Common use of Company Patents and Joint Patents Clause in Contracts

Company Patents and Joint Patents. Subject to Section 10.4(e) and the remainder of this Section 10.4(b)(i), subject to the oversight of the JPC, Licensee shall have the first right, but not the obligation, to bring an appropriate suit or other action against any person or entity allegedly engaged in any Product Infringement of the Company Patents or the Joint Patents in the Territory (and to defend any related counterclaim), at Licensee’s expense. Licensee shall have until the Action Date, to elect to so enforce such Company Patent or Joint Patent in the Territory (or to settle or otherwise secure the abatement of such Product Infringement). In the event Licensee fails to initiate legal action (or settle or otherwise secure the abatement of such Product Infringement) by the Action Date, Company shall have the right to commence a suit or take action to enforce the applicable Company Patents or Joint Patents with respect to such Product Infringement in the Licensed Territory, at Company’s expense. Each Party shall provide to the Party enforcing any such rights under this Section 10.4(b)(i) reasonable assistance in such enforcement, at such enforcing Party’s request and expense, including joining such action as a party plaintiff if required by Applicable Law to pursue such

Company Patents and Joint Patents. Subject to Section 10.4(e) and the remainder of this Section 10.4(b)(i), subject to the oversight of the JPC, Licensee shall have the first right, but not the obligation, to bring an appropriate suit or other action against any person or entity allegedly engaged in any Product Infringement of the Company Patents or the Joint Patents in the Territory (and to defend any related counterclaim), at Licensee’s expense. Licensee shall have until the Action Date, to elect to so enforce such Company Patent or Joint Patent in the Territory (or to settle or otherwise secure the abatement of such Product Infringement). In the event Licensee fails to initiate legal action (or settle or otherwise secure the abatement of such Product Infringement) by the Action Date, Company shall have the right to commence a suit or take action to enforce the applicable Company Patents or Joint Patents with respect to such Product Infringement in the Licensed Territory, at Company’s expense. Each Party shall provide to the Party enforcing any such rights under this Section 10.4(b)(i) reasonable assistance in such enforcement, at such enforcing Party’s request and expense, including joining such action as a party plaintiff if required by Applicable Law to pursue suchsuch action. The enforcing Party shall keep the other Party regularly informed of the status and progress of such enforcement efforts, and shall reasonably consider the other Party’s comments on any such efforts. [*] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the SEC.

Company Patents and Joint Patents. Subject to Section 10.4(e) and the remainder of this Section 10.4(b)(i), subject to the oversight of the JPC, Licensee shall have the first right, but not the obligation, to bring an appropriate suit or other action against any person or entity allegedly engaged in any Product Infringement of the Company Patents or the Joint Patents in the Territory (and to defend any related counterclaim), at Licensee’s expense. Licensee shall have until the Action Date, to elect to so enforce such Company Patent or Joint Patent in the Territory (or to settle or otherwise secure the abatement of such Product Infringement). In the event Licensee fails to initiate legal action (or settle or otherwise secure the abatement of such Product Infringement) by the Action Date, Company shall have the right to commence a suit or take action to enforce the applicable Company Patents or Joint Patents with respect to such Product Infringement in the Licensed Territory, at Company’s expense. Each Party shall provide to the Party enforcing any such rights under this Section 10.4(b)(i) reasonable assistance in such enforcement, at such enforcing Party’s request and expense, including joining such action as a party plaintiff if required by Applicable Law to pursue suchsuch action. The enforcing Party shall keep the other Party regularly informed of the status and progress of such enforcement efforts, and shall reasonably consider the other Party’s comments on any such efforts.