Resolutions of Disputes. (a) The Parties will use commercially reasonable efforts to resolve any dispute through good faith negotiations. If within […***…] of any dispute being notified to the other Party the dispute has not been satisfactorily concluded, then unless otherwise agreed, the Parties shall refer the dispute to the Chief Executive Officer of Chemtex and the Chief Executive Officer of Genomatica. If within […***…] of the dispute being referred to the individuals referenced in the prior sentence the dispute has not been 22 ***Confidential Treatment Requested satisfactorily concluded, then either Party may (but is not required to) refer the dispute for resolution pursuant to Section 14.14(b).
(b) Following negotiations pursuant to Section 14.14(a), any remaining dispute, controversy, or claim arising under, out of or relating to this JDA (and subsequent amendments thereof), its validity, binding effect, interpretation, performance, breach or termination, including tort claims, shall be finally determined by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, as in force at the time when the arbitration is initiated. The arbitral tribunal shall consist of three (3) mutually acceptable arbitrators. The place of arbitration shall be […***…]. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof.
Resolutions of Disputes. (a) If any dispute arises under this Agreement that is not settled promptly in the ordinary course of business, the parties shall seek to resolve any such dispute between them, first, by negotiating promptly with each other in good faith in face-to-face negotiations. These face-to-face negotiations shall be conducted by the respective designated senior management representative of each party. If the parties are unable to resolve the dispute between them within 20 business days (or such period as the parties shall otherwise agree) through these face-to-face negotiations, then any such disputes shall be resolved in the manner set forth in subsections (b) through (d) below.
(b) Any action, suit or proceeding where the amount in controversy as to at least one party, exclusive of interest and costs, exceeds $1,000,000 Dollars (a "Summary Proceeding"), arising out of or relating to this Agreement or the breach, termination or validity thereof, shall be litigated exclusively in the Superior Court of the State of Delaware (the "Delaware Superior Court") as a summary proceeding pursuant to Rules 124-131 of the Delaware Superior Court, or any successor rules (the "Summary Proceeding Rules") for as long as such rules are in effect. Each of the parties hereto hereby irrevocably and unconditionally (i) submits to the jurisdiction of the Delaware Superior Court for any Summary Proceeding, (ii) agrees not to commence any Summary Proceeding except in the Delaware Superior Court, (iii) waives, and agrees not to plead or to make, any objection to the venue of any Summary Proceeding in the Delaware Superior Court, (iv) waives, and agrees not to plead or to make, any claim that any Summary Proceeding brought in the Delaware Superior Court has been brought in an improper or otherwise inconvenient forum, (v) waives, and agrees not to plead or to make, any claim that the Delaware Superior Court lacks personal jurisdiction over it, (vi) waives its right to remove any Summary Proceeding to the federal courts except where such courts are vested with sole and exclusive jurisdiction by statute and (vii) understands and agrees that it shall not seek a jury trial or punitive damages in any Summary Proceeding based upon or arising out of or otherwise related to this Agreement or any other agreement executed in connection herewith or the breach, termination or validity thereof, and waives any and all rights to any such jury trial or to seek punitive damages.
(c) In the event any action, ...
Resolutions of Disputes. Any claim arising out of or relating to any relationship between Executive and the Company or any termination thereof, whether or not arising out of or relating to this Agreement, shall be resolved by binding confidential arbitration, to be held in Xxxxxxx or Philadelphia County, Pennsylvania in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect. The arbitration award shall be final and binding on the parties and enforceable by either party in a court of competent jurisdiction in the Commonwealth of Pennsylvania. Exclusive jurisdiction over entry of judgment upon arbitration award rendered shall be any court appropriate subject matter jurisdiction in the Commonwealth of Pennsylvania and the parties by this Agreement expressly subject themselves to the personal jurisdiction of said court for the entry of any such judgment, for the resolution of any dispute, action, or suit arising in connection with the entry of such judgment or to enforce the award as stated in the previous sentence. The prevailing party in any such arbitration will be entitled to receive from the other party its attorneys’ fees and other costs and expenses incurred by such party in connection with the arbitration in addition to any award or damage recovery.
Resolutions of Disputes. (i) If the Representative has denied liability for, or otherwise disputes, the Claimed Amount, in whole or in part, the Representative and Ampio, on behalf of the applicable Claimant, shall attempt to resolve such dispute as promptly as possible. If Ampio and the Representative resolve such dispute, they shall deliver to the Escrow Agent a Conceded Amount Notice signed by each of them. Such Conceded Amount Notice shall instruct the Escrow Agent to pay to the applicable Claimant the amount in Escrow Shares agreed to by both Ampio and the Representative in settlement of such dispute.
(ii) If Ampio and the Representative fail to resolve such dispute within thirty (30) calendar days after receipt by the Escrow Agent of the Response Notice corresponding to such dispute, (A) the issue of liability for any such dispute with respect to Claims made pursuant to Section 8.6 of the Merger Agreement may be submitted by any Party to arbitration by the American Arbitration Association, which arbitration will take place in Arapahoe County, State of Colorado, as described in the Merger Agreement, for the purposes of obtaining a final, conclusive and binding arbitration decision (a “Decision”). Such Decision shall contain the amount, if any, of the Party’s liability for the Claimed Amount as finally determined by such arbitration panel or, if the Decision is appealed to a court of competent jurisdiction, the amount ordered by such court to be paid with respect to any Party’s liability (the “Ordered Amount”).
Resolutions of Disputes. Any claim arising out of or relating to any relationship between Executive and the Company or any termination thereof, whether or not arising out of or relating to this Agreement, shall be resolved by binding confidential arbitration, to be held in Fairfield, County, Connecticut in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect; provided, however, that this Section 10.8 will not apply in any manner to the Company's enforcement of the Non-competition Agreement or the Confidentiality Agreement. The arbitration award shall be final and binding on the parties and enforceable by wither party in a court of competent jurisdiction in the State of Connecticut. Exclusive jurisdiction over entry of judgment upon arbitration award rendered shall be any court appropriate subject matter jurisdiction in the State of Connecticut and the parties by this Agreement expressly subject themselves to the personal jurisdiction of said court for the entry of any such judgment, for the resolution of any dispute, action, or suit arising in connection with the entry of such judgment or to enforce the award as stated in the previous sentence. The costs of the arbitration shall be borne equally by the Company and the Executive.
Resolutions of Disputes. Any dispute, controversy or claim between the Parties arising out of this Contract or the breach, termination or invalidity thereof, unless settled amicably under the preceding paragraph of this Article within sixty (60) days after receipt by one Party of the other Party's request for such amicable settlement, shall be referred by either Party to arbitration in accordance with the UNCITRAL Arbitration Rules then obtaining. The place of arbitration shall be Nairobi. The arbitral tribunal shall have no authority to award punitive damages. In addition, unless otherwise expressly provided in this Contract, the arbitral tribunal shall have no authority to award interest. The parties shall be bound by any arbitration award rendered as a result of such arbitration as the final adjudication of any such controversy, claim or dispute.
Resolutions of Disputes. If Parent has denied liability for, or otherwise disputes, the Claimed Amount, in whole or in part, Parent and Purchaser, on behalf of the applicable Claimant, shall attempt to resolve such dispute as promptly as possible. If Purchaser and Parent resolve such dispute, they shall deliver a notice to the Escrow Agent a Conceded Amount Notice signed by each of them. Such Conceded Amount Notice shall instruct the Escrow Agent to promptly pay to the applicable Claimant the amount, if any, agreed to by both Purchaser and Parent in settlement of such dispute. If Purchaser and Parent fail to resolve such dispute, then the Escrow Agent shall hold that portion of the Escrow Amount that is claimed by the Claimant in the Claim Notice, until the earlier of:
(i) receipt by Escrow Agent of written notice from the Parent consenting to the release to the Claimant of such portion of the Escrow Amount claimed by the Claimant; or
(ii) receipt by Escrow Agent of an order of a court of competent jurisdiction accompanied by a legal opinion by counsel for the presenting party that the order is final and nonappealable; or
(iii) receipt by Escrow Agent of a joint written direction of the Parent and the Purchaser, that the Claimant is entitled to all or part of the Escrow Amount. Thereupon, the Escrow Agent shall deliver to the Buyer any portion of the Escrow Amount to which the Purchaser is entitled in accordance with clause (i), (ii) or (iii) above and shall retain or deliver the balance of the Escrow Amount, if any, in accordance with the terms of this Escrow Agreement.
Resolutions of Disputes. (a) The Parties will use commercially reasonable efforts to resolve any dispute through good faith negotiations. If within […***…] of any dispute being notified to the other Party the dispute has not been satisfactorily concluded, then unless otherwise agreed, the Parties shall refer the dispute to the President of T&L and the Chief Executive Officer of Genomatica. If within […***…] of the dispute being referred to the individuals referenced in the prior sentence the dispute has not been satisfactorily concluded,
Resolutions of Disputes. Any dispute, controversy, or claim arising out of or relating to this Agreement or the performance of the parties of its terms shall be referred to representatives of the parties for resolution between them, if possible. Such representatives may, if they so desire, consult outside experts for assistance in arriving at a resolution. Any such matter that is not resolved pursuant to the foregoing provisions or otherwise by agreement between the parties will be submitted for resolution by mediation. Any such matter that is not thereafter resolved by mediation shall be referred to and settled by binding arbitration. The arbitration will be held in Irvine, California, or at such other place as the parties shall mutually agree, and shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect. Any award rendered shall be final and conclusive upon the parties, and a judgment may be entered in any court having jurisdiction. The costs and expenses of any such arbitration shall be charged equally among all participants in the arbitration proceedings.
Resolutions of Disputes. Any disputes between the parties under this Agreement shall be resolved through amicable negotiations in good faith or through mediation by related offices. In the event that the disputes can not resolved through negotiation or mediation, either party shall have the right to xxx the other in the local courts with proper jurisdiction.
