Common use of Baseball Arbitration Clause in Contracts

Baseball Arbitration. With respect to any dispute under Section 7.4.2(d), which dispute is submitted by Genentech to arbitration for resolution as provided in Section 11.2, such arbitration shall be modified by as follows: (a) within ten (10) calendar days following the final selection of the arbitrators, the Parties, in consultation with the arbitrators, shall set a date for the arbitration, which date shall be no more than sixty (60) calendar days after the date the arbitration is demanded under Section 11.2; (b) the arbitration shall be “baseball” style arbitration; accordingly, notwithstanding the Rules, and at least fourteen (14) calendar days prior to the arbitration, each Party shall provide the arbitrators with a brief outlining its position. Briefs may be no more than [***], and must clearly provide and identify the Party’s position with respect to the disputed matter; (c) after receiving both Parties’ opening briefs, the arbitrators will distribute each Party’s brief to the other Party. Seven (7) calendar days in advance of the arbitration, the Parties shall submit and exchange response briefs of [***]. The Parties’ briefs may include or attach relevant exhibits in the form of documentary evidence, any other material voluntarily disclosed to the other Party in advance, or publicly available information. The Parties’ briefs may also include or attach demonstratives and/or expert opinion based on the permitted documentary evidence; (d) the arbitration shall consist of [***], such time to be split equally between the Parties, in the form of presentations by counsel and/or employees and officers of the Parties. No live witnesses shall be permitted except expert witnesses whose opinions were provided with the Parties’ briefs; and *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request. (e) no later than ten (10) calendar days following the arbitration, the arbitrators shall issue their written decision. The arbitrators shall select one Party’s proposed positions as their decision, and shall not have the authority to render any substantive decision other than to select the proposal submitted by either Denali or Genentech. The arbitrators shall have no discretion or authority with respect to modifying the positions of the Parties. The arbitrators’ decision shall be final and binding on the Parties and may be enforced in any court of competent jurisdiction. Each Party shall bear its own costs and expenses in connection with such arbitration, and shall share equally the arbitrators’ fees and expenses.

Baseball Arbitration. With respect to any dispute under Section 7.4.2(d14.7.2(b)(i), which dispute is submitted by Genentech Immunocore to arbitration for resolution as provided in Section 11.215.2, such arbitration shall be modified by as follows:: Certain confidential information contained in this document, marked by [***], has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. (a) within ten (10) calendar days [***] following the final selection of the arbitratorsarbitrator, the Parties, in consultation with the arbitratorsarbitrator, shall set a date for the arbitration, which date shall be no more than sixty (60) calendar days [***] after the date the arbitration is demanded under Section 11.215.2; (b) the arbitration shall be “baseball” style arbitration; accordingly, notwithstanding the Rules, and at least fourteen (14) calendar days [***] prior to the arbitration, each Party shall provide the arbitrators arbitrator with a brief outlining its position. Briefs may be no more than [***], and must clearly provide and identify the Party’s position with respect to the disputed matter; (c) after receiving both Parties’ opening briefs, the arbitrators arbitrator will distribute each Party’s brief to the other Party. Seven (7) calendar days [***] in advance of the arbitration, the Parties shall submit and exchange response briefs of no more than [***]. The Parties’ briefs may include or attach relevant exhibits in the form of documentary evidence, any other material voluntarily disclosed to the other Party in advance, or publicly available information. The Parties’ briefs may also include or attach demonstratives and/or expert opinion based on the permitted documentary evidence; (d) the arbitration shall consist of a [***] hearing of not longer than [***], such time to be split equally between the Parties, in the form of presentations by counsel and/or employees and officers of the Parties. No live witnesses shall be permitted except expert witnesses whose opinions were provided with the Parties’ briefs; and *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.and (e) no later than ten (10) calendar days [***] following the arbitration, the arbitrators arbitrator shall issue their his/her written decision. The arbitrators arbitrator shall select one Party’s proposed positions as their his or her decision, and shall not have the authority to render any substantive decision other than to select the proposal submitted by either Denali GNE or GenentechImmunocore. The arbitrators arbitrator shall have no discretion or authority with respect to modifying the positions of the Parties. The arbitrators’ arbitrator’s decision shall be final and binding on the Parties and may be enforced in any court of competent jurisdiction. Each Party shall bear its own costs and expenses in connection with such arbitration, and shall share equally the arbitrators’ arbitrator’s fees and expenses.

Baseball Arbitration. With respect to any dispute under Section 7.4.2(d13.6.2(b)(i), which dispute is submitted by Genentech Kineta to arbitration for resolution as provided in Section 11.214.2, such arbitration shall be modified by as follows: (a) within ten (10) calendar days following the final selection of the arbitratorsarbitrator, the Parties, in consultation with the arbitratorsarbitrator, shall set a date for the arbitration, which date shall be no more than sixty (60) calendar days after the date the arbitration is demanded under Section 11.214.2; (b) the arbitration shall be “baseball” style arbitration; accordingly, notwithstanding the Rules, and at least fourteen (14) calendar days prior to the arbitration, each Party shall provide the arbitrators arbitrator with a brief outlining its position. Briefs may be no more than [***]thirty (30) pages, and must clearly provide and identify the Party’s position with respect to the disputed matter; (c) after receiving both Parties’ opening briefs, the arbitrators arbitrator will distribute each Party’s brief to the other Party. Seven (7) calendar days in advance of the arbitration, the Parties shall submit and exchange response briefs of [***]no more than fifteen (15) pages. The Parties’ briefs may include or attach relevant exhibits in the form of documentary evidence, any other material voluntarily disclosed to the other Party in advance, or publicly available information. The Parties’ briefs may also include or attach demonstratives and/or expert opinion based on the permitted documentary evidence; (d) the arbitration shall consist of [***]a one (1) day hearing of no longer than eight (8) hours, such time to be split equally between the Parties, in the form of presentations by counsel and/or employees and officers of the Parties. No live witnesses shall be permitted except expert witnesses whose opinions were provided with the Parties’ briefs; and *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.and (e) no later than ten (10) calendar days following the arbitration, the arbitrators arbitrator shall issue their his or her written decision. The arbitrators arbitrator shall select one Party’s proposed positions as their his or her decision, and shall not have the authority to render any substantive decision other than to select the proposal submitted by either Denali Licensee or GenentechKineta. The arbitrators arbitrator shall have no discretion or authority with respect to modifying the positions of the Parties. The arbitrators’ arbitrator’s decision shall be final and binding on the Parties and may be enforced in any court of competent jurisdiction. Each Party shall bear its own costs and expenses in connection with such arbitration, and shall share equally the arbitrators’ arbitrator’s fees and expenses.. Kineta-Genentech Exclusive Option and License Agreement 41

Baseball Arbitration. With respect to any dispute under Section 7.4.2(d13.6.2(b)(i), which dispute is submitted by Genentech Kxxxxx to arbitration for resolution as provided in Section 11.214.2, such arbitration shall be modified by as follows: (a) within ten (10) calendar days following the final selection of the arbitratorsarbitrator, the Parties, in consultation with the arbitratorsarbitrator, shall set a date for the arbitration, which date shall be no more than sixty (60) calendar days after the date the arbitration is demanded under Section 11.214.2; (b) the arbitration shall be “baseball” style arbitration; accordingly, notwithstanding the Rules, and at least fourteen (14) calendar days prior to the arbitration, each Party shall provide the arbitrators arbitrator with a brief outlining its position. Briefs may be no more than [***]thirty (30) pages, and must clearly provide and identify the Party’s position with respect to the disputed matter; (c) after receiving both Parties’ opening briefs, the arbitrators arbitrator will distribute each Party’s brief to the other Party. Seven (7) calendar days in advance of the arbitration, the Parties shall submit and exchange response briefs of [***]no more than fifteen (15) pages. The Parties’ briefs may include or attach relevant exhibits in the form of documentary evidence, any other material voluntarily disclosed to the other Party in advance, or publicly available information. The Parties’ briefs may also include or attach demonstratives and/or expert opinion based on the permitted documentary evidence; (d) the arbitration shall consist of [***]a one (1) day hearing of no longer than eight (8) hours, such time to be split equally between the Parties, in the form of presentations by counsel and/or employees and officers of the Parties. No live witnesses shall be permitted except expert witnesses whose opinions were provided with the Parties’ briefs; and *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.and (e) no later than ten (10) calendar days following the arbitration, the arbitrators arbitrator shall issue their his or her written decision. The arbitrators arbitrator shall select one Party’s proposed positions as their his or her decision, and shall not have the authority to render any substantive decision other than to select the proposal submitted by either Denali Licensee or GenentechKineta. The arbitrators arbitrator shall have no discretion or authority with respect to modifying the positions of the Parties. The arbitrators’ arbitrator’s decision shall be final and binding on the Parties and may be enforced in any court of competent jurisdiction. Each Party shall bear its own costs and expenses in connection with such arbitration, and shall share equally the arbitrators’ arbitrator’s fees and expenses.. Kineta-Genentech Exclusive Option and License Agreement 41