Common use of Governing Laws and Dispute Resolution Clause in Contracts

Governing Laws and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the state of New York in the United States, without regard to its choice of law rules. All disputes between the parties in connection with or arising out of this Agreement shall first be discussed in good faith between the parties in order to try to find an amicable solution. If no solution can be found to settle the dispute, then such dispute shall be finally settled by arbitration in accordance with the default rules and procedures of American Arbitration Association sitting in Hawaii and conducted in English. Within [*] days of notice that a party wants to submit a dispute to arbitration, the parties shall each select one independent arbitrator and will attempt to mutually agree upon a third independent arbitrator each arbitrator will have expertise in the semiconductor industry and will not be an employee, affiliate or contractor for either party. If the Parties are unable to agree on the third arbitrator within [*] days, the two arbitrators shall select the third arbitrator within [*] days. If the amount in dispute is less than [*], then the parties shall agree upon a single arbitrator meeting the above conditions within [*] days of the notice of arbitration or such arbitrator shall be chosen by AAA if the parties cannot agree. The arbitrators shall determine what discovery will be permitted consistent with the goal of limiting the costs and time for such a proceeding. The parties and arbitrators shall use all reasonable efforts to complete any arbitration subject to this Section within [*] months from the selection of arbitrators. The parties agree that any award of damages shall not include punitive, special, consequential, or indirect damages except as specifically allowed in this Agreement and shall comply with the limitation of liability provisions set forth herein. The arbitrators’ decision shall be in a detailed writing setting forth the reasons for their decision and shall be provided concurrently to each party. The arbitration award shall be final and binding on the Parties. Unless otherwise agreed to by the parties, each party shall pay one-half of the arbitration fees and expenses and shall bear all of its own expenses in connection with the arbitration. Notwithstanding any of the foregoing, either party shall have the right to seek, at its own cost and expenses, preliminary and temporary injunctive relief pending resolution of the dispute via arbitration. The parties expressly disclaim the application of the United Nations Convention on the International Sale of Goods to this Agreement.

Appears in 3 contracts

Samples: Advanced Memory Development Program Agreement (Intermolecular Inc), Advanced Memory Development Program Agreement (Intermolecular Inc), Advanced Memory Development Program Agreement (Intermolecular Inc)

AutoNDA by SimpleDocs

Governing Laws and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the state of New York California in the United States, without regard to its choice of law rules. All disputes between the parties in connection with or arising out of this Agreement shall first be discussed in good faith between the parties in order to try to find an amicable solution. If no solution can be found to settle the dispute, then such dispute shall be finally settled by arbitration in accordance with the default rules and procedures of American Arbitration Association sitting in Hawaii and conducted in English. Within [*] days of notice that a party wants to submit a dispute to arbitration, the parties shall each select one independent arbitrator and will attempt to mutually agree upon a third an independent arbitrator each arbitrator will have with expertise in the semiconductor industry and will not be an employee, affiliate or contractor for either partyindustry. If the Parties parties are unable to agree on the third an independent arbitrator within [*] days, the two arbitrators shall AAA will select the third an arbitrator within [*] days. If the amount in dispute is less than [*], then the parties shall agree upon a single The arbitrator meeting the above conditions within [*] days of the notice of arbitration or such arbitrator shall be chosen by AAA if the parties cannot agree. The arbitrators shall determine what discovery will be permitted consistent with the goal of limiting the costs and time for such a proceeding. The parties and arbitrators arbitrator shall use all reasonable efforts to complete any arbitration subject to this Section 12.1 within [*] months from the selection of arbitratorsthe arbitrator. The parties agree that any award of damages shall not include punitive, special, consequential, or indirect damages except as specifically allowed in this Agreement and shall comply with the limitation of liability provisions set forth herein. The arbitrators’ Intermolecular Confidential arbitrator’s decision shall be in a detailed writing setting forth the reasons for their decision and shall be provided concurrently to each party. The arbitration award shall be final and binding on the Partiesparties. Unless otherwise agreed to by the parties, each party shall pay one-half third of the arbitration fees and expenses and shall bear all of its own expenses in connection with the arbitration. Notwithstanding any of the foregoing, either any party shall have the right to seek, at its own cost and expenses, preliminary and temporary injunctive relief pending resolution of the dispute via arbitration. The parties expressly disclaim the application of the United Nations Convention on the International Sale of Goods to this Agreement.

Appears in 3 contracts

Samples: Collaborative Development Program Agreement (Intermolecular Inc), Collaborative Development Program Agreement (Intermolecular Inc), Collaborative Development Program Agreement (Intermolecular Inc)

Governing Laws and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the state of New York California in the United States, without regard to its choice of law rules. All disputes between the parties in connection with or arising out of this Agreement shall first be discussed in good faith between the parties in order to try to find an amicable solution. If no solution can be found to settle the dispute, then such dispute shall be finally settled by arbitration in accordance with the default rules and procedures of American Arbitration Association sitting in Hawaii and conducted in English. Within [*] days of notice that a party wants to submit a dispute to arbitration, the parties shall each select one independent arbitrator and will attempt to mutually agree upon a third an independent arbitrator each arbitrator will have with expertise in the semiconductor industry and will not be an employee, affiliate or contractor for either partyindustry. If the Parties parties are unable to agree on the third an independent arbitrator within [*] days, the two arbitrators shall AAA will select the third an arbitrator within [*] days. If the amount in dispute is less than [*], then the parties shall agree upon a single The arbitrator meeting the above conditions within [*] days of the notice of arbitration or such arbitrator shall be chosen by AAA if the parties cannot agree. The arbitrators shall determine what discovery will be permitted consistent with the goal of limiting the costs and time for such a proceeding. The parties and arbitrators arbitrator shall use all reasonable efforts to complete any arbitration subject to this Section 12.1 within [*] months from the selection of arbitratorsthe arbitrator. The parties agree that any award of damages shall not include punitive, special, consequential, or indirect damages except as specifically allowed in this Agreement and shall comply with the limitation of liability provisions set forth herein. The arbitrators’ arbitrator’s decision shall be in a detailed writing setting forth the reasons for their decision and shall be provided concurrently to each party. The arbitration award shall be final and binding on the Partiesparties. Unless otherwise agreed to by the parties, each party shall pay one-half third of the arbitration fees and expenses and shall bear all of its own expenses in connection with the arbitration. Notwithstanding any of the foregoing, either any party shall have the right to seek, at its own cost and expenses, preliminary and temporary injunctive relief pending resolution of the dispute via arbitration. The parties expressly disclaim the application of the United Nations Convention on the International Sale of Goods to this Agreement.

Appears in 1 contract

Samples: Collaborative Development Program Agreement (Intermolecular Inc)

Governing Laws and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of the state of New York California in the United States, without regard to its choice of law rules. All disputes between the parties in connection with or arising out of this Agreement shall first be discussed in good faith between the parties in order to try to find an amicable solution. If no solution can be found to settle the dispute, then such dispute shall be finally settled by arbitration in accordance with the default rules and procedures of American Arbitration Association sitting in Hawaii and conducted in English. Within [*] days of notice that a party wants to submit a dispute to arbitration, the parties shall each select one independent arbitrator and will attempt to mutually agree upon a third an independent arbitrator each arbitrator will have with expertise in the semiconductor industry and will not be an employee, affiliate or contractor for either partyindustry. If the Parties parties are unable to agree on the third an independent arbitrator within [*] days, the two arbitrators shall AAA will select the third an arbitrator within [*] days. If the amount in dispute is less than [*], then the parties shall agree upon a single The arbitrator meeting the above conditions within [*] days of the notice of arbitration or such arbitrator shall be chosen by AAA if the parties cannot agree. The arbitrators shall determine what discovery will be permitted consistent with the goal of limiting the costs and time for such a proceeding. The parties and arbitrators arbitrator shall use all reasonable efforts to complete any arbitration subject to this Section 12.1 within [*] months from the selection of arbitratorsthe arbitrator. The parties agree that any award of damages shall not include punitive, special, consequential, or indirect damages except as specifically allowed in this Agreement and shall comply with the limitation of liability provisions set forth herein. The arbitrators’ Intermolecular Confidential [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. arbitrator’s decision shall be in a detailed writing setting forth the reasons for their decision and shall be provided concurrently to each party. The arbitration award shall be final and binding on the Partiesparties. Unless otherwise agreed to by the parties, each party shall pay one-half third of the arbitration fees and expenses and shall bear all of its own expenses in connection with the arbitration. Notwithstanding any of the foregoing, either any party shall have the right to seek, at its own cost and expenses, preliminary and temporary injunctive relief pending resolution of the dispute via arbitration. The parties expressly disclaim the application of the United Nations Convention on the International Sale of Goods to this Agreement.

Appears in 1 contract

Samples: Collaborative Development Program Agreement

AutoNDA by SimpleDocs

Governing Laws and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the 10.1 The laws of the state State of New York in Nevada, USA shall govern the United Statesexecution, without regard to its choice validity, interpretation, performance, modification, and termination of law rules. All this Agreement and the settlement of disputes between hereunder. 10.2 In the parties in connection with or event of any dispute arising out of the interpretation and performance of this Agreement shall first be discussed in good faith between the parties in order to try to find an amicable solution. If no solution can be found to settle the dispute, then such dispute shall be finally settled by arbitration in accordance with the default rules and procedures of American Arbitration Association sitting in Hawaii and conducted in English. Within [*] days of notice that a party wants to submit a dispute to arbitrationAgreement, the parties shall each select one independent arbitrator and will attempt to mutually agree upon a third independent arbitrator each arbitrator will have expertise in first settle the semiconductor industry and will not be an employee, affiliate or contractor for either partydispute by amicable negotiation. If the Parties are unable to agree on the third arbitrator within [*] days, the two arbitrators shall select the third arbitrator within [*] days. If the amount in dispute is less than [*]cannot be settled by negotiation, then either party may submit it to arbitration in Hong Kong by the parties shall agree upon a single arbitrator meeting Hong Kong International Arbitration Centre in accordance with its arbitration rules for the above conditions within [*] days of the notice of arbitration or such arbitrator shall be chosen by AAA if the parties cannot agree. The arbitrators shall determine what discovery will be permitted consistent with the goal of limiting the costs and time for such a proceeding. The parties and arbitrators shall use all reasonable efforts to complete any arbitration subject to this Section within [*] months from the selection of arbitrators. The parties agree that any award of damages shall not include punitive, special, consequential, or indirect damages except as specifically allowed being in this Agreement and shall comply with the limitation of liability provisions set forth herein. The arbitrators’ decision shall be in a detailed writing setting forth the reasons for their decision and shall be provided concurrently to each partyforce. The arbitration award shall be final and binding on every party. The arbitration agency or arbitrator shall have the Parties. Unless otherwise agreed right to grant any relief in accordance with the terms of this Agreement and applicable legal awards, including interim and permanent injunctive relief (such as injunctive relief for business conduct or compulsory transfer of assets), adjudication on actual performance of contractual obligations, an award to indemnify or set-off Party A with Party B’s equity interests, assets (including but not limited to property interests) for losses caused to Party A as a result of a breach of contract by other parties to this Agreement, the partiesaward of injunctive relief in relation to the business or compulsory transfer of assets, each party shall pay one-half of and liquidation orders against Party B. After the arbitration fees and expenses and shall bear all of its own expenses in connection with the arbitration. Notwithstanding any of the foregoingaward has become effective, either party shall have the right to seek, at its own cost and expenses, preliminary and temporary injunctive relief pending resolution apply to a court of competent jurisdiction for enforcement of the arbitration award. Where necessary, the arbitration agency shall have the right to decide that the Defaulting Party shall immediately cease the breach or that the Defaulting Party shall refrain from acts which may cause further damage to Party A before making a final decision on the dispute via arbitrationamong the parties. The parties expressly disclaim the application A court of the United Nations Convention on State of Nevada, USA or other courts of competent jurisdiction (including a court in which Party C is domiciled or a court in which Party C or Party A’s principal assets are located shall be deemed to have jurisdiction) shall also have the International Sale power to grant or enforce an award of Goods the arbitration tribunal and to this Agreementaward or enforce interim relief with respect to Party C’s equity interests, assets or property interests, and to grant interim relief to the party initiating arbitration while awaiting the formation of the arbitration tribunal or under other appropriate circumstances. For example, a ruling or judgment that the Defaulting Party shall immediately cease the default or that the Defaulting Party shall not engage in conduct that would cause Party A to suffer further damages.

Appears in 1 contract

Samples: Shareholder Voting Proxy Agreement (Kiwa Bio-Tech Products Group Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!