Billing Disputes. If # ​ and the ​ believe that all or any portion of an invoice is not payable under this Agreement, or # ​ and the ​ otherwise determine that ​ and the ​ have been charged Fees or Seller Expenses not due under or otherwise in breach of the terms of this Agreement, ​ and the ​ shall, within thirty (30) days following receipt of such invoice or discovery of such failure or breach, as applicable, pay the portion of such invoice that ​ and the ​ do not dispute and give written notice to Seller of the disputed amount (a “Disputed Amount”) and the basis on which ​ disputes such Disputed Amount. If all or any portion of the Disputed Amount is determined to have been due to Seller, then ​ and the ​ shall pay to Seller the amount so due together with interest thereon at the Applicable Rate. If all or any portion of amounts paid by Seller are determined to have been overpaid by ​, then Seller shall refund to ​ and the ​ the amount overpaid by ​ and the ​, together with interest on such amount at the Applicable Rate. Each Party shall bear its own costs and expenses associated with the resolution of any dispute.

Billing. To bill in the Provider’s name or on Provider’s behalf, for all Wound Care Products provided, in compliance with applicable law.

Billing. To bill in the Provider’s name or on Provider’s behalf # pursuant to all agreements by Provider with Storers and # for all Cells provided to Payors, in compliance with applicable law.

Direct Billing. The parties acknowledge that a number of operational and other costs are billed by outside vendors directly to Saul Company or ​. The parties will make all reasonable efforts to confirm that such costs are billed to and paid by the correct party in each case. On a quarterly basis (or more frequently to the extent deemed appropriate by authorized officers of each of the parties), any misapplied invoices and payments shall be reconciled and appropriate payments shall be made by each party to the other. In addition, certain shared services may be billed or invoiced to both Saul Company and ​. The parties agree that either party may pay such invoices and submit a request for reimbursement to the other party.

Fees; Billing. ​ and the ​ shall pay to Seller the applicable fees for the Transition Services set forth in attached [Schedule A] (the “Fees”) plus any applicable sales and use Taxes thereon. In addition, ​ or the ​ shall reimburse Seller for all reasonable out-of-pocket costs and expenses incurred by Seller’s employees, including travel or lodging expenses, required in connection with the performance of the Transition Services (“Seller Expenses”), so long as Seller delivers to ​ and the ​ reasonable documentation (i.e., receipts) in support of such Seller Expenses. Except as otherwise set forth in attached [Schedule A], the Fees and Seller Expenses shall be invoiced by Seller in arrears on a monthly basis, which invoices shall include reasonable documentation of Seller Expenses. Fees are due within thirty (30) days of the date of receipt of such invoice. Subject to the terms of this ARTICLE 2, any portion of an undisputed invoice not paid within such thirty (30) day period shall accrue interest at the rate of one percent (1%) per month or, with respect to Third Party Service Providers, such interest rate as provided in Seller’s agreement with the applicable Third Party Service Provider (the “Applicable Rate”).

Disputes. Any controversy or claim arising out of or relating to this Agreement or the breach thereof or otherwise arising out of the Executive’s employment or the termination of that employment (including, without limitation, any claims of unlawful employment discrimination whether based on age or otherwise) shall, to the fullest extent permitted by law, be settled by mediation or arbitration in any forum and form agreed upon by the parties or, in the absence of such an agreement, under the auspices of the American Arbitration Association (“AAA”) in Knoxville, Tennessee, in accordance with the Employment Dispute Resolution Rules of the AAA, including, but not limited to, the rules and procedures applicable to the selection of arbitrators. In the event that any person or entity other than the Executive or the Company may be a party with regard to any such controversy or claim, such controversy or claim shall be submitted to arbitration subject to such other person or entity’s agreement. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This [Section 9] shall be specifically enforceable. Notwithstanding the foregoing, this [Section 9] shall not preclude either party from pursuing a court action for the sole purpose of obtaining a temporary restraining order or a preliminary injunction in circumstances in which such relief is appropriate; provided that any other relief shall be pursued through an arbitration proceeding pursuant to this [Section 9].

Disputes. Except as provided in [Section 8(d)] below, the Company and Advisor agree that any dispute or controversy arising out of, relating to or in connection with the interpretation, validity, construction, performance, breach or termination of this Agreement shall be settled by binding arbitration to be held in Santa Clara County, California, in accordance with the Commercial Arbitration Rules, supplemented by the Supplemental Procedures for Large Complex Disputes, of the American Arbitration Association as then in effect (the “Rules”). The arbitrator may grant injunctions or other relief in such dispute or controversy. The decision of the arbitrator shall be final, conclusive and binding on the parties to the arbitration. Judgment may be entered on the arbitrator’s decision in any court of competent jurisdiction.

Disputes. Any dispute, controversy or claim for damages arising in connection with this agreement shall be settled exclusively by arbitration in Kansas City, Missouri, at a location designated by USPB by an arbitrator selected by the parties and in accordance with the rules of the American Arbitration Association then in effect. The parties shall share equally the expenses of arbitration, unless otherwise agreed.

Billing and Collection. Manager shall administer or arrange for the administration of the billing and collection from Payors of all invoices for Cells or Storage rendered by Provider in accordance with the power and authority granted by Provider to Manager pursuant to this Agreement. Manager shall provide such billing and collection services as are determined by Manager to be reasonably necessary to attempt to collect in a timely manner all charges resulting from Provider’s provision of Cells and Storage, and to minimize the amount of outstanding receivables and bad debt. Manager agrees to maintain internal accounting records of all billings. On behalf of and for the account of Provider, Manager shall establish and maintain credit and billing and collection policies and procedures.

Labor Disputes. No labor disturbance by or dispute with employees of the Company or any Subsidiary exists or, to the knowledge of the Company, is threatened which would result in a Material Adverse Effect.