# EXCERPT FROM THE CONSTITUTION AND BY-LAWS OF THE NEW YORK INSURANCE EXCHANGE, INC.

## ARTICLE XIV—ARBITRATION

### § 1. Controversies Arbitrated
Any controversy between Members or Associate Brokers and any controversy between a non-member and a Member or Associate Broker arising out of the Business of such Member or Associate Broker shall at the instance of such non-member, be submitted for arbitration in accordance with the provisions of the Constitution and the arbitration rules of the Board.

### § 2. Procedure and Costs
The Board shall adopt rules governing the procedure for arbitration through the facilities of the Exchange, which, among other matters, shall fix the maximum amount chargeable to the parties as costs to cover the expense of the hearings, shall include the fees of the Arbitrators, the initiation of proceedings, representation by attorneys, appointment of arbitrators, time and place of hearing, procedures at hearings, amendments to claim or counterclaims, adjournments, awards, notice and communications, and other related matters. The Board may from time to time amend, alter or repeal any rule so adopted.

### § 3. Arbitration Director
The Chairman of the Board, subject to the approval of the Board of Governors, shall designate one of the officers or other employees of the Exchange as Arbitration Director, and may also designate an employee of the Exchange as Assistant Arbitration Director, to act in the absence or inability to act of the Arbitration Director. The Arbitration Director shall be charged with the duty of performing all ministerial duties in connection with matters submitted for arbitration pursuant to this Article.

### § 4. Arbitrators
(a) Board of Arbitration
Promptly after the annual meeting of the Members, the Chairman of the Board shall appoint, subject to the approval by the Board, a Board of Arbitration to be composed of persons who are not Governors to serve at the pleasure of the Board or until the next annual meeting.

(b) Selection of Arbitrators
Each dispute shall be decided by a panel of three arbitrators. Each party to an arbitration under this Article shall select one arbitrator from the Board of Arbitration, and they in turn will select the third arbitrator from the Board of Arbitration to complete the panel.

(c) Power to decline use of facilities
The Board of Governors may deny arbitration through the facilities of the Exchange in their discretion.

(d) Dismissal of proceedings; assessment of costs
The Arbitrators in any case may at any time during the proceedings, and shall upon the joint request of the parties thereto, dismiss the proceedings and refer the parties to their remedies at law. In any arbitration proceeding, whether involving a member controversy or a non-member controversy, the Arbitrators may determine, subject to the arbitration rules of the Board, the amount chargeable to the parties, as costs to cover the expense of the hearings, and, upon the determination of such controversy, shall determine by whom such costs shall be borne.

(e) No right of appeal
There shall be no appeal to the Board of Governors from a decision of the Arbitrators in any arbitration proceeding.