exclusive venue for any suits or actions arising out of this Agreement shall be in the Superior Court for the State of Washington for King County or in the United States District Court for the Western District of Washington. 14. Notices. All notices under this Agreement shall be in writing and shall be ------- deemed to have been duly given if personally delivered, sent by telecopier, sent by overnight courier service or sent by registered or certified mail, postage prepaid, and shall be deemed given upon the earlier of actual 5. receipt or one day after it is sent, if sent by overnight courier, or three days after it is sent by registered or certified mail. All notices or other communications shall be made as follows: To FNW: 11220 N.E. 53rd Street Kirkland, WA 98033 Attn: Scott Patrick V.P./Corporate Sales With a Copy to: Richard E. Leigh, Jr. Vice President/General Counsel 110 - 110th Ave. N.E., Suite 550 Bellevue, WA 98004 If to Sponsor. Jerome Pache, Director Business Development Leslie Wallis, General Counsel MERCATA, Inc. 110 110th Avenue NE Bellevue, WA 98004-5840 15. Arbitration. Any controversy or claim arising out of or relating to this ----------- Agreement, including, but not limited to a claim based on or arising from an alleged tort will, at the request of any party be determined by arbitration in accordance with the Federal Arbitration Act (9 U.S.C. Section 1, et seq.) under the auspices and rules of the American Arbitration Association ("AAA"). The AAA will be instructed by either or both parties to prepare a list of judges who have retired from the Superior Court of the State of Washington, a higher Washington court or any federal court. 'Within 10 days of receipt of this list, each party may strike one name from the list.