Common use of Baseball Arbitration Clause in Contracts

Baseball Arbitration. For any dispute under this Agreement that is expressly designated under this Agreement to be submitted for arbitration pursuant to this Section 20.6.2, the provisions of the first paragraph of this Section 20.6 shall apply, except as follows: The Party invoking baseball-style arbitration will so notify the other Party in writing. The notice will contain a list of all issues the Party proposes to submit to arbitration. Within [***] days after receipt of any such notice, the Party receiving the notice will promptly notify the initiating Party of any additional issues that the receiving Party intends to include in the arbitration. The issues listed in the notice and in such reply will be the only issues submitted to such arbitration. Within [***] days after the designation of the arbitrator, each Party shall provide to the arbitrator in writing a proposal that contains that Party’s “final best offer” on each open issue, as well as a summary of the Party’s position with respect to each such issue. Upon receipt of such proposals from each Party, the arbitrator shall provide copies of the same to the other Party. Each Party shall have [***] days from receipt of the other Party’s proposal to submit a written response thereto, which may include any relevant information in support thereof. The arbitrator shall use his or her best efforts to resolve the dispute within [***] days after submission of responses. The arbitrator will select the single proposal that, in the determination of the arbitrator, most closely conforms to the requirements of this Agreement and is the most fair and reasonable to the Parties in light of the totality of the circumstances and the terms of this Agreement. At any time prior to the determination, either Party may accept the other Party’s position on any unresolved issue and in such event such position will be deemed part of the final document and no longer subject to arbitration.

Baseball Arbitration. For Subject to Section 14.1(a), any dispute under this Agreement that is expressly designated under this Agreement to Disputes over any amounts [***], disputes over matters set forth in Sections 4.2(b)(iii), 4.2(b)(iv), 4.2(b)(v), or 8.5(c)(i), Reversion Disputes and Transition Disputes shall be submitted for arbitration pursuant to and finally resolved by the following provisions in this Section 20.6.214.1(c) (the “baseball-style” arbitration). The Parties shall [***] designate in writing a single mutually acceptable arbitrator experienced in the licensing, development, and commercialization of pharmaceutical products, who is independent of each Party (i.e., not a current or former employee, consultant, officer, or director or current stockholder of either Party or their respective Affiliates and who does not otherwise have any current or previous business relationship with either Party or their respective Affiliates). If the Parties cannot agree on an arbitrator within [***] after referral of such matter, the provisions of arbitrator shall be selected in accordance with the first paragraph of Rules. The arbitration shall be conducted in accordance with the Rules to the extent consistent with this Section 20.6 shall apply, except as follows: The Party invoking baseball-style arbitration will so notify the other Party in writing. The notice will contain a list of all issues the Party proposes to submit to arbitration14.1(c). Within [***] days after receipt of the arbitrator’s appointment, each Party shall prepare and deliver to both the arbitrator and the other Party its last, best offer for the applicable unresolved terms and a memorandum in support thereof. The Parties shall also provide the arbitrator with a copy of the relevant provisions of this Agreement. Each Party may submit to the arbitrator (with a copy to the other Party) a rebuttal to the other Party’s support memorandum and will at such time have the opportunity to amend its last such offer based on any such notice, the Party receiving the notice will promptly notify the initiating Party of any additional issues that the receiving Party intends to include new information contained in the arbitration. The issues listed in the notice and in such reply will be the only issues submitted to such arbitrationother Party’s support memorandum. Within [***] days after the designation of the arbitrator, each Party shall provide to the arbitrator in writing a proposal that contains that Party’s “final best offer” on each open issue, as well as a summary of the Party’s position with respect to each such issue. Upon receipt of such proposals from each Partyappointment, the arbitrator shall provide copies of the same to the other Party. Each Party shall have [***] days from receipt of the other Party’s proposal to submit a written response thereto, which may include any relevant information in support thereof. The arbitrator shall use his or her best efforts to resolve the dispute within [***] days after submission of responses. The arbitrator will select from the single two (2) proposals provided by the Parties the proposal that, in the determination of the arbitrator, most closely conforms to the requirements of this Agreement and such arbitrator believes is the most fair and reasonable to consistent with the intent of the Parties in light when this Agreement was entered into; provided, however, the arbitrator may not select any compromise or combination of the totality of the circumstances two (2) proposals and may not alter the terms of this Agreement. At any time prior to The decision of the determination, arbitrator shall be final and binding on the Parties. The foregoing “baseball-style” arbitration shall be the exclusive remedy of either Party may accept if the other Party’s position Parties cannot agree on any unresolved issue and Disputes over any amounts [***], disputes over matters set forth in such event such position will be deemed part of the final document and no longer subject to arbitration.Sections 4.2(b)(iii), 4.2(b)(iv), 4.2(b)(v), or 8.5(c)(i),

Baseball Arbitration. For Subject to Section 14.1, any dispute under this Agreement that is expressly designated under this Agreement Combination Product Dispute (pursuant to Section 1.60) shall be submitted for to and finally resolved by the following provisions (i.e., “baseball-style” arbitration). The Parties shall promptly designate in writing a single mutually acceptable arbitrator experienced in the licensing, development, and commercialization of pharmaceutical products, who is independent of each Party (i.e., not a current or former employee, consultant, officer, or director or current stockholder of either Party or their respective Affiliates and who does not otherwise have any current or previous business relationship with either Party or their respective Affiliates). If the Parties cannot agree on an arbitrator within [***] after referral of such matter, the arbitrator shall be selected by the President of the Chamber of Commerce of New York. The arbitration pursuant shall be conducted in accordance with the Rules to the extent consistent with this Section 20.6.2, the provisions of the first paragraph of this Section 20.6 shall apply, except as follows: The Party invoking baseball-style arbitration will so notify the other Party in writing. The notice will contain a list of all issues the Party proposes to submit to arbitration14.2(b). Within [***] days after receipt of the arbitrator’s appointment, each Party shall prepare and deliver to both the arbitrator and other Party its last, best offer for the applicable unresolved terms and a memorandum in support thereof. The Parties shall also provide the arbitrator with a copy of the relevant provisions of this Agreement. Each Party may submit to the arbitrator (with a copy to the other Party) a rebuttal to the other Party’s support memorandum and will at such time have the opportunity to amend its last such offer based on any such notice, the Party receiving the notice will promptly notify the initiating Party of any additional issues that the receiving Party intends to include new information contained in the arbitration. The issues listed in the notice and in such reply will be the only issues submitted to such arbitrationother Party’s support memorandum. Within [***] days after the designation of the arbitrator, each Party shall provide to the arbitrator in writing a proposal that contains that Party’s “final best offer” on each open issue, as well as a summary of the Party’s position with respect to each such issue. Upon receipt of such proposals from each Partyappointment, the arbitrator shall provide copies of will select from the same to the other Party. Each Party shall have [***] days from receipt proposals provided by the Parties the proposal such arbitrator believes is most consistent with the intent of the other Party’s proposal to submit a written response thereto, which may include any relevant information in support thereof. The arbitrator shall use his or her best efforts to resolve the dispute within [***] days after submission of responses. The arbitrator will select the single proposal that, in the determination of the arbitrator, most closely conforms to the requirements of Parties when this Agreement and is was entered into provided the most fair and reasonable to the Parties in light of the totality of the circumstances and arbitrator may not alter the terms of this Agreement. At any time prior to The decision of the determination, arbitrator shall be final and binding on the Parties. The foregoing “baseball-style” arbitration shall be the exclusive remedy of either Party may accept if the other Party’s position Parties cannot agree on any unresolved issue and in such event such position will be deemed part of the final document and no longer subject to arbitrationa Combination Product Dispute.

Baseball Arbitration. For Subject to Section 14.1, any dispute under this Agreement that is expressly designated under this Agreement to be submitted for arbitration Development Participation Costs Dispute (pursuant to this Section 20.6.24.7(b)), the provisions of the first paragraph of this Joint Clinical Trial Costs Dispute (pursuant to Section 20.6 shall apply4.3(b)(iii)), except as follows: The Party invoking baseball-style arbitration will so notify the other Party in writing. The notice will contain a list of all issues the Party proposes to submit to arbitration. Within [***] days or Combination Product Dispute (pursuant to Section 1.55) shall be submitted to and finally resolved by the following provisions (i.e., “baseball-style” arbitration). The Parties shall promptly designate in writing a single mutually acceptable arbitrator experienced in the licensing, development, and commercialization of pharmaceutical products, who is independent of each Party (i.e., not a current or former employee, consultant, officer, or director or current stockholder of either Party or their respective affiliates and who does not otherwise have any current or previous business relationship with either Party or their respective Affiliates). If the Parties cannot agree on an arbitrator within fifteen (15) Business Days after receipt referral of any such noticematter, the Party receiving arbitrator shall be selected by the notice will promptly notify President of the initiating Party Chamber of any additional issues that the receiving Party intends to include in the arbitrationCommerce of New York. The issues listed arbitration shall be conducted in accordance the notice and in such reply will be Rules to the only issues submitted to such arbitrationextent consistent with this Section 14.2(b). Within [***] days after the designation fifteen (15) Business Days of the arbitrator’s appointment, each Party shall provide prepare and deliver to both the arbitrator in writing and other Party its last, best offer for the applicable unresolved terms and a proposal that contains that Party’s “final best offer” on each open issue, as well as a summary of the Party’s position with respect to each such issue. Upon receipt of such proposals from each Party, the arbitrator shall provide copies of the same to the other Party. Each Party shall have [***] days from receipt of the other Party’s proposal to submit a written response thereto, which may include any relevant information memorandum in support thereof. The Parties shall also provide the arbitrator shall use his or her best efforts with a copy of the relevant provisions of this Agreement. Each Party may submit to resolve the dispute within [***] days arbitrator (with a copy to the other Party) a rebuttal to the other Party’s support memorandum and will at such time have the opportunity to amend its last such offer based on any new information contained in the other Party’s support memorandum. Within forty-five (45) Business Days after submission of responses. The the arbitrator’s appointment, the arbitrator will select from the single two (2) proposals provided by the Parties the proposal that, in such arbitrator believes is most consistent with the determination intent of the arbitrator, most closely conforms to the requirements of Parties when this Agreement and is was entered into provided the most fair and reasonable to the Parties in light of the totality of the circumstances and arbitrator may not alter the terms of this Agreement. At any time prior to The decision of the determination, arbitrator shall be final and binding on the Parties. The foregoing “baseball-style” arbitration shall be the exclusive remedy of either Party may accept if the other Party’s position Parties cannot agree on any unresolved issue and in such event such position will be deemed part of the final document and no longer subject to arbitrationa Development Participation Costs Dispute, Joint Clinical Trial Costs Dispute, [***] or Combination Product Dispute.