Cooperation; Awards Sample Clauses

Cooperation; Awards. In the event a Party bring an infringement action which relates to Program Inventions, the other Party shall (and shall endeavor to cause its Affiliates, Sublicensees and Third Party subcontractors, if appropriate, to) cooperate fully, including if required to bring such action, the furnishing of a power of attorney. Neither Party shall have the right to settle any patent infringement litigation under this Section 5.5 in a manner that diminishes the rights of the other Party without the prior written consent of the other Party. Except as otherwise agreed to by the Parties as part of a cost sharing agreement, any recovery realized as a result of such litigation, after reimbursement of any litigation costs of Diversa and IBP, shall be shared between the Parties so that the Party bringing such action retains [ * ] of such amount and the other Party retains [ * ] of such amount.
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Cooperation; Awards. In the event a party brings an infringement action in accordance with this Section 7.4, the other party shall reasonably cooperate, including if required to bring such action, joining such action as a necessary party or the furnishing of a power of attorney. Neither party shall have the right to settle any patent infringement litigation with respect to any Vical Patent under this Section 7.4 in a manner that diminishes the rights or interests of the other party without the consent of such other party (which shall not be unreasonably withheld). Except as otherwise agreed to by the parties as part of a cost-sharing arrangement, any recovery or damages realized as a result of such action or proceeding shall be used first to reimburse the parties’ documented out-of-pocket legal expenses relating to the action or proceeding, and any remaining damages relating to the Products (including lost sales or lost profits with respect to Products) shall be retained by the party that brought and controlled the action and, if Astellas brought and controlled such action, shall be deemed Net Sales subject to the royalty provisions of Section 5.3.
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Cooperation; Awards. The party that is not controlling an action under Section 10.1.2 shall execute all necessary and proper documents, take such actions as shall be appropriate to allow the other party to institute and prosecute such Potential Infringement actions and shall otherwise cooperate in the institution and prosecution of such actions (including, without limitation, consenting to being named as a party thereto). Any award paid by Third Parties as a result of an action undertaken pursuant to this Section 10.1 (whether by way of settlement or otherwise) and any amounts that Citius is entitled to pursuant to the Alpex Agreement, or that Licensee is entitled to pursuant to a Product supply agreement with Alpex, (in each case, in connection with any enforcement of the Alpex Intellectual Property thereunder in connection with the Product and in the Territory) after recovering all of its costs and expenses incurred in connection with such enforcement effort (collectively, an “Award”) shall be allocated as follows: (i) the party that has instituted and maintained such action, shall be entitled first to deduct all costs and expenses incurred by such party with respect to such action and from any remainder shall reimburse the other party for any costs and expenses incurred by such other party with respect to such action; (ii) any amounts due to Alpex pursuant to Section 9.2(c) of the Alpex Agreement shall be paid by Citius; and (iii) if after such deduction, reimbursement and payment any funds remain (the “Remaining Funds”), such Remaining Funds will be shared fifty percent (50%) to Citius and fifty percent (50%) to Licensee.
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Cooperation; Awards. In the event a Party brings an infringement action in accordance with this Section 6.2, the other Party shall cooperate fully as appropriate. Any recovery or damages realized as a result of such action or proceeding shall be used first to reimburse the Parties’ documented out-of-pocket legal expenses relating to the action or proceeding, and any remaining recovery or damages shall be retained by the Party that brought or controlled the action or proceeding and, to the extent such recovery or damages relates to Products (including, without limitation, lost sales or lost profits with respect to Products) shall be deemed Net Sales and subject to the payment of royalties in accordance with Article 5.
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Cooperation; Awards. In the event a Party brings an ------------------- infringement action, the other Party shall (and will cause any of its Affiliates) cooperate fully, including if required to bring such action, the furnishing of a power of attorney. Neither Party shall have the right to settle any patent infringement litigation under this Section 5.4 in a manner that diminishes the rights or interests of the other Party without the prior written consent of such other Party. Except as otherwise agreed to by the Parties as part of a cost sharing arrangement, any recovery realized as a result of such litigation, after reimbursement of any litigation costs of Diversa and NEI, shall belong to the Party who brought the action.
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Cooperation; Awards. Each party shall execute all necessary and proper documents, take such actions as shall be appropriate to allow the other party to institute and prosecute such Potential Infringement actions and shall otherwise cooperate in the institution and prosecution of such actions (including, without limitation, consenting to being named as a party thereto). Any award paid by Third Parties as a result of an action undertaken pursuant to this Section 9.1 (whether by way of settlement or otherwise) shall be allocated as follows: (i) if Histogen has instituted and maintained such action, Histogen shall be entitled first to deduct all costs and expenses incurred by Histogen with respect to such action and from any remainder shall reimburse Suneva for any costs and expenses incurred by Suneva with respect to such action and, if after such deduction and reimbursement any funds remain, Histogen shall pay Suneva (a) as to ordinary damages collected, an amount equal to 60% of such remaining damages and (b) as to special, treble or punitive damages collected, the parties shall share equally in such award; and (ii) if Suneva has instituted and maintained such action, Suneva shall be entitled first to deduct all costs and expenses incurred by Suneva with respect to such action and from any remainder shall reimburse Histogen for any costs and expenses incurred by Histogen with respect to such action and, if after such deduction and reimbursement any funds remain, then (a) as to ordinary damages collected, Suneva shall pay Histogen 20% of such remaining damages and (b) as to special, treble or punitive damages collected, the parties shall share equally in any award.
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Cooperation; Awards. In the event a Party brings an infringement action, the other Party shall (and will cause any of its Affiliates and, in the case of [*****] to) cooperate fully, including if required to bring such action, the furnishing of a power of attorney. Neither Party shall have the right to settle any patent infringement litigation under this Section 5.4 in a manner that diminishes the rights or interests of the other Party without the prior written consent of such other Party. Except as otherwise agreed to by the Parties as part of a cost sharing arrangement, any recovery realized as a result of such litigation, after reimbursement of any litigation costs of Diversa and Novartis, shall belong to the Party who brought the action.
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Related to Cooperation; Awards

  • Service Awards The County shall continue its present policy with respect to service awards including time off; provided, however, that the type of award given shall be at the sole discretion of the County. The following procedures shall apply with respect to service awards:

  • Performance Awards With respect to any Performance Award, the length of any Performance Period, the Performance Goals to be achieved during the Performance Period, the other terms and conditions of such Award, and the measure of whether and to what degree such Performance Goals have been attained will be determined by the Board.

  • Incentive Awards a) The Executive shall participate in the Company's annual incentive plan for senior-level executives as in effect from time to time, subject to the performance standards set by the Compensation Committee. Payment of any annual incentive award shall be made at the same time that such awards are paid to other senior-level executives of the Company. The Executive's annual incentive award target shall be set by the Compensation Committee. b) The Executive shall be eligible to receive grants under the Company's long-term incentive plans as in effect from time to time; provided, however, that the size, type and other terms and conditions of any such grant to the Executive shall be determined by the Compensation Committee.

  • Awards 1. The disputing parties may agree on a resolution of the dispute at any time before the tribunal issues its final award. 2. Where a tribunal makes a final award against either of the disputing parties, the tribunal may award, separately or in combination, only: (a) monetary damages and any applicable interest; and (b) restitution of property, in which case the award shall provide that the disputing Member State may pay monetary damages and any applicable interest in lieu of restitution. 3. A tribunal may also award costs and attorneys fees in accordance with this Agreement and the applicable arbitration rules. 4. A tribunal may not award punitive damages. 5. An award made by a tribunal shall have no binding force except between the disputing parties and in respect of the particular case. 6. Subject to paragraph 7 and the applicable review procedure for an interim award, the disputing party shall abide by and comply with an award without delay. (15) 7. The disputing party may not seek enforcement of a final award until: (a) in the case of a final award under the ICSID Convention: (i) 120 days has elapsed from the date the award was rendered and no disputing party has requested revision or annulment of the award; or (ii) revision or annulment proceedings have been completed; (b) in the case of a final award under the ICSID Additional Facility Rules, the UNCITRAL Arbitration Rules, or the rules selected pursuant to Article 33(1)(e): (i) 90 days have elapsed from the date the award was rendered and no disputing party has commenced a proceeding to revise, set aside, or annul the award; or (ii) a court has dismissed or allowed an application to revise, set aside, or annul the award and there is no further appeal. 8. A claim that is submitted for arbitration under this Section shall be considered to arise out of a commercial relationship or transaction for purposes of Article 1 of the New York Convention. 9. Each Member State shall provide for the enforcement of an award in its territory.

  • Long-Term Incentive Awards The Executive shall participate in any long-term incentive awards offered to senior executives of the Company, as determined by the Compensation Committee.

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

  • Performance Bonuses The Executive will be eligible to receive an annual cash bonus at an annualized rate of up to 40% of his base salary, based on the achievement of reasonable individual and Company performance targets to be established by the Company and Parent.

  • Subawards The Recipient shall include the substance of this clause, including this paragraph (k) in all subawards, regardless of dollar value, that are subject to the Service Contract Labor Standards statute or the Wage Rate Requirements (Construction) statute, and are to be performed in whole or in part in the United States.

  • Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.

  • Annual Equity Awards Following the first anniversary of the Effective Date, Executive will be granted annual equity awards in an amount determined by the Board. Such awards may be in the form of options, restricted stock units, performance shares, or any other form as approved by the Board.

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