45 Disputes
45.1 In respect of any technical dispute arising under, out of, or in connection with the Works ('Dispute'), the Parties may initially refer any such Dispute to their respective senior managers ('Senior Managers') who shall meet within seven days of the reference of the Dispute to them and shall discuss the Dispute and make all reasonable efforts to reach agreement.
45.2 In the event that the Senior Managers cannot reach agreement pursuant to clause 45.1, either Party shall have the right to request the appointment of a technical expert (the “Expert”) for the solution of the issue amongst the following experts (in order of preference depending on their availability to accept the mandate): [●].
45.3 The arbitration proceeding for the Expert shall be based in Buenos Aires and will be held in English language.
45.4 The Expert shall finally determine the technical matter at issue in accordance with the provisions of this Agreement. The Expert shall deliver its determination to the Parties in writing, including an explanation of the underlying reasons, within thirty (30) Days after the acceptance of the mandate. The Expert’s determination shall (in the absence of manifest error or unfairness) be final and binding upon the Parties. The costs of the determination, including fees and expenses of the Expert, shall be borne as determined by the Expert. In the event the Expert does not determine which Party shall pay the entire amount to be paid to the Expert, said amount shall be borne by the losing Party, identifying such Party in whose application has been rejected by the Expert. In any other cases, the latter’s consideration will be borne in proportion to the acceptance of the claims of both Parties.