Decisions to Prosecute Sample Clauses

Decisions to Prosecute. (i) Without limitation of Section 9.2.1(a), if Licensor elects not (A) to pursue or continue the filing, prosecution (including any interferences, reissue proceedings and re-examinations) or maintenance of a Licensed Patent in the Field in the Territory, or (B) to take any other action with respect to a Licensed Patent in the Field in the Territory that is necessary or useful to establish, preserve or extend rights thereto, then in each such case Licensor shall so notify Licensee in writing not less than two (2) months before any deadlines by which an action must be taken to establish or preserve any such rights in a Licensed Patent in the Field in the Territory. Upon receipt of each such notice by Licensee or if, at any time, Licensor fails to initiate any such action within thirty (30) days after a request by Licensee that it do so (or, if after initiating any requested action, Licensor at any time thereafter fails to diligently pursue such action), Licensee shall have the right, but not the obligation, through counsel of its choosing, to pursue the filing or registration, or support the continued prosecution (including any interferences, reissue proceedings and re-examinations) or maintenance, of such Licensed Patent at its expense. If Licensee elects to pursue such filing or registration, as the case may be, or continue such support, then Licensee shall notify Licensor of such election and Licensor shall, and shall cause its Affiliates to, (1) reasonably cooperate with Licensee in this regard, and (2) promptly release or assign to Licensee, without consideration, all right, title and interest in and to such Licensed Patent in the Field in the Territory, whereupon such Patent shall cease to be a Licensed Patent.
Sample 1
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Decisions to Prosecute. If the Party with the right to obtain, prosecute and maintain any Patent in a country pursuant to Section 13.2.1 or 13.2.2 (a) elects not to pursue or continue the filing, prosecution (including with respect to any interferences, reissue proceedings and re-examinations) or maintenance of such Patent in such country, or (b) elects not to take any other action with respect to such Patent in such country that is necessary or useful to establish, preserve or extend rights thereto, then in each such case such abandoning Party shall so notify the other Party in writing not less than [***] before any deadlines by which an action must be taken to establish or preserve any such rights in any such Patent in such country. Upon receipt of each such notice from such abandoning Party, or if, at any time, such abandoning Party fails to initiate any such action within [***] days after a request by such other Party that it do so (or, if after initiating any requested action, such abandoning Party at any time thereafter fails to diligently pursue such action), such other Party shall have the right, but not the obligation, through counsel of its choosing, to pursue the filing or registration, or support the continued prosecution (including with respect to any interferences, reissue proceedings and re-examinations) or maintenance, of such Patent at its expense in such country. If such other Party elects to pursue such filing or registration, as the case may be, or continue such support, then such other Party shall notify such abandoning Party of such election and such abandoning Party shall, and shall cause its Affiliates to, reasonably cooperate with such other Party in this regard, and, at the request of such other Party, assign all of such abandoning Party’s right, title, and interest in such abandoned Patent. Notwithstanding the foregoing, this Section 13.3 shall not apply to any Patent application (i) that MAP elects not to file with respect to Licensed Know-How in accordance with the proviso contained in the first sentence of Section 13.2.1 (for clarity, subject to MAP’s compliance with the requirements of such proviso), or (ii) that AstraZeneca elects not to file, with respect to any [***] acquired, conceived, reduced to practice, discovered, developed, made owned or otherwise Controlled during the Term by AstraZeneca or any of its Affiliates, solely or jointly with any Third Party.
Sample 1
Decisions to Prosecute 
Sample 1

Related to Decisions to Prosecute

  • Decisions of Board or Committee The Board or the Committee shall have the right to resolve all questions which may arise in connection with the Award. Any interpretation, determination or other action made or taken by the Board or the Committee regarding the Plan or this Agreement shall be final, binding and conclusive.

  • Decisions Wherever pursuant to this Agreement (i) Lender exercises any right given to it to approve or disapprove, (ii) any arrangement or term is to be satisfactory or acceptable to Lender, or (iii) any other decision or determination is to be made by Lender, the decision of Lender to approve or disapprove or to accept or not accept, all decisions that arrangements or terms are satisfactory or not satisfactory and all other decisions and determinations made by Lender, shall be in the sole and absolute discretion of Lender and shall be final and conclusive, except as may be otherwise expressly and specifically provided herein.

  • Decisions of Committee The Committee shall have the right to resolve all questions which may arise in connection with the Option or its exercise. Any interpretation, determination or other action made or taken by the Committee regarding the Plan or this Award Agreement shall be final, binding and conclusive.

  • Committee Authority The Committee shall have all discretion, power, and authority to interpret the Plan and this Agreement and to adopt such rules for the administration, interpretation and application of the Plan as are consistent therewith. All actions taken and all interpretations and determinations made by the Committee in good faith shall be final and binding upon the Employee, the Company and all other interested persons, and shall be given the maximum deference permitted by law. No member of the Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Agreement.

  • Other Provisions of General Application Section 7.1 Notices to the Rights Agent, Parent and the Stockholders’ Representative. Any notice, request, instruction or other document to be given hereunder by any party to the others shall be in writing and delivered personally or sent by registered or certified mail, postage prepaid, by electronic mail (except with respect to the Rights Agent), by facsimile transmission only with respect to the Rights Agent or overnight courier, provided that with respect to notices deliverable to the Stockholders’ Representative, such notices shall be delivered solely via electronic mail or facsimile: If to Parent or the Company: Eros International Plc First Names House Victoria Road Xxxxxxx Isle of Man IM2 4DF British Isles Attention: Xxxx Xxxxxxx, Chief Corporate and Strategy Officer Email: xxxx.xxxxxxx@xxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxxxx, Xxxx & Xxxxxxxx LLP 000 Xxxxx Xxxxx Xxxxxx Xxx Xxxxxxx, Xxxxxxxxxx 00000-0000 Attention: Xxxxx Xxxxxx Xxxxx Xxxxxx Email: xxxxxxx@xxxxxxxxxx.xxx xxxxxxx@xxxxxxxxxx.xxx If to the Rights Agent: Computershare Trust Company, N.A., Computershare Inc. 000 Xxxxxx Xxxxxx Canton, MA 02021 Attention: Client Services Facsimile: (000) 000-0000 If to the Stockholders’ Representative: Fortis Advisors LLC Attention: Notices Department (Project World Cup) Email: xxxxxxx@xxxxxxxxx.xxx Facsimile: (000) 000-0000 with a copy (which shall not constitute notice) to: Xxxxxxxx & Xxxxx LLP 000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxx, Xxxxxxxxxx 00000 Attention: Xxxx X. Xxxxxx, P.C. Email: xxxx.xxxxxx@xxxxxxxx.xxx or to such other persons or addresses as may be designated in writing by the party to receive such notice as provided above. Any notice, request, instruction or other document given as provided above shall be deemed given to the receiving party upon actual receipt, if delivered personally; three (3) business days after deposit in the mail, if sent by registered or certified mail; upon confirmation of successful transmission if sent by electronic mail; or on the next business day after deposit with an overnight courier, if sent by an overnight courier.

  • Corporate Resolutions and Approvals The Administrative Agent shall have received certified copies of the resolutions of the Board of Directors of the Borrower and each Subsidiary Guarantor approving the Loan Documents to which the Borrower or any such Subsidiary Guarantor, as the case may be, is or may become a party, and of all documents evidencing other necessary corporate action and governmental approvals, if any, with respect to the execution, delivery and performance by the Borrower or any such Subsidiary Guarantor of the Loan Documents to which it is or may become a party.

  • Restrictions on General Partner’s Authority A. The General Partner may not take any action in contravention of this Agreement, including, without limitation:

  • Procedures for Actions and Consents of Partners The actions requiring Consent of any Partner or Partners pursuant to this Agreement, including Section 7.3 hereof, or otherwise pursuant to applicable law, are subject to the procedures set forth in this Article 14.

  • Provisions of General Application (a) All accounting terms not specifically defined herein shall be construed in accordance with GAAP.

  • Suits to Protect the Collateral Subject to the provisions of Article VII hereof and the Collateral Documents and the Intercreditor Agreements, the Trustee, without the consent of the Holders, on behalf of the Holders, may or may direct the Collateral Agent to take all actions it determines in order to:

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