definiens: means at least one ( 1 ) but no more than three ( 3 ) independent, neutral Third Parties, acceptable to each of [COMPANY] and SGI, that are, as required by the matter in dispute, either a clinicianor scientist with relevant pharmaceutical industry experience . The use of outside experts will besolely to resolve disputes arising under Sections 2 and 3, and not under any other Section of thisAgreement . The Parties shall enter into contract with the outside experts on a case - by - case basis, and each Party shall bear one - half of such outside experts ’ costs and expenses . Outside Expertsdispute resolution shall be conducted in accordance with Section 16(b)iii . B(1 - 3 ) and the Rules ( asdefined below ) . Each Party shall prepare a written report setting forth its position or proposal withrespect to the matter in dispute, and shall submit such report to the outside experts within ten(10 ) days of the failure of the Executive Officers to resolve such disputed matter . The outsideexpert(s ) 51 will select one ( 1 ) of the requested positions as its decision, and will not have the authority to renderany substantive decision other than to so select the position of either Party . The final decision of theoutside expert(s ) with respect to the matter in dispute will be limited to a finding fully in favor of oneParty ’s position, and no compromise or split decisions will be allowed . For purposes of clarity, therewill be no witnesses, evidence, presentations, or other activities other than the written submission ofthe Parties ’ positions and proposals to the outside expert(s ) . The outside expert(s ) shall be requiredto submit a written report of their analysis and recommendation regarding the disputed matter nomore than thirty ( 30 ) days after the Parties ’ submissions . The decision of such outside expert shallbe binding on each of the Parties