playing in about ten State Open events this summer and roughly four or
five Nationwide Tour Monday qualifiers. I will then go to PGA Tour Qualifying School
in the fall. If Q-School doesn’t work out I will probably play on the Gateway Tour in
Phoenix during the winter months. I have included a tentative schedule.
        Professional golf is extremely expensive, but I like to think of PG Golf, LLC as
an investment opportunity. I know that if I play as well as I’ve played this past year that I
should be able to earn a profit on the mini-tours. The reason I formed this company is
because I don’t have the capital to sign up for all these events right away. I don’t want to
be playing with the pressure that if I miss a cut or two that I could go into serious debt.
        I believe I have prepared myself during college to take my game to the next level,
but need financial support to continue developing. I have lived at home throughout
college to keep my expenses down and used my scholarship money wisely to the point
that I am now debt free. However that didn’t leave much of a savings for professional
golf. I know that the economy is about as bad as it has ever been, but I would really
appreciate if you could help out. Thanks for your time, and I hope you will consider
buying a share or more of PG Golf, LLC


                                                      Sincerely,



                                                      Pat Grady
                               Pat Grady
        1132 Aberdeen Dr. • Broomfield, CO 80020 • (303) 507-3789
                        PatrickRGrady@gmail.com

                                  Education

University of Colorado at Boulder
       Bachelor of Science in Business Administration
       Double Emphasis in Accounting and Finance
       3.25 G.P.A.
       Dean’s List Fall 2008
       Academic All-American 2008-09

                     Extra Curricular Activities / Awards

Student Athlete Advisory Committee (SAAC)
      Served as a team representative for four years (2006-09)
      President 2007-08, Vice-President 2008-09
      Helped coordinate, lead, and volunteer at numerous: community
         service projects, banquets, events, and meetings.
      Big 12 SAAC, Represented CU at the conference meeting in Dallas in
         2007 and 2008.

Buffalo Leadership and Initiative Award
       2007. Given to one Junior Student-Athlete who exhibited outstanding
         initiative and demonstrates a strong commitment to service to the CU
         and Boulder communities.

Big 12 Conference Medal Award
       2009. Given to one male and female athlete who are completing their
         eligibility with an outstanding record of scholarship and athletics.

CU Athlete of the Year
      2008-09. Given to one male and one female athlete who had the most
         outstanding athletic achievements throughout the year.

                              Work Experience

Nike Golf Camps and Schools (2005-2008)
       Camp Counselor. Responsible for 40 kids day and night in week long
         camps. Taught the fundamentals of golf to aspiring juniors.
                        2008 - 09 CU Athlete of the Year (All Sports Included)
                        2007 and 2008 Colorado Golf Association Player of the Year
                        #26 Ranked Player in the Nation
                        All-Big 12 Tournament Team and Regular Season Team

                        Complete Resume Available on CUBuffs.com



 Intercollegiate Golf Fall 2008
 USF Olympic Club Intercollegiate                    70-75-70---215           T7th
                                                                                 st
 DU-Ron Moore Invitational                           67-69-68---204             1
 UNM Tucker Invitational                             73-70-77—220            T16th
 Northwestern Windon Memorial                        78-77-76—231            T67th
 The Prestige At PGA West                            77-78-76—231            T54th
 NMSU Wimberly Intercollegiate                       69-69-71—209            T2nd

 Intercollegiate Golf Spring 2009
 UH Hilo Intercollegiate                           73-69-70—212               T3rd
 Louisiana Classics                                70-75-66---211             T3rd
                                                                                 th
 Oregon Duck Invitational                         76-70-74--- 220              12
 Western Intercollegiate                          68-73-74--- 215             T6th
                                                                                  st
 Stevinson Ranch Invitational                      69-68-71---208               1
                                                                                 th
 Big 12 Championship                            71-71-70-75---287               6

 Other Major Amateur Accomplishments
 2004 CGA Junior Match Play Championship                                      1st
 2005 CGA Match Play Championship                                             1st
 2006 CGA Stroke Play Championship                    66-70-70-67             1st
 2006 CGA Western Chapter Championship                      66-66             1st
 2007 CGA Public Links Championship                      70-67-65             1st
 2007 CGA Two-Man Championship                                                1st
 2007 High Plains Amateur Championship                      68-71             1st
 2008 Southwestern Amateur Championship               68-74-70-77             6th
 2008 US Amateur Public Links Championship                             Round 16
 2008 CGA Stroke Play Championship                       67-72-69           T2nd
 2008 CGA Public Links Championship                      65-68-68             2nd
 2008 CGA Match Play Championship                                     Semi-Finals
 2008 CGA 4-Ball Championship                                65-64            1st

Records at CU
  71.97 scoring average (through Big 12’s) would be 3rd all time if season was over.
  -12 204 at the 2008 DU Ron Moore Intercollegiate ties school record for most
    strokes under par in a 54 hole event
  -5 205 at the 2006 Perry Maxwell Intercollegiate ties the school record for most
    strokes under par on a par 70 course in a 54 hole event.
  8th in top 5 finishes (9), 7th in top 10 finishes (12), 8th in top 20’s (17)
  All time record for most rounds in the 60’s single season. (10) So far…
How Investment in PG Golf, LLC Works…

    This section is not the contract, it is just an outline. The actual contract is the
     document titled “Operating Agreement.”

    PG Golf, LLC will have a maximum ‘life span” of three and a half years (6/1/09 –
     12/31/12), during which time Pat Grady will pursue a career as a professional
     touring golfer. The fiscal year ends on 12/31.

    PG Golf, LLC will maintain two classes of stock; “voting” and “non-voting.” All
     voting stock (200 shares) will be vested in Pat Grady, giving him the ability to
     make all company decisions.

    There will be 200 shares of non-voting stock. If Pat Grady cannot find enough
     investors to purchase all 200 units of non-voting stock in the initial offering, the
     remaining shares shall remain up for sale and may be purchased at any time.

    The non-voting shares will be sold for $500 each and an investor may buy as
     many as he or she desires until all 200 shares have been purchased.

    Return on Investment

         o Pat Grady will prepare a detailed income statement and balance twice
           annually. The first fiscal period is January 1 – June 30, and the second
           fiscal period is July 1 – December 31.

         o All tournament winnings will be included in income. Money from any
           type of apparel/club sponsorship will not be included in company income.
           Income is clearly detailed in Article 2.4 of the Operating Agreement.

         o Expenses include but are not limited to: tournament entrance fees, travel to
           and from tournaments, food at tournaments, caddy fees, basic health
           insurance, golf equipment, automobile related expenses from tournament
           travel, practice expenses, room and board (if Pat Grady has to move to
           play a mini-tour series), and other tournament related miscellaneous
           expenses. They are detailed in Article 2.5 of the Operating Agreement.

         o Net Income shall be divided 50/50. 50% will go to Pat Grady and 50%
           will be divided amongst the non-voting shareholders in proportion to
           percentage of ownership. Articles 2.7 -2.9 detail this. Net Income
           distributions will be made twice annually. See Article 2.7.

         o The goal of PG Golf, LLC is to help Pat Grady achieve his dream of
           playing on the PGA Tour. Pat has spoken with many potential investors
           and it seems everyone wants something different. Most would like a
   return on their investment, while others just want their money back or
   nothing back at all. On the “Subscription Agreement” a non-voting
   member shall note a maximum desired return on his or her initial
   investment. This shall be any number between 100% and a maximum of
   200%. The total of distribution and dissolution payments an investor may
   receive from one share is his desired return multiplied by $500. For
   example, if a non-voting member purchases one share for $500, and notes
   a desired return of 200%, then the maximum total distribution and
   dissolution payments that investor could receive is $1,000. If a similar
   investor notes a desired return of 100%, then the maximum total
   distribution and dissolution payments would be $500. Pat has also spoken
   with some potential investors who say they want nothing to do with a
   company like this and would just like to pay for a single tournament entry
   fee directly. If that is the case, that person could contact Pat directly and
   he would facilitate that person at their convenience.

o PG Golf, LLC’s Net Income is subject to distribution until all non-voting
  members are paid their full desired returns. When this takes place, all
  future Net Income belongs to Pat Grady.

o If Pat Grady decides to stop pursuing his dream as a professional golfer,
  all Company cash and assets will be distributed equally to non-voting
  members based on percentage of ownership. See article 6.1 for more
  detail.

o If the above does not occur, on 12/31/12 the Company will cease to exist
  and all Company cash and assets will be distributed evenly to non-voting
  members based on percentage of ownership until the first occurs: (a) all
  assets are distributed or (b) all non-voting members are paid their full
  desired returns. If example (b) occurs, all remaining company cash will
  belong to Patrick Ryan Grady. Article 6.1 details this.
                                DIRECTIONS


1) Please read the Operating Agreement carefully

2) Watch the DVD. It is a six minute video. If you do not have a DVD player, I
   have uploaded the video on YouTube.com. Search “PG Golf, LLC”

3) Fill out: Subscription Agreement, IRS Form W-9, and Contact Information.

4) Make check payable to PG Golf, LLC.

5) Mail: Check, Subscription Agreement, W-9, and Contact Information to Pat
   Grady at 1132 Aberdeen Dr. Broomfield, CO 80020.

6) Keep the: Operating Agreement, DVD, Resume, and Outline for your own
   personal files.

7) Upon receipt, Pat Grady will mail a membership certificate that states your
   desired return, how many shares you own, and the date the check was received.
   Keep this document for your own personal records.
                            SUBSCRIPTION AGREEMENT

To the Manager of PG Golf, LLC:

In exchange for an interest as a Non-voting Member of PG Golf, LLC, a Colorado
limited liability company, as such interest is described in the operating agreement of the
limited liability company, I agree to contribute $           (must be in $500 increments)
in cash. This sum shall be payable in one installment due immediately upon placing my
signature upon this document. My interest in the limited liability company is referred to
as “Non-voting Member Interest” here, and will be effective on the acceptance of this
subscription by the Manager of the limited liability company. As a Non-voting Member,
I am entitled to earn a maximum desired return of            % (must be between 100% and
200%) of my initial investment. My cash contribution entitles me to receive          non-
voting shares in PG Golf, LLC.

In connection with this transaction, I represent and warrant that I am acquiring this
interest for investment and not with a view to the resale or distribution of this interest. I
agree that I will not transfer the interest in violation of the provisions of the operating
agreement. I acknowledge that the Non-voting Member Interest is subject to restrictions
on its transfer, as set forth in the operating agreement of the limited liability company,
and I agree to observe and be bound by all of these restrictions. I further agree that the
limited liability company may endorse itself with an appropriate legend as above. Prior
to acquiring the purchase, I have made an investigation of the limited liability company
and its business and have had made available to me all information with respect to the
interest, the limited liability company and its business which I needed to make an
informed decision to acquire the interest. I possess experience and sophistication as an
investor which are adequate for the evaluation of the merits and risks of the interest.

I understand the following concerning the interest:
       (a) That it has not been registered under the Securities Act of 1933 or any state
       securities laws;
       (b) That I cannot sell the Interest unless it is registered under the Securities Act of
       1933 and applicable state securities laws, or pursuant to an exemption from the
       registration requirements;
       (c) That I must bear the economic risk of this investment for an indefinite period
       of time because the interest has not been registered under the Securities Act of
       1933 or any state securities laws, and therefore cannot be sold unless it is
       subsequently registered or unless exemptions from the registration requirements
       are available;
I agree to be bound by the provisions of the operating agreement and I will perform all
obligations under it relating to Non-voting Members of the limited liability company.
The representations, warranties, and agreements by me here made are made and given to
induce the limited liability company to issue the interest to me.

Very truly yours,



                                          .                                   .
Signature                                                    Date



                                              .
Print Name


ACCEPTED:

PG Golf, LLC

By:


                                      .
Patrick Ryan Grady, Manager
                      Please Fill Out All Items Completely
         (Personal information will be used for Company and IRS operations only)


                                                     .
(Print name as wanted on a check)

                                                            .                   .
(Mailing Address)                                                        (Apt No.)

                              .             .                    .
(City)                               (State)             (Zip)

                          .                                          .
(Home Phone)                      (Cell Phone)


                                                 .
(Email Address)
*In an effort to reduce costs, email is imperative for company communication.
                           OPERATING AGREEMENT
                                    for
                                PG Golf, LLC

The agreement is made by signing the Subscription Agreement and becoming a non-
voting member of PG Golf, LLC. The members agree as follows:

                                      ARTICLE I
                                    ORGANIZATION

1.1 Formation. The members have formed a limited liability company under the
    Colorado Limited Liability Company Act by filing an Articles of Organization with
    the Colorado Secretary of State.

1.2 Governing Law. This agreement shall be governed by and interpreted in accordance
    with the laws of the State of Colorado, including the Colorado Limited Liability
    Company Act.

1.3 Name. The name of the company shall be “PG Golf, LLC”

1.4 Term. The term of the Company shall not be perpetual as discussed in Article 6.1 of
    this Operating Agreement.

1.5 Office and Agent. The principal office of the Company shall be located at 1132
    Aberdeen Dr. Broomfield, CO 80020. The principal and registered agent of the
    Company shall be Patrick Ryan Grady and he resides at 1132 Aberdeen Dr.
    Broomfield, CO 80020.

1.6 Purpose of the Company. The purpose of the Company is to facilitate the
    development of Patrick Ryan Grady as a professional golfer and to permit him to
    participate in professional golf tours with the possibility of providing a return on
    investment to those who purchase shares in PG Golf, LLC.

1.7 Founder of the Company. The legal name of the founder of the Company is Patrick
    Ryan Grady.

                         ARTICLE II
    SHAREHOLDER INTERESTS, VOTING, AND PROFIT DISTRIBUTION

2.1 Voting Member. The decisions of the voting member shall be controlling. PG
Golf, LLC will issue 200 voting shares. Patrick Ryan Grady will receive all 200 of the
voting shares giving him the ability to make all company decisions. The non-voting
members shall have no right without prior written consent of the voting member to take
any action, enter into any contract or agreement, or perform any act in the name of the
Company.
2.2 Non-voting Members. PG Golf, LLC will issue 200 non-voting shares. They will
be sold for $500 each. When a share is purchased it will be considered a non-voting
share outstanding. Shares issued but not purchased will be considered non-voting shares
issued but not outstanding. A non-voting member is anyone who purchases at least one
of the 200 non-voting shares. A non-voting share does not mean ownership of part of the
Company. It just means the owner of the share has rights on distribution and dissolution
payments up to his or her desired return.

2.3 Desired Return on Non-voting Shares. On the “Subscription Agreement,” an
investor shall note a maximum “desired return” on his or her investment. This shall be
any number between 100% and 200%. The total of distribution and dissolution payments
an investor may receive from one share is his desired return multiplied by $500. For
example, if an investor purchases one share for $500, and notes a desired return of 200%,
then the maximum of total distribution and dissolutions payments that investor may
receive shall be $1,000. When that investor receives $1,000 in distributions and or
dissolution payments his or her share will become inactive from receiving any future
payment. If a similar investor notes a desired return of 100%, then the maximum return
on that investment would be $500. When that investor receives $500 from distributions
and or dissolution payments his share shall be inactive from any future payment.

Pat has also spoken with some potential investors who say they want nothing to do with a
company like this and do not want a return. They would just like to pay for a single
tournament entry fee directly. If that is the case, that person could contact Pat directly
and he would facilitate that person at their convenience.

2.4 Income. Income shall include golf tournament prize monies earned by Patrick Ryan
Grady. Any monies earned by Patrick Ryan Grady from sponsorship, appearances, golf
lessons, “pro-am” events, clinics or any other employment shall remain those of Patrick
Ryan Grady and not belong to or be payable to the Company.

Pro-am events are defined as one day outings that typically occur the day before or days
before a multi day tournament. There are, however, certain multi-day tournaments with
the designation pro-am. For example, Pat plans to play in the SW Kansas Pro-Am in the
summer of 2009. This is a three round tournament and no other event is associated with
it. Monies from winnings in this event shall be payable to the Company. For the purpose
of this Company we define a pro-am as a one day event that typically occurs the day or
days before a tournament. If it is a multi-day event in which no other tournament is
associated, then the event will be considered a tournament and prize monies belong to the
Company. If it is deemed a pro-am and there is an entry fee associated with it, Patrick
Ryan Grady must pay that fee himself and may not expense it to the Company.

2.5 Expenses. Expenses include but are not limited to: tournament entrance fees,
transportation costs to and from tournaments, basic health insurance, caddy fees, meals at
tournaments, golf equipment, automobile expenses from tournament travel, practice
expenses, room and board at tournaments, rent (if Pat Grady has to move to play a mini-
tour series), tax preparation fees, stamps, and other tournament, practice, and Company
related miscellaneous expenses.

2.6 Net Income. Net Income is defined as income less expenses and taxes. Patrick Ryan
Grady will prepare a detailed Income Statement after each semi-annual period.

2.7 Net Income Distribution. Distribution payments, if the below conditions are met,
will be paid twice annually. Distributions will be paid one month after the close of each
period. The first semi-annual period will be from Jan1 – June 30 and the second period
will be from July 1 – Dec 31. 2009 will only have one period because it is only a 7
month year. The 2009 period will be from June 1 – Dec 31. An investor is eligible for
distributions in that period if Patrick Ryan Grady receives his or her check anytime
before the close of the period.

Only positive cumulative Net Income shall be distributed. If semi-annual Net Income is
negative, nothing shall be distributed and the loss will carry forward. If there is a loss
carry forward from a previous period and Net Income is positive in the current period, the
sum, if positive, shall be distributed to members. For example: if 2009 NI is -$3,000,
nothing shall be distributed for 2009. If period one of 2010 NI is $5000, the sum of the
periods shall be distributed for period one 2010. $5,000+-3000 = $2,000. $2,000 shall
be distributed for period one 2010. If period one 2010 NI is only $2,000, that sum is now
$2000+-$3000 = -$1,000. That is still a negative number therefore nothing shall be
distributed for that period, and the $1,000 loss will carry forward to the next period.

There is no guarantee a distribution payment will ever be made. If the Company has a
loss every year, there will never be a distribution. Any cash that remains upon the
dissolution of the Company shall be paid to non-voting members as is stated in article
6.1.

If at the time the Company dissolves, an investor still hasn’t made his money back it will
be considered a loss. Pat will present each member an IRS schedule K-1 at the end of
each fiscal year and if there is a loss that amount can be taken as a tax write off.

2.8 Member Distribution Rights. The voting member shall receive 50% of company
distributions. The non-voting members shall receive the other 50% divided equally based
on percentage of ownership.

2.9 Non-voting Member Percentage of Ownership.

  Total # of Active Shares Owned
Total # of Active Shares Outstanding

A non-voting member’s percentage of ownership will most likely fluctuate from year to
year. It will be calculated as follows. The numerator will be the number of active non-
voting shares an investor owns at the end of the year. Active shares are those which
currently have not been paid their full desired returns. After a share is paid its full
desired return it will be considered an inactive share. The denominator will be the total
number of active non-voting shares outstanding as counted at the close of that period.
For Example: If at the end of 2009 PG Golf, LLC has only sold 100 of the 200 possible
shares and member Z owns 10 active shares, then his ownership of the non-voting shares
is 10%. (10/100 = 10%) If in the next semi-annual period PG Golf, LLC is able to sell
the remaining 100 shares bringing the total number of shares outstanding to 200 (and all
200 are still active), member Z’s ownership of the non-voting shares is now only 5%.
(10/200 = 5%). If after that period member Y who owns 50 shares has been paid back his
full desired return (making his shares inactive), there are now only 150 active shares.
Shareholder Z’s ownership of the non-voting shares is now 6.67% (10/150 = 6.67%).


                                     ARTICLE III
                                     LIABILITY

3.1 Liability of Shareholders and Managers. All debts, obligations and liabilities of
the Company, whether arising in contract, tort or otherwise, shall be solely the debts,
liabilities and obligations of the Company.

                           ARTICLE IV
            ACCOUNTING RECORDS, REPORTING, AND BANKING

4.1 Books and Records. PG Golf, LLC shall maintain complete and accurate accounts
in proper books of all transactions of the Company. The Company’s books and
accounting records shall be in accordance with such accounting principles as the voting
member may determine to be proper.

4.2 Income Statement. Patrick Ryan Grady shall keep a detailed and dated ledger of all
tournament prize monies and expenses. He shall keep an organized collection of receipts
from all these transactions. The semi-annual income statements shall be prepared from
this ledger.

4.3 Balance Sheet. Patrick Ryan Grady shall prepare a balance sheet at the close of each
fiscal year.

4.4 Capital Accounts. Pat Grady shall organize a spreadsheet with 200 rows, one for
each share of non-voting stock. This spreadsheet will contain important information
about each share of stock including: date of purchase, desired return, distributions
received, etc.

4.5 Taxes. One month after the close of the fiscal year Patrick Ryan Grady will provide
all non-voting members with a statement of their respective Capital Accounts,
distribution information, IRS schedule K-1, and any other financial information a non-
voting shareholder needs to prepare his or her federal and state income tax returns.
Patrick Ryan Grady, on company expense, shall cause the income tax returns for the
Company to be prepared and timely filed with the appropriate authorities.
4.6 Inspection of Books and Records. Each non-voting member has the right, on
reasonable request for purposes reasonably related to the interest of the person as a non-
voting member, to: (a) inspect and copy any of the company’s records described above;
and (b) obtain from the Company promptly after their becoming available a copy of the
Company’s federal, state and local income tax or information returns for each fiscal year.

4.7 Bank Account. PG Golf, LLC shall maintain its funds in a bank account in the name
of the Company, and shall not permit the funds of the Company to be mingled in any
fashion with the funds of any other person.

                               ARTICLE V
                    TRANSFER OR ASSIGNMENT OF SHARES

5.1 Death of a Non-voting Member. Upon the death of a non-voting member, the
member’s estate will be entitled to all his or her shares. The estate will receive all future
distribution and dissolution payments from the shares.

5.2 Restrictions of Transfer. No non-voting member shall sell, pledge, assign, or
otherwise transfer his or her shares. No exceptions.

                                  ARTICLE VI
                          DISSOLUTION AND WINDING UP

6.1 Dissolution. The Company may be dissolved at any time if Patrick Ryan Grady
decides not to continue to compete as a touring golf professional. The company may also
be dissolved, by decision of Patrick Ryan Grady, if every non-voting member has been
paid his full desired return. Take for example Pat wins a PGA Tour event and makes $1
million. That would be more than enough money to pay every investor his full desired
return. In an instance like this the company would make distribution payments and then
immediately dissolve. The mission of the Company would have been accomplished, and
there would be no further use for the Company. The Company shall be dissolved on
12/31/2012 if either of the above does not occur first. The first step that will occur upon
dissolution is company profits will be distributed just like at the end of any other period.

The second step is all non-depreciated company assets and cash will be evenly distributed
to non-voting members based on percentage of ownership. Percentage of ownership is
calculated the same way as it is in Article 2.9. A non-voting member, as long as there are
sufficient company assets, will receive dissolution payments until their full desired return
is met. For example, if an investor buys one share in 2009 with a desired return of 200%
and has amassed distribution payments of $250 throughout the years, he is entitled to
dissolution payments of no more than $750. $250+$750=$1,000, which is his full
desired return. Example 2: If an investor buys one share in 2009 with a desired return of
100% and has amassed distribution payments of $250 throughout the years, he is entitled
to $250 in dissolution payments because $250+$250 = $500 and that equals his desired
return. Upon dissolution, and after all shareholders are paid their full desired returns, any
remaining cash and non-depreciated assets shall belong to Patrick Ryan Grady.

6.2 Statement of Dissolution. The voting shareholder conducting the dissolution shall
cause to be filed in the office of, and on a form prescribed by the Colorado Secretary of
State, a Statement of Dissolution of the Articles of Organization.

                                    ARTICLE VII
                                DISPUTE RESOLUTION

7.1 Disputes among members. The members agree that in the event of any dispute
relating to the Company they shall use their best efforts to use good-faith negotiation to
resolve the conflict. In the event the members are unable to resolve any dispute, such
parties shall first attempt to resolve the problem with a non-binding mediation
proceeding. Mediation proceedings shall be conducted in accordance with the most
recent rules of the Commercial Mediation Rules of the American Arbitration Association,
“the AAA”. In the event one party is still not satisfied with the decision, any unresolved
disputes shall be finally settled in accordance with an arbitration proceeding. Arbitration
proceedings must be conducted in accordance with the most current rules of the AAA.

								
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