Common use of Claimed Infringement Clause in Contracts

Claimed Infringement. If a Third Party at any time provides written notice of a claim, or brings an action, suit or proceeding, against either Party or any of its Affiliates or sublicensees, claiming infringement of such Third Party’s Patent Rights or unauthorized use or misappropriation of such Third Party’s Know-How, arising out of the research or development of the Cyclodextrin System or the research, development, making, having made, use, marketing, offering to sell, distribution, sale or importation of Licensed Products, such Party shall promptly notify the other Party of the claim or the commencement of such action, suit or proceeding, enclosing a copy of the claim and all papers served and such Party shall have the sole right and responsibility to take any action it deems appropriate with respect such claim, action, suit or proceeding.

Claimed Infringement. If a Third Party at any time provides written notice of a claim, or brings an action, suit or proceeding, against either Party or any of its Affiliates or sublicensees, claiming infringement of such Third Party’s Patent Rights or unauthorized use or misappropriation of such Third Party’s Know-How, arising out of the research or development of the Cyclodextrin System or the research, development, making, having made, use, marketing, offering to sell, distribution, sale or importation of the Licensed ProductsProduct, such Party shall promptly notify the other Party of the claim or the commencement of such action, suit or proceeding, enclosing a copy of the claim and all papers served and such Party shall have the sole right and responsibility to take any action it deems appropriate with respect such claim, action, suit or proceeding.

Claimed Infringement. If In the event that a Third Party third party at any time provides written notice of a claimclaim to, or brings an action, suit or proceedingproceeding against, against either Party BACH, Tufts or POINT or any of its POINT’s Affiliates or sublicenseesSublicensees, claiming infringement of such Third Party’s Patent Rights its patent rights, based upon an assertion or unauthorized use or misappropriation of such Third Party’s Know-How, claim arising out of the research manufacture, use or development of the Cyclodextrin System or the research, development, making, having made, use, marketing, offering to sell, distribution, sale or importation of Licensed ProductsProducts or Licenses Processes, such the allegedly infringing Party shall promptly will promptly, and in any event no later than [***] days, notify the other Party of the claim or the commencement of such action, suit or proceeding, enclosing a copy of the claim and all papers served served. Each Party agrees to make available to the other Party its advice and such Party shall have counsel regarding the sole right and responsibility to take technical merits of any action it deems appropriate with respect such claim, action, suit or proceeding.