Exclusive Procedures. The procedures specified herein shall be the sole and exclusive procedures for the resolution of Disputes between the parties which are expressly identified for resolution in accordance with these arbitration provisions. EXHIBIT D ANGIOSENSE, INC. STOCK PURCHASE AGREEMENT THIS AGREEMENT ("Agreement") is made this 21st day of September, 1999, between AngioSense, Inc., a Delaware corporation (the "Company") and Bioject, Inc., an Oregon corporation ("Bioject"). The parties agree as follows:
Exclusive Procedures. Any controversy, claim, or dispute arising out of or relating to this Agreement including, without limitation, the interpretation, performance, formation, validity, breach (including, without limitation, alleged violations of state or federal statutory or common law rights or duties) or enforcement of this Agreement, and further including any such controversy, claim, or dispute against or involving any officer, director, agent, employee, affiliate, successor, predecessor or assign of a party to this Agreement (collectively, a “Dispute”) shall be resolved according to the procedures set forth in this Section which shall constitute the sole and exclusive Dispute resolution mechanism to resolve all Disputes and no other procedure may be used with the sole exception that a party need not comply with the terms herein before filing a claim for equitable relief. Each Party's promise to resolve all Disputes as set forth herein is given in consideration for the other Party's like promise.
Exclusive Procedures. Any controversy, claim or dispute arising out of or related to this Indemnity, or the interpretation, performance or breach hereof, including but not limited to alleged violations of state or federal statutory or common law rights or duties (a "Dispute"), shall be resolved according to the procedures set forth in this Annex A. These procedures constitute the sole and exclusive dispute resolution mechanism to resolve all Disputes and no other procedure, including, without limitation, litigation in court, may be used except as expressly provided in this Indemnity or the following paragraphs. Each Party's promise to resolve all Disputes as set forth herein is given in consideration for the other Parties' like promise. Any Dispute or portion thereof, or any claim for a particular form of relief (not otherwise precluded by any provision of this Indemnity), that may not be arbitrated pursuant to applicable law may be heard in a court of competent jurisdiction in Los Angeles County, California. If a Party believes in good faith that all or part of a Dispute, or any claim for relief or remedy sought, is not subject to arbitration under then-prevailing law, then it may bring such a claim in arbitration, and the arbitrator shall have the jurisdiction to determine whether the matter is arbitrable (which decision shall be appealable to the panel of arbitrators pursuant to Section 4.C(v) below), unless then-prevailing law requires a court to determine arbitrability. If then-prevailing law requires a court to determine arbitrability, then a Party may seek a determination to that effect from an appropriate court, except that no such action may be brought unless the Party has first complied with the informal dispute resolution requirements of Section 3 below. If the arbitrator or court determines that the matter is not arbitrable or that the remedy sought is not available in arbitration, then the specific matter or request for remedy in question may be resolved by the court without a jury, and the Parties hereby irrevocably waive their respective rights to trial by jury of any cause of action, claim, counterclaim or cross-complaint in any action or other proceeding brought by any Party against any other Party or Parties with respect to any matter arising out of, or in any way connected with or related to, this Indemnity or any portion hereof, whether based upon contractual, statutory, tortious or other theories of liability. All other matters and claims for relief shall b...
Exclusive Procedures. The procedures specified herein shall be the sole and exclusive procedures for the resolution of Disputes between the parties which are expressly identified for resolution in accordance with these arbitration provisions. EXHIBIT G PRESS RELEASE Contact: Xxxxxx Xxxxxxx Schering-Plough (000) 000-0000 Xxxxxx X. Xxxxxxx Director, Investor Relations (619) 455-9800 ext. 104 SCHERING-PLOUGH AND CORVAS ANNOUNCE COLLABORATION ON HEPATITIS RESEARCH MADISON, N.J., and SAN DIEGO, June XX, 1997 -- Schering-Plough Corporation (NYSE: SGP) and Corvas International, Inc. (Nasdaq: CVAS) today announced an agreement to seek orally bioavailable inhibitors of a key protease necessary for hepatitis C virus (HCV) replication. The agreement represents the third collaborative effort between the two companies focusing on the discovery and development of protease inhibitors and the first that will utilize Corvas' proprietary combinatorial chemistry program to identify and optimize lead protease inhibitors. Under terms of the agreement, Schering-Plough will receive an exclusive worldwide license for products developed from Corvas compounds under the research agreement. Schering-Plough will be responsible for all development, manufacturing and marketing of the products. Corvas will receive licensing fees, research and development funding, and payments upon reaching certain milestones, in addition to royalties on sales. Further details of the agreement are not being disclosed.
Exclusive Procedures. Any dispute arising out of or relating to this Agreement shall be resolved in accordance with the procedures specified in this Article XIX, which shall be the sole and exclusive procedures for the resolution of any such disputes.
Exclusive Procedures. The procedures specified in this Section 13 ---------- shall be the sole and exclusive procedures for the resolution of Claims between the parties arising out of or relating to the matters subject to mediation and arbitration as provided herein, provided, that a party may seek a preliminary injunction or other provisional judicial relief if in its judgment such action is necessary to avoid irreparable damage or to preserve the status quo. Despite such action the parties will continue to participate in good faith in the procedures specified in this Section 13. ----------
Exclusive Procedures. The procedures specified in Section 15 shall be the sole and exclusive procedures for the resolution of disputes between the parties arising out of or relating to the matters subject to mediation and arbitration as provided herein, provided, that a party may seek a preliminary injunction or other provisional judicial relief if, in its judgment, such action is necessary to avoid irreparable damage or to preserve the status quo. Despite such action the parties will continue to participate in good faith in the procedures specified in this Section 15.
Exclusive Procedures. The procedures specified in this Section shall be the sole and exclusive procedures for the resolution of disputes between the parties arising out of or relating to this Agreement and the transactions contemplated hereunder. The parties hereto submit themselves to the jurisdiction of the state and federal courts located in Akron, Ohio with respect to enforcement of any arbitration award. Each of the parties hereby consents to the service of process by registered mail at its address set forth in this Agreement and agrees that its submission to jurisdiction and its consent to service of process by mail are made for the express benefit of the other Party. The arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C., Sections 1-16, 201-208.
Exclusive Procedures. 46 12.5 Tolling of Statutes of Limitation............................................................... 46
Exclusive Procedures. Except as provided for in Section 14.1, dispute resolution obligations and processes set out in this Article 13 shall be the exclusive and exhaustive dispute resolution procedures between the Parties and their respective Affiliates and Representatives, and the decision of the Arbitrator shall be final and binding on the Parties and their respective Affiliates and Representatives.
