Common use of Expert Resolution of Certain Disputes Clause in Contracts

Expert Resolution of Certain Disputes. Any Expert Matter shall be resolved by expedited arbitration by an Expert as follows: (a) Upon written request by either Party to the other Party, the Parties shall promptly negotiate in good faith to appoint an appropriate Expert. If the Parties are not able to agree by mutual written agreement within fourteen (14) days after the receipt by a Party of the written request in the immediately preceding sentence, the CPR Institute for Dispute Resolution, or such other similar entity as the Parties may agree by mutual written agreement, shall be responsible for selecting an Expert within twenty (20) days of being approached by a Party. The fees and costs of the Expert and the CPR Institute for Dispute Resolution (or such other entity) shall be shared equally (50%/50%) by the Parties. (b) Within fifteen (15) days after the designation of the Expert, the Parties shall each simultaneously submit to the Expert and one another a written statement of its last position on such disagreement as last presented to, and discussed by, the JSC prior to the reference of such disagreement to the Expert. Each Party shall have fifteen (15) days from receipt of the other Party’s submission to submit a written response thereto, which shall include any scientific, financial, technical or other relevant information in support thereof. The Expert shall have the right to meet with the Parties, either alone or together, as necessary to make a determination. (c) No later than thirty (30) days after the designation of the Expert, the Expert shall make a determination by selecting the resolution proposed by one of the Parties that as a whole is the most nearly consistent with this Agreement and the most fair and reasonable to the Parties in light of the totality of the circumstances and the terms of this Agreement. The Expert shall provide the Parties with a written statement setting forth the basis of the determination in connection therewith. The decision of the Expert shall be final and conclusive and binding on the Parties and their Affiliates, absent manifest error.

Expert Resolution of Certain Disputes. Any Expert Matter and any matter that is referred for resolution by an Expert by mutual Party Written Consent of the Parties or by their representatives on the JEC as contemplated by Section 2.10(c) shall be resolved by expedited arbitration by an Expert as follows: (ai) Upon written request by either Party to the other Party, the Parties shall promptly negotiate in good faith to appoint an appropriate Expert. If the Parties are not able to agree by mutual written agreement Party Written Consent within fourteen (14) days after the receipt by a Party of [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Securities and Exchange Commission. the written request in the immediately preceding sentence, the CPR Institute for Dispute Resolution, or such other similar entity as the Parties may agree by mutual written agreementParty Written Consent, shall be responsible for selecting an Expert within twenty (20) days of being approached by a Party. The fees and costs of the Expert and the CPR Institute for Dispute Resolution (or such other entity) shall be shared equally (50%/50%) by the Parties. (bii) Within fifteen thirty (1530) days after the designation of the Expert, the Parties shall each simultaneously submit to the Expert and one another a written statement of its last position their respective positions on such disagreement as last presented to, and discussed by, the JSC prior to the reference of such disagreement to the Expertdisagreement. Each Party shall have fifteen (15) days from receipt of the other Party’s submission to submit a written response thereto, which shall include any scientific, financial, technical or other relevant information in support thereof. The Expert shall have the right to meet with the Parties, either alone or together, as necessary to make a determination. (ciii) No later than thirty (30) days after the designation of the Expert, the Expert shall make a determination by selecting the resolution proposed by one of the Parties that as a whole is the most nearly consistent with this Agreement and the most fair and reasonable to the Parties in light of the totality of the circumstances and the terms of this Agreement. The Expert shall provide the Parties with a written statement setting forth the basis of the determination in connection therewith. The decision of the Expert shall be final and conclusive and binding on the Parties and their Affiliates, absent manifest error.

Expert Resolution of Certain Disputes. Any Expert Matter and any matter that is referred for resolution by an Expert by mutual agreement of the Parties or by their representatives on the JEC as contemplated by Section 2.7.3(c) shall be resolved by expedited arbitration by an Expert as follows: (a) 16.2.1 Upon written request by either Party to the other Party, the Parties shall promptly negotiate in good faith to appoint an appropriate Expert. If the Parties are not able to agree by mutual written agreement within fourteen five (145) days after the receipt by a Party of the written request in the immediately preceding sentence, the CPR Institute for Dispute Resolution, or such other similar entity as the Parties may agree by mutual written agreementagree, shall be responsible for selecting an Expert within twenty seven (207) days of being approached by a Party. The fees and costs of the Expert and the CPR Institute for Dispute Resolution (or such other entity) shall be shared equally (50%/50%) by the Parties. (b) 16.2.2 Within fifteen (15) days after the designation of the Expert, the Parties shall each simultaneously submit to the Expert and one another a written statement of its last position their respective positions on such disagreement as last presented to, and discussed by, the JSC prior to the reference of such disagreement to the Expertdisagreement. Each Party shall have fifteen five (155) days from receipt of the other Party’s submission to submit a written response thereto, which shall include any scientific, financial, scientific and technical or other relevant information in support thereof. The Expert shall have the right to meet with the Parties, either alone or together, as necessary to make a determination. (c) 16.2.3 No later than thirty (30) days after the designation of the Expert, the Expert shall make a determination by selecting the resolution proposed by one of the Parties that as a whole is the most nearly consistent with this Agreement and the most fair and reasonable to the Parties in light of the totality of the circumstances and the terms of this Agreement. The Expert shall provide the Parties with a written statement setting forth the basis of the determination in connection therewith. The decision of the Expert shall be final and conclusive and binding on the Parties and their Affiliatesconclusive, absent manifest error.