Master Alliance Provisions Guide (MAPGuide)

Sanofi – Translate Bio Collaboration and License Agreement (As Amended)

  • Other | Dispute resolution

Section 17.4 (Dispute Resolution) 

The Parties shall negotiate in good faith and use reasonable efforts to settle any dispute, controversy or claim arising from or related to this Agreement or the breach hereof. If the Parties do not fully settle each such dispute, controversy or claim, and a Party wishes to pursue the matter, then:

  1. In respect of any dispute concerning the validity of a Party’s intellectual property rights, each Party may assert any remedy available at law or equity to enforce its rights under this Agreement before a court of competent jurisdiction;
  2. In respect of any dispute regarding inventorship or ownership of Collaboration Technology, in accordance with the process set forth in Section 10.1 (Inventorship); and
  3. In respect of any dispute concerning whether a Product is or is not a Pandemic Product, the Parties shall refer the dispute to an expert having experience in vaccine commercialization in public and private markets; and
  4. In respect of all matters other than any dispute concerning (i) the validity of a Party’s intellectual property rights or the inventorship or ownership of Collaboration Technology, or (ii) whether a Product is or is not a Pandemic Product, including for example disputes regarding the existence, interpretation, validity or termination of this Agreement, the Parties agree to submit to binding arbitration in accordance with Schedule 17.4 (Binding Arbitration Procedure).