Alexza Product Patents other than Alexza Nicotine Product Patents Sample Clauses

Alexza Product Patents other than Alexza Nicotine Product Patents. Except as otherwise provided in this Section 7.2(a)(ii), Alexza shall have the first right to prepare, file, prosecute (including any interferences, reissue proceedings and reexaminations) and maintain the Alexza Product Patents, excluding the Alexza Nicotine Product Patents which are addressed in Section 7.2(a)(iii), in any jurisdiction in the world, at its sole expense. Alexza shall keep Cypress reasonably informed of its prosecution activities with respect to such Alexza Product Patents. Alexza shall provide Cypress with a copy of material communications from any patent authority regarding such Alexza Product Patents, and shall provide drafts of any material filings or responses to be made to such patent authorities regarding such Alexza Product Patent a reasonable amount of time in advance of submitting such filings or responses so that Cypress may have an opportunity to review and comment thereon. Alexza shall use commercially reasonable efforts to separate any Alexza Patent claims directed primarily toward a Product into distinct divisional (or equivalent) patent applications, to the extent feasible and permitted under Applicable Laws, and to the extent Alexza does not reasonably believe that such separation would materially adversely affect the claim scope or likelihood or timing of patent issuance of any Alexza Patent, and such distinct divisional (or equivalent) patent applications shall be Alexza Nicotine Product Patents. If Alexza abandons, ceases prosecution or does not maintain any Alexza Product Patent (other than any Alexza Nicotine Product Patent) anywhere in the world, then Alexza shall provide Cypress written notice thereof at least [...***...]days before any deadline for taking action to avoid abandonment (or other loss of rights) and Cypress (or its Sublicensee) shall have the right, in its sole discretion, to file for or continue prosecution and/or maintenance of such Alexza Product Patent at Cypress’ own expense, in which event Alexza shall assign all of its right, title and interest in and to such Alexza Product Patent to Cypress and such Alexza Product Patent shall thereafter be a Cypress Patent.

Alexza Product Patents other than Alexza Nicotine Product Patents. Subject to this Section 7.3(b)(ii), Alexza shall have the first right, as between the Parties, to bring and control any action or proceeding with respect to infringement by a Third *** Confidential Treatment Requested Party of any Alexza Product Patent excluding an Alexza Nicotine Product Patent, which is handled in Section 7.3(b)(iii), worldwide as a result of the research, development, manufacture, use, distribution, handling, storage, offer for sale, sale, import or any other disposition of any Products, at its own expense and by counsel of its own choice. Cypress shall have the right, at its own expense, to be represented in any such action by counsel of its own choice, and Alexza and its counsel shall reasonably cooperate with, and take into account the reasonable view of, Cypress and its counsel in strategizing, preparing and presenting any such action or proceeding. If Alexza fails to bring an action or proceeding with respect to such infringement of any such Alexza Product Patent within (i) [...***...] days following notice of alleged infringement under Section 7.3(a) or (ii) [...***...] days before the time limit, if any, under Applicable Laws for the filing of such action, whichever comes first, Cypress shall have the right, but not the obligation, to bring and control any such action at its own expense and by counsel of its own choice. If required under Applicable Laws, Alexza shall timely join as party plaintiff in any such litigation and shall cooperate with Cypress in connection with such infringement action, at Cypress’ expense. Except as otherwise agreed by the Parties, any recovery or damages realized as a result of any action or proceeding under this Section 7.3(b)(ii) [...***...].