Defense Cooperation Sample Clauses
The Defense Cooperation clause establishes the obligation for parties to assist each other in defending against third-party claims or legal actions related to the agreement. In practice, this may require one party to provide information, documents, or testimony, or to participate in legal proceedings as needed to support the other party’s defense. The core function of this clause is to ensure coordinated efforts in legal matters, minimizing risk and potential liability by promoting mutual support and information sharing during disputes.
Defense Cooperation. If the Research, Development, Manufacture, or Commercialization, including the use, importation, offer for sale or sale of any Collaboration Product pursuant to this Agreement results in any claim, suit or proceeding alleging patent infringement or trade secret misappropriation against PIRS or SGEN, then such Party shall promptly notify the other Party hereto. The Parties shall reasonably cooperate with each other in connection with any such claim, suit or proceeding and shall keep each other reasonably informed of all material developments in connection with any such claim, suit or proceeding.
Defense Cooperation. Saifun will reasonably cooperate with Infineon, and shall provide to Infineon information reasonably required for Infineon (at Infineon expense) in the defense of any third party claim against Infineon based upon infringement or misappropriation, violation of unfair competition rights of a third party or suits with similar causes of action resulting or based on the utilization of the technology obtained under this License Agreement or other violation of a third party's intellectual property rights to the extent that such claim asserts that practice under this License Agreement is in violation of that third party's rights.
Defense Cooperation. Both Parties agree to notify the other Party within five (5) business days of receipt of any lawsuit, claim, regulatory action, or notice of intent to file a lawsuit based on the services provided under this Agreement. Each Party shall cooperate in good faith, using their best efforts, to address issues in a manner that encourages full cooperation between the Parties.
Defense Cooperation. The Licensee and Licensor will jointly proceed against anyone who may infringe on the patents or Know-how. If only one party wants to pursue legal action for the infringement of the patents and know how the other party shall be obligated to participate in the action. Each Party shall bear half of the defense costs, damages recovered from third parties or other settlements. If the Licensee is sued by a third party in connection with the operation or sale of the Product for damages for infringement or for injunctive relief, Licensee shall immediately inform Licensor of the suit and will defend the suit. If this patent rights are attacked by a third party, the Licensor shall defend the suit. The Licensor shall inform the Licensee of the action and the Licensee shall have the option to participate in the defense of the matter. Both Parties will share in the costs. The Licensee will not attack the Patents directly or indirectly.
Defense Cooperation. The parties hereto shall cooperate in the defense of any Third Party Claim and shall furnish such records, information and testimony, and attend at such conferences, discovery proceedings, hearings, trials and appeals as may be reasonably requested in connection therewith.
Defense Cooperation. Each Indemnifying Party shall assume and have the right to control the defense and/or settlement of any Dispute with the assistance of counsel of its choice, provided that any such settlement shall impose no cost or liability on the Indemnifed Party. The Indemnified Party shall have the right to employ separate counsel ("Secondary Counsel") to represent the Indemnifed Party. So long as the Indemnifying Party is using diligent and reasonable efforts to defend and/or settle the Dispute, the cost of the Secondary Counsel shall be borne by the Indemnified Party. The Indemnifying Party and the Indemnifed Party shall share information and cooperate with each other as reasonably requested in connection with any Dispute.
Defense Cooperation. In the event of any suit or claim against Shareholder or Seller with respect to profiles delivered to Shareholder or Seller by Sageware prior to the Closing, Purchaser shall reasonably cooperate with Shareholder or Seller in the defense of such suit or claim, including making available personnel of Purchaser for depositions, interrogatories and testimony, as may be reasonably requested by counsel for Shareholder or Seller.