Common use of Control of Competitive Infringement Proceedings Clause in Contracts

Control of Competitive Infringement Proceedings. For any Competitive Infringement involving an Akcea Product-Specific Patent that is not an Akcea Special Product-Specific Patent for a Product licensed to Novartis under Section 5.1 that occurs after Novartis exercises its Option for such Product, so long as part of such Proceeding Novartis also enforces any Patent Rights Controlled by Novartis being infringed that Cover such Product, then Novartis will have the first right, but not the obligation, to institute, prosecute, and control a Proceeding with respect thereto by counsel of its own choice at its own expense, and Akcea will have the right, at its own expense, to be represented in that action by counsel of its own choice, however, Novartis will have the right to control such litigation. If Novartis fails to initiate a Proceeding within a period of [***] ([***]) calendar days after receipt of written notice of such Competitive Infringement (subject to a [***] ([***]) calendar days extension to conclude negotiations, if Novartis has commenced good faith negotiations with an alleged infringer for elimination of such Competitive Infringement within such [***] calendar day period), Akcea will have the right to initiate and control a Proceeding with respect to such Competitive Infringement by counsel of its own choice, and Novartis will have the right to be represented in any such action by counsel of its own choice at its own expense.

Control of Competitive Infringement Proceedings. For any Competitive Infringement involving an Akcea Product-Specific Patent that with respect to a particular Product for which Bayer is not an Akcea Special Product-Specific Patent for a Product licensed to Novartis Developing or Commercializing under Section 5.1 that occurs after Novartis exercises its Option for such Productthis Agreement, so long as part of such Proceeding Novartis Bayer also enforces any Patent Rights Orange Book Patents Controlled by Novartis Bayer being infringed that Cover such the Product, then Novartis Bayer will have the first right, but not the obligation, to institute, prosecute, and control a Proceeding to enforce the Isis Product-Specific Patents with respect thereto by counsel of its own choice at its own expense, and Akcea Isis will have the right, at its own expense, to be represented in that action by counsel of its own choice, however, Novartis Bayer will have the right to control such litigation. If Novartis Bayer fails to initiate a Proceeding within a period of [***] ([***]) calendar 90 days after receipt of written notice of such Competitive Infringement (subject to a [***] ([***]) calendar days 90-day extension to conclude negotiations, if Novartis Bayer has commenced good faith negotiations with an alleged infringer for elimination of such Competitive Infringement within such [***] calendar 90 day period), Akcea Isis will have the right to initiate and control a Proceeding with respect to such Competitive Infringement by counsel of its own choice, and Novartis Bayer will have the right to be represented in any such action by counsel of its own choice at its own expense. Isis will at all times have the sole right to institute, prosecute, and control any Proceeding under this Section 8.5.2 to the extent involving Isis Core Technology Patents or Isis Manufacturing and Analytical Patents.

Control of Competitive Infringement Proceedings. For any Competitive Infringement involving an Akcea Product-Specific Patent that is not an Akcea Special Product-Specific Patent for with respect to a Product licensed to Novartis AstraZeneca under Section 5.1 4.1.1 that occurs after Novartis exercises its Option for such Productthe applicable Collaboration Program Exercise Date, so long as part of such Proceeding Novartis AstraZeneca also enforces any Patent Rights Controlled by Novartis AstraZeneca (including any Isis Product-Specific Patents assigned by Xxxx to AstraZeneca under this Agreement) being infringed that Cover such Product, then Novartis AstraZeneca will have the first right, but not the obligation, to institute, prosecute, and control a Proceeding with respect thereto by counsel of its own choice at its own expense, and Akcea Xxxx will have the right, at its own expense, to be represented in that action by counsel of its own choice, however, Novartis AstraZeneca will have the right to control such litigation. If Novartis AstraZeneca fails to initiate a Proceeding within a period of [***] ([***]) calendar 90 days after receipt of written notice of such Competitive Infringement (subject to a [***] ([***]) calendar days 90 day extension to conclude negotiations, if Novartis AstraZeneca has commenced good faith negotiations with an alleged infringer for elimination of such Competitive Infringement within such [***] calendar 90 day period), Akcea Xxxx will have the right to initiate and control a Proceeding with respect to such Competitive Infringement by counsel of its own choice, and Novartis AstraZeneca will have the right to be represented in any such action by counsel of its own choice at its own expense. Notwithstanding the foregoing, if [***]; provided, however, [***].

Control of Competitive Infringement Proceedings. For any Competitive Infringement involving an Akcea Product-Specific Patent that is not an Akcea Special Product-Specific Patent with respect to a Product (except for a Product Discontinued Product) licensed to Novartis AstraZeneca under Section 5.1 6.1.1, Section 6.1.2 or Section 6.1.3 (as applicable) that occurs after Novartis exercises its Option for AstraZeneca is granted such Productlicense, so long as part of such Proceeding Novartis AstraZeneca also enforces any Patent Rights Controlled by Novartis AstraZeneca (including any Isis Product-Specific Patents assigned by Isis to AstraZeneca under this Agreement) being infringed that Cover such Product, then Novartis AstraZeneca will have the first right, but not the obligation, to institute, prosecute, and control a Proceeding with respect thereto by counsel of its own choice at its own expense, and Akcea Isis will have the right, at its own expense, to be represented in that action by counsel of its own choice, however, Novartis AstraZeneca will have the right to control such litigation. If Novartis AstraZeneca fails to initiate a Proceeding within a period of [***] ([***]) calendar 90 days after receipt of written notice of such Competitive Infringement (subject to a [***] ([***]) calendar days 90 day extension to conclude negotiations, if Novartis AstraZeneca has commenced good faith negotiations with an alleged infringer for elimination of such Competitive Infringement within such [***] calendar 90 day period), Akcea Isis will have the right to initiate and control a Proceeding with respect to such Competitive Infringement by counsel of its own choice, and Novartis AstraZeneca will have the right to be represented in any such action by counsel of its own choice at its own expense. Notwithstanding the foregoing, if [***]; provided, however, [***]. Notwithstanding the foregoing, if a Competitive Infringement described under this Section 9.5 involves one or more Licensable [***] Product-Specific Patents and there is an Isis [***]-Field ASO Licensee as contemplated under Section 9.2.4, then the institution, prosecution, and control of a Proceeding with respect thereto will be conducted in the collective interest of, such Isis [***]-Field ASO Licensee and AstraZeneca, and this Section 9.5 will be read and construed in a manner that is consistent with the principles described in Section 9.2.4 except that AstraZeneca will retain sole control in respect of the defense strategy for the Assignable [***] Product-Specific Patents.