Common use of Company Patents Clause in Contracts

Company Patents. Except as otherwise provided in this Section 10.3(a), as between the Parties, subject to ***, the Company Patents in the Territory shall be controlled, prepared, filed, and prosecuted ***. As soon as reasonably practicable after the Effective Date, the Parties shall ***. Both Parties shall have the opportunity to comment on the response or document within such thirty (30) day period, which comments shall be reasonably considered by the other Party. The Parties acknowledge and agree that certain Company Patents may include both (i) ***; and (ii) ***. If Company determines *** to abandon any Company Patent, cease prosecution of any claim or prosecute any claim in a manner which Licensee, *** deems as material to a Licensed Molecule, Licensed Product, Next Generation Product or its activities hereunder, or not maintain any Company Patent anywhere in the Territory, then Company shall provide Licensee written notice of such determination at least *** before any deadline for taking action to avoid abandonment (or other loss of rights) and shall provide Licensee with the opportunity to prepare, file, prosecute and maintain such Company Patent in the Territory on behalf of Company and in Company’s name; provided, however, such Company Patent or claim shall be considered expired for the purposes of the Royalty Term pursuant to Section 8.7(b) and Section 8.7(c). Company agrees to provide Licensee with all information necessary or desirable to enable Licensee to comply with the duty of candor/duty of disclosure requirements of any patent authority. ***, in the course of preparing, filing, prosecuting and maintaining the Company Patents, ***.

Company Patents. Except as otherwise provided in this Section 10.3(a), as between the Parties, subject to ***[ * ], the Company Patents in the Territory shall be controlled, [*] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the SEC. prepared, filed, and prosecuted ***[ * ]. As soon as reasonably practicable after the Effective Date, the Parties shall ***[ * ]. Both Parties shall have the opportunity to comment on the response or document within such thirty (30) day period, which comments shall be reasonably considered by the other Party. The Parties acknowledge and agree that certain Company Patents may include both (i) ***[ * ]; and (ii) ***[ * ]. If Company determines **[ * ] to abandon any Company Patent, cease prosecution of any claim or prosecute any claim in a manner which Licensee, **[ * ] deems as material to a Licensed Molecule, Licensed Product, Next Generation Product or its activities hereunder, or not maintain any Company Patent anywhere in the Territory, then Company shall provide Licensee written notice of such determination at least **[ * ] before any deadline for taking action to avoid abandonment (or other loss of rights) and shall provide Licensee with the opportunity to prepare, file, prosecute and maintain such Company Patent in the Territory on behalf of Company and in Company’s name; provided, however, such Company Patent or claim shall be considered expired for the purposes of the Royalty Term pursuant to Section 8.7(b) and Section 8.7(c). Company agrees to provide Licensee with all information necessary or desirable to enable Licensee to comply with the duty of candor/duty of disclosure requirements of any patent authority. ***[ * ], in the course of preparing, filing, prosecuting and maintaining the Company Patents, ***[ * ].