Common use of Full Arbitration Clause in Contracts

Full Arbitration. In the event the Parties have not resolved such Dispute within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day period submit such Dispute to be finally settled by arbitration administered in accordance with the rules of Judicial Administration and Arbitration Services (“JAMS”) in effect at the time of submission, as modified by this Section 8.1. The arbitration will be governed by the Laws of the State of New York. The arbitration will be heard and determined by [***] arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one arbitrator and the third arbitrator will be selected by the two Party-appointed arbitrators, or, failing agreement within thirty (30) days following appointment of the second arbitrator, by JAMS. Such arbitration will take place in Alameda County, California. The arbitration award so given will be a final and binding determination of the Dispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.4. Fees, costs and expenses of arbitration will be divided by the Parties in the following manner: Intellia will pay for the arbitrator it chooses, Caribou will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by Law, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned or delayed).

Full Arbitration. In the event the Parties have not resolved such Dispute within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day ]-day period submit such Dispute to be finally settled by arbitration administered in accordance with the procedural rules of Judicial Administration and the American Arbitration Services Association (“JAMSAAA”) in effect at the time of submission, as modified by this Section 8.116.1(c). The arbitration will be governed by the Laws of the State state of New York. The arbitration will be heard and determined by [***] three (3) arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one arbitrator and the third arbitrator will be selected by the two Party-appointed arbitrators, or, failing agreement within thirty (30) [***] days following appointment of the second arbitrator, by JAMSAAA. Such arbitration will take place in Alameda County, California[***]. The arbitration award so given will be a final and binding determination of the Disputedispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.414.4. Fees, costs and expenses of arbitration will are to be divided by the Parties in the following manner: Intellia Merck will pay for the arbitrator it chooses, Caribou Moderna will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by Lawlaw, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned).

Full Arbitration. In the event the Parties have not resolved such Dispute Dispute, other than a Continuation Criteria Dispute, within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day ]-day period submit such Dispute to be finally settled by arbitration administered in accordance with the rules of Judicial Administration and the London Court of International Arbitration Services (the “JAMSLCIA”) in effect at the time of submission, as modified by this Section 8.111.1. The arbitration will be governed by the Laws of the State state of New York. The arbitration will be heard and determined by [***] three (3) arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one arbitrator and the third arbitrator will be selected by the two Party-appointed arbitrators, or, failing agreement within thirty (30) [***] days following appointment of the second arbitrator, arbitrator by JAMSthe LCIA. Such arbitration will take place in Alameda CountyBoston, CaliforniaMassachusetts. The arbitration award so given will be a final and binding determination of the Disputedispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.48.3. Fees, costs and expenses of arbitration will are to be divided by the Parties in the following manner: Intellia AstraZeneca will pay for the arbitrator it chooses, Caribou Moderna will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by Lawlaw, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned).

Full Arbitration. (i) In the event the Parties have not resolved such Dispute within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day period submit such Dispute to be finally settled by arbitration administered in accordance with the procedural rules of Judicial Administration and the American Arbitration Services Association (“JAMSAAA”) in effect at the time of submission, as modified by this Section 8.115.1(c). The arbitration will be governed by the Laws of the State state of New York. The arbitration will be heard and determined by [***] three (3) arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one (1) arbitrator and the third (3rd) arbitrator will be selected by the two (2) Party-appointed arbitrators, or, failing agreement within thirty (30) days [***] following appointment of the second arbitrator, by JAMSAAA. Such arbitration will take place in Alameda County, California[***]. The arbitration award so given will be a final and binding determination of the Disputedispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.413.5. Fees, costs and expenses of arbitration will are to be divided by the Parties in the following manner: Intellia Merck will pay for the arbitrator it chooses, Caribou Moderna will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by applicable Law, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned). (ii) In addition to the foregoing provisions of this Section 15.1(c), in the event that a provision of this Agreement requires “Special Arbitration”, then the following rules will apply with respect to the Dispute that is subject to Special Arbitration: Within [***] of the appointment of the third (3rd) arbitrator, each Party will submit to the arbitrators in writing its final proposal for resolving the matter that is the subject of such Dispute (“Dispute Proposal”) and any relevant background information and materials it deems appropriate. In connection with reaching its decision, the arbitrators may (A) order the Parties to produce any documents or other information that are relevant to the arbitrators’ decision, and (B) if the arbitrators deem it necessary, set a date for a hearing no later than [***] Business Days (or such other period of time as agreed to by the Parties) after submission of the last Dispute Proposal, to be attended by both Parties with each Party having the right to be represented by counsel of its choice. The arbitrators will determine which of the two Dispute Proposals submitted by the Parties will prevail in the Special Arbitration in the best interest of the applicable Collaboration Product(s), and will not have authority to render any other substantive decision. The Dispute Proposal selected by the arbitrators shall be binding on the Parties (and, to the extent such Dispute Proposal amends a Plan or budget for a given Program, such Plan or budget shall be deemed amended to the effect of such selected Dispute Proposal, as applicable). Such decision will be rendered by the arbitrators no later than [***] Business Days after the later of (x) receipt by the arbitrators of the Parties’ Dispute Proposals as set forth in this Section 15.1(c), or (y) the conclusion of any hearing conducted pursuant to clause (B) above. The Parties will use diligent efforts to cause the completion of any such arbitration within [***] following the initiating Party’s written notice to submit the Dispute to Special Arbitration (or such longer period of time as the Parties may mutually agree).

Full Arbitration. (i) In the event the Parties have not resolved such Dispute within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day period submit such Dispute to be finally settled by arbitration administered in accordance with the procedural rules of Judicial Administration and the American Arbitration Services Association (“JAMSAAA”) in effect at the time of submission, as modified by this Section 8.115.1(c). The arbitration will be governed by the Laws of the State state of New York. The arbitration will be heard and determined by [***] three (3) arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one (1) arbitrator and the third (3rd) arbitrator will be selected by the two Party-(2) Party- appointed arbitrators, or, failing agreement within thirty (30) days [***] following appointment of the second arbitrator, by JAMSAAA. Such arbitration will take place in Alameda County, California[***]. The arbitration award so given will be a final and binding determination of the Disputedispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.413.5. Fees, costs and expenses of arbitration will are to be divided by the Parties in the following manner: Intellia Merck will pay for the arbitrator it chooses, Caribou Moderna will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by applicable Law, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned). (ii) In addition to the foregoing provisions of this Section 15.1(c), in the event that a provision of this Agreement requires “Special Arbitration”, then the following rules will apply with respect to the Dispute that is subject to Special Arbitration: Within [***] of the appointment of the third (3rd) arbitrator, each Party will submit to the arbitrators in writing its final proposal for resolving the matter that is the subject of such Dispute (“Dispute Proposal”) and any relevant background information and materials it deems appropriate. In connection with reaching its decision, the arbitrators may (A) order the Parties to produce any documents or other information that are relevant to the arbitrators’ decision, and (B) if the arbitrators deem it necessary, set a date for a hearing no later than [***] Business Days (or such other period of time as agreed to by the Parties) after submission of the last Dispute Proposal, to be attended by both Parties with each Party having the right to be represented by counsel of its choice. The arbitrators will determine which of the two Dispute Proposals submitted by the Parties will prevail in the Special Arbitration in the best interest of the applicable Collaboration Product(s), and will not have authority to render any other substantive decision. The Dispute Proposal selected by the arbitrators shall be binding on the Parties (and, to the extent such Dispute Proposal amends a Plan or budget for a given Program, such Plan or budget shall be deemed amended to the effect of such selected Dispute Proposal, as applicable). Such decision will be rendered by the arbitrators no later than [***] Business Days after the later of (x) receipt by the arbitrators of the Parties’ Dispute Proposals as set forth in this Section 15.1 (c), or (y) the conclusion of any hearing conducted pursuant to clause (B) above. The Parties will use diligent efforts to cause the completion of any such arbitration within [***] following the initiating Party’s written notice to submit the Dispute to Special Arbitration (or such longer period of time as the Parties may mutually agree).

Full Arbitration. In the event the Parties have not resolved such Dispute within [***] days of receipt of the written notice referring such Dispute to the Executive Officers, either Party may at any time after such [***] day ]-day period submit such Dispute to be finally settled by arbitration administered in accordance with the procedural rules of Judicial Administration and the American Arbitration Services Association (“JAMSAAA”) in effect at the time of submission, as modified by this Section 8.116.1(c). The arbitration will be governed by the Laws of the State state of New York. The arbitration will be heard and determined by [***] three (3) arbitrators who are retired judges or attorneys with at least [***] years of relevant experience in the pharmaceutical and biotechnology industry, each of whom will be impartial and independent. Each Party will appoint one arbitrator and the third arbitrator will be selected by the two Party-Party- appointed arbitrators, or, failing agreement within thirty (30) [***] days following appointment of the second arbitrator, by JAMSAAA. Such arbitration will take place in Alameda County, California[***]. The arbitration award so given will be a final and binding determination of the Disputedispute, will be fully enforceable in any court of competent jurisdiction, and will not include any damages expressly prohibited by Section 6.414.4. Fees, costs and expenses of arbitration will are to be divided by the Parties in the following manner: Intellia Merck will pay for the arbitrator it chooses, Caribou Moderna will pay for the arbitrator it chooses, and the Parties will share payment for the third arbitrator. Except in a proceeding to enforce the results of the arbitration or as otherwise required by Lawlaw, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both Parties (each such consent not to be unreasonably withheld, conditioned delayed or delayedconditioned).