Assistance; Costs Clause Samples
The 'Assistance; Costs' clause defines the obligations of one party to provide support or cooperation to the other party, often in connection with fulfilling contractual duties or responding to specific events such as audits, investigations, or claims. Typically, this clause outlines the scope of assistance required and clarifies which party is responsible for any expenses incurred as a result. By specifying these responsibilities, the clause helps prevent disputes over cooperation and cost allocation, ensuring smooth collaboration and clear expectations between the parties.
Assistance; Costs. The party not assuming the defense of any such claim shall render any reasonable assistance that may be requested by the party assuming such defense, and all out-of-pocket costs of such assistance shall be borne solely by the Indemnifying Party.
Assistance; Costs. Licensee undertakes without cost to Akebia to obtain all necessary assignment documents for Akebia with respect to prosecution and maintenance of Akebia Patents, to render all signatures that will be necessary for Akebia Patent filings, and to assist Akebia in all other reasonable ways that are necessary for the issuance of the Akebia Patents as well as for the prosecution and maintenance of such patents. Akebia will be responsible for [***]% of the costs incurred with respect to the filing, prosecution, and maintenance of Akebia Patents.
Assistance; Costs. Akebia undertakes without cost to Licensee to obtain all necessary assignment documents for Licensee with respect to prosecution of Retained Licensee Improvement Patents, to render all signatures that shall be necessary for Retained Licensee Improvement Patent filings and to assist Licensee in all other reasonable ways that are necessary for the issuance of Retained Licensee Improvement Patents as well as for the maintenance and prosecution of such patents. Licensee shall be responsible for [***]% of the costs incurred with respect to the filing, prosecution, and maintenance of the Retained Licensee Improvement Patents.
Assistance; Costs. Licensee undertakes without cost to Akebia to obtain all necessary assignment documents for Akebia with respect to prosecution and maintenance of Joint Patents, to render all signatures that will be necessary for Joint Patent filings and to assist Akebia in all other reasonable ways that are necessary for the issuance of the Joint Patents as well as for the prosecution and maintenance of such patents. [***] will be responsible for [***]% of the costs incurred with respect to the filing, prosecution, and maintenance of such Joint Patents in the Territory, and Licensee will reimburse Akebia for Licensee’s [***]% share of such costs incurred by Akebia in the Territory within [***] of receiving Akebia’s invoice therefor. Akebia will be responsible for [***]% of the costs incurred with respect to the filing, prosecution, and maintenance of Joint Patents outside of the Territory.
Assistance; Costs. Subject to Section 10.5.4 (Abandonment in Roche Territory), [**] will be responsible for [**] of the actual External Costs incurred by Sarepta with respect to the filing, prosecution, and maintenance of the Sarepta Patent Rights in the Roche Territory. Sarepta will invoice Roche quarterly for such External Costs incurred by Sarepta. Roche will pay Sarepta the undisputed invoiced amount within 30 days after the date of Sarepta’s invoice therefor, and any disputed amount within 30 days following the resolution of the dispute. 79445843_10
Assistance; Costs. Licensee undertakes to reasonably assist ▇▇▇▇▇▇ with respect to the filing, prosecution, issuance, and maintenance of the Akebia Patent Rights and Joint Patent Rights, without cost to Licensee, to provide to Akebia the necessary documents available to Licensee and render all signatures that will be necessary for Akebia Patent Right and Joint Patent Right filings, and to assist ▇▇▇▇▇▇ in all other reasonable ways that are necessary for the issuance of the Akebia Patent Rights and Joint Patent Rights, as well as for the prosecution and maintenance of such Patent Rights. Akebia will provide to Licensee on at least an [**], and the Parties will review and discuss with each Party’s intellectual property counsel, a budget of the estimated costs and expenses expected to be incurred by or on behalf of Akebia in connection with the filing, prosecution, and maintenance of the Akebia Patent Rights and Joint Patent Rights in the Territory (the “IP Budget”). For clarity, the IP Budget may include a range of estimated costs and expenses expected to be incurred by or on behalf of Akebia in connection with such activities. Licensee agrees to reimburses the actual reasonable costs and expenses incurred by or on behalf of Akebia in connection with the filing, prosecution, and maintenance of the Akebia Patent Rights in the Territory and the Joint Patent Rights in the Territory based on documentation provided by ▇▇▇▇▇▇ to Licensee, to the extent consistent with the aggregate amounts set forth in the IP Budget. Akebia may provide Licensee an updated version of the IP Budget from time to time as may be required. If the actual costs and expenses incurred by ▇▇▇▇▇▇ in connection with the filing, prosecution, and maintenance of the Akebia Patent Rights and Joint Patent Rights in the Territory exceed the last update of the IP Budget communicated to Licensee, Licensee and Akebia shall discuss in good faith the additional costs and expenses that Licensee will reimburse Akebia. Licensee will reimburse Akebia for all such costs and expenses as set forth under this Section 6.2.3 (Assistance; Costs) no later than [**] of receipt of an invoice therefor from Akebia. If Licensee disagrees with any costs or expenses for which ▇▇▇▇▇▇ seeks reimbursement for from Licensee in excess of the IP Budget, then the Parties will discuss in good faith. If despite such good faith discussions the Parties cannot agree on whether Licensee should reimburse such costs and expenses actually incurred by ▇▇▇▇▇▇...
Assistance; Costs. The Parties will cooperate in obtaining any necessary assignment documents for the Prosecuting Party with respect to prosecution and maintenance of Joint Collaboration Patent Rights, rendering all signatures that will be necessary for Joint Collaboration Patent Right filings, and assisting the Prosecuting Party in all other reasonable ways that are necessary for the issuance of the Joint Collaboration Patent Rights as well as for the prosecution and maintenance of such Patent Rights. Subject to Section 10.5.2 (Filing of Joint Collaboration Patent Rights) and Section 10.5.2 (Abandonment), [**] will be responsible for [**] of the actual External Costs incurred by the other Party with respect to the filing, prosecution, and maintenance of such Joint Collaboration Patent Rights. [**] will invoice [**] quarterly for the other Party’s [**] share of such External Costs. Both Parties agree that each Party will pay the other Party the undisputed invoiced amount within 30 days after the date of the invoice therefor, and any disputed amount within 30 days following the resolution of the dispute.
Assistance; Costs. Roche will be responsible for 100% of the External Costs incurred by it with respect to the filing, prosecution, and maintenance of the Roche Background Patent Rights and the Roche Collaboration Patent Rights.
Assistance; Costs. 1. The Assisting Party shall bear all its costs related to rendering of assistance, including the costs of transportation of the response team or an individual expert and equipment to the territory of the state of the Requesting Party and the return costs, unless the Parties agree to share the costs according to the bilateral cost report, signed by the representatives of the competent authorities of the Parties.
2. The provisions of the paragraph 1 of the present Article shall not be applicable, if the mentioned assistance costs are fully or partially covered by the Requesting Party or donor countries, international organizations or non-governmental organizations.
3. During the response operations, the Requesting Party shall, at its own expense, provide logistical support and necessary medical assistance to the response teams or an individual expert.
4. The Requesting Party shall pay or reimburse the charges for transit flight, landing, take-off and aeronautical services of the aircraft used for emergency assistance.
5. Where an aircraft is used for provision of assistance, the competent authorities of the Parties shall agree for each individual case on the coverage of the costs of fuel supply to an aircraft and its technical maintenance.
Assistance; Costs. Each Party shall bear any and all expenses and costs incurred or to be incurred in relation to the negotiation and execution of this Agreement, including, without limitation, any costs payable for legal and professional assistance as well any further costs that may be required to implement the understandings contained herein up to the Closing Date.