Expert Arbitration Clause Samples
The Expert Arbitration clause designates that disputes arising under the agreement will be resolved by an independent expert rather than through traditional court proceedings or general arbitration. Typically, the parties agree in advance on the qualifications or selection process for the expert, who is tasked with making a binding decision on technical or specialized matters, such as valuation or compliance with industry standards. This clause streamlines dispute resolution by leveraging subject-matter expertise, ensuring faster and more informed decisions while reducing the time and cost associated with litigation.
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Expert Arbitration. Any dispute expressly stated in this Agreement to be resolved pursuant to this Section 13.7.3 shall take place pursuant to the following procedures: promptly following receipt of any notice requiring dispute resolution pursuant to this Section 13.7.3, the Parties shall meet and discuss in good faith and agree on an expert panel to resolve the issue, which expert panel shall consist of three (3) members and shall be neutral and independent of both Parties and all of their respective Affiliates, shall have significant experience and expertise in the substantive area in question, and shall have some experience in mediating or arbitrating issues relating to such agreements. If the Parties cannot agree on such expert panel within […***…] ([…***…]) days of request by a Party for arbitration, then each Party shall select one (1) expert for such panel within […***…] ([…***…]) days as from the expiration of the aforementioned […***…] day period and the two (2) experts selected by the Parties shall select a third expert for the panel within […***…] ([…***…]) days as from the appointment of the second expert; provided, that all such three (3) experts must meet the foregoing criteria. Within […***…] ([…***…]) days after such expert panel is selected (or appointed, as the case may be), each Party will deliver to both the expert panel and the other Party a detailed written proposal setting forth its proposed terms for the resolution for the matter at issue (the “Proposed Terms” of the Party) and a memorandum (the “Support Memorandum”) in support thereof, not exceeding ten (10) pages in length (excluding any supporting data). The Parties will also provide the expert panel a copy of this Agreement, as may be amended at such time. Within […***…] ([…***…]) days after receipt of the other Party’s Proposed Terms and Support Memorandum, each Party may submit to the expert panel (with a copy to the other Party) a response to the other Party’s Support Memorandum, such response not exceeding five (5) pages in length. Neither Party may have any other communications (either written or oral) with the expert panel other than for the sole purpose of engaging the expert panel or as expressly permitted in this Section 13.7.3; provided, that the expert panel may convene a hearing if the expert panel so chooses to ask questions of the Parties and hear oral argument and discussion regarding each Party’s Proposed Terms. Within […***…] ([…***…]) days after the expert panel’s appointment, the...
Expert Arbitration. Any dispute expressly stated in this Agreement to be resolved pursuant to this Section 13.7.4 shall take place pursuant to the following procedures:
Expert Arbitration. [***].
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Expert Arbitration. Any dispute expressly stated in this Agreement to be resolved pursuant to this Section 15.6.4 (Expert Arbitration) shall take place pursuant to procedures described in Schedule 15.6.4 (Expert Arbitration).
Expert Arbitration. Upon the submission of an Impasse Notice, a dispute with respect to
Expert Arbitration. Any Dispute expressly stated in this Agreement to be resolved pursuant to this Section 15.6.5 [***] shall take place pursuant to the following procedures.
(a) The expert arbitration shall be overseen by and conducted as a “baseball” form of binding arbitration by the panel selected in accordance with the procedure set forth in Section 15.6.3(b), and conducted pursuant to JAMS rules as provided in Section 15.6.3 (ADR), except as modified under this Section 15.6.5. The panel may, upon agreement by the Parties, modify the procedures under this Section 15.6.5 and the JAMS rules, as appropriate solely to expedite a “baseball” arbitration. The hearing to resolve each of the issues identified by the parties in the Parties shall be had no later than [***] after selection of the expert panel described in Section 15.6.5(b).
(b) Promptly following receipt of any notice requiring dispute resolution pursuant to this Section 15.6.5, the panel may engage one or more experts to assist the panel in resolving the issue under the supervision of the panel as provided in Section 15.6.5(a), which experts shall be neutral and independent of both Parties and all of their respective Affiliates, shall have significant experience and expertise in the substantive area in question, and shall have some experience in mediating or arbitrating issues relating to such agreements. Any legal questions referred to the experts or raised by an expert shall be resolved by the panel.
Expert Arbitration. For any dispute under this Agreement that is expressly designated to be submitted for expert arbitration pursuant to this Section 12.8.2(a), the provisions of Section 12.8.1 shall apply, except as follows: In making a final decision pursuant to Section 12.8.1(e), the Expert is authorized to and shall propose any resolution to each Arbitration Issue that, to the extent possible, reflects the terms and conditions of this Agreement, the Expert’s views as to how each Arbitration Issue should be resolved in the global pharmaceutical industry between two (2) independent companies focused on research, Development and Commercialization of therapeutics, and is fair and reasonable to the Parties in light of the totality of the circumstances and, where applicable, reflects financial valuation methodologies customarily utilized by leading investment banking firms who deliver so-called “fairness opinions” (the “Standard”).
Expert Arbitration. 1. If claims under and in accordance with this Agreement are subject to disagreement of the parties, and if Seller and Buyer fail to reach an agreement within a period of fourteen days from a corresponding request by one of the parties with respect to certain values shown, individual items or other valuation issues of the annual financial statements for the fiscal years 1995, 1996 or 1997, the 1998-Financial Statements or the 1998-Consolidated Financial Statements, in particular in connection with Section 5, Section 6(2.), (3.) and Section 8, each party shall appoint an expert whose unanimous decision shall be binding for the parties. The advisers who were charged by the parties in the preceding negotiations can also be appointed as experts. The experts chosen shall be fluent in the English language.
2. If the arbitrators fail to reach an agreement, they shall submit an expert opinion giving reasons for their different opinions. Within the given scope, a third expert acting as arbitrator shall render a binding and final decision. This expert shall be appointed jointly by the parties.
3. Should one of the parties fail to appoint an expert within a period of fourteen days from the corresponding request of the respective other party, or should the parties fail to reach an agreement on the appointment of a third expert within a period of fourteen days from receipt of the experts' opinion, then, upon request of any party, the corresponding expert will be appointed by the Wirtschaftspruferkammer (Chamber of Public Accountants) of Dusseldorf. The third expert shall not have acted so far for the parties hereto and companies associated with them. Upon request of one of the parties, an auditor with sufficient professional knowledge and employed by a large international public accountancy firm, who is fluent in English, shall be designated as third expert.
4. The parties shall be given an opportunity of presenting their opinion to the experts in writing and orally in English. Witnesses shall be heard in their native tongue. The experts shall comment on the submissions made by the parties hereto in their expert opinions provided they hold different views. They shall be bound by the arrangements made herein and in the Annexes hereto.
5. The expenses and the remunerations of the experts shall be advanced by the parties upon first request in equal shares and shall be borne wholly or partially by the defeated party upon conclusion of the procedure. The own costs of the pa...