Common use of Actions Against Third Party Infringers Clause in Contracts

Actions Against Third Party Infringers. Each party shall -------------------------------------- promptly notify the other party if such former party becomes aware of any possible infringement or misappropriation by a third party of any of the Developed Software or Intellectual Property Rights in which the parties share a joint ownership interest under Section 6.4(a). If either party desires to take any action against such an infringing or misappropriating third party, such party shall first notify the other party hereto and consult with such other party regarding such action. If the other party desires to participate in such action, the parties will then jointly and cooperatively pursue such action, in which event they will bear all costs equally and share in any damages or other recoveries equally. Either party may at any time decide not to participate further in any such action, in which case any further costs will be born by and all damages and other recoveries shall be received by the party that continues to pursue such action. If a party declines to participate in any such action, the other party will then have the right to pursue such action alone, and will bear all costs of and receive all damages and other recoveries from such action. Notwithstanding the foregoing, if a party declines to participate in such an action or withdraws from such an action, such party will nevertheless, at the request of the other party, cooperate with the other party, at the cost of the other party and subject to any reasonable conditions (including indemnification against counterclaims by the third party), to the extent necessary to enable the other party to pursue such action effectively.

Actions Against Third Party Infringers. Each party shall -------------------------------------- Party will promptly notify the other party Party if such former party Party becomes aware of any possible infringement or misappropriation by a third party Party of any of the Developed Software or Intellectual Property Rights Joint IP in which the parties Parties share a joint ownership interest under this Section 6.4(a)12. If either party Party desires to take any action against such an infringing or misappropriating third partyParty, such party shall Party will first notify the other party Party hereto and consult with such other party Party regarding such action. If the other party Party desires to participate in such action, the parties Parties will then jointly and cooperatively pursue such action, in which event they will bear all costs equally and share in any damages or other recoveries equally. Either party Party may at any time decide not to participate further in any such action, in which case any further costs will be born borne by and all damages and other recoveries shall will be received by the party Party that continues to pursue such action. If a party Party declines to participate in any such action, the other party Party will then have the right to pursue such action alone, and will bear all costs of and receive all damages and other recoveries from such action. Notwithstanding the foregoing, if a party Party declines to participate in such an action or withdraws from such an action, such party Party will nevertheless, at the request of the other partyParty, cooperate with the other partyParty, at the cost of the other party Party and subject to any reasonable conditions (including indemnification against counterclaims by the third party), to the extent necessary to enable the other party Party to pursue such action effectively.

Actions Against Third Party Infringers. Each party Party shall -------------------------------------- promptly notify the other party Party if such former party Party becomes aware of any possible infringement **** Confidential Treatment or misappropriation by a third party of any of the Jointly Developed Software Improvements or Intellectual Property Rights in which the parties Parties share a joint ownership interest under this Section 6.4(a7.2(c). If either party Party desires to take -------------- any action against such an infringing or misappropriating third party, such party Party shall first notify the other party hereto Party and consult with such other party Party regarding such action. If the other party Party desires to participate in such action, the parties Parties will then jointly and cooperatively pursue such action, in which event they will bear all costs equally and share in any damages or other recoveries equally. Either party Party may at any time decide not to participate further in any such action, in which case any further costs will be born by borne by, and all damages and other recoveries shall be received by and retained by, the party Party that continues to pursue such action. If a party Party declines to participate in any such action, the other party Party will then have the right to pursue such action alone, and will bear all costs of and receive and retain all damages and other recoveries from such action. Notwithstanding the foregoing, if a party Party declines to participate in such an action or withdraws from such an action, such party Party will nevertheless, at the request of the other partyParty, cooperate with the other partyParty, at the cost of the other party Party and subject to any reasonable conditions (including indemnification against counterclaims by the third party), to the extent necessary to enable the other party Party to pursue such action effectively.