Common use of Applicable Law; Dispute Resolution Clause in Contracts

Applicable Law; Dispute Resolution. This Letter Agreement shall exclusively be governed and construed in accordance with the laws of the State of Delaware, USA, without regard to conflicts of laws principles. Any dispute, controversy or claim arising out of or in connection with this Letter Agreement, including any question regarding the validity, invalidity, breach or termination thereof, that the Parties are not able to resolve through negotiation, mediation, or other means of amicable settlement during a period of thirty (30) days following the date upon which one Party first notifies the other Party in writing of such dispute, controversy or claim, shall be referred to and finally resolved by arbitration in Delaware administered by the International Center for Dispute Resolution in accordance with its International Arbitration Rules, which rules are deemed to be incorporated by reference to this clause. Unless otherwise agreed by the Parties, the arbitration panel shall consist of three (3) arbitrators. One (1) arbitrator shall be appointed by BIOCERES, one (1) arbitrator shall be appointed by ARCADIA, and those two arbitrators shall jointly appoint the third arbitrator. The language of the arbitration shall be English. Notwithstanding the foregoing, any disputes regarding the inventorship, scope, enforceability or validity of Intellectual Property shall be submitted exclusively to a court of competent jurisdiction for resolution, and shall not be subject to the foregoing arbitration procedures.