Common use of Defense of Patents Clause in Contracts

Defense of Patents. (a) Subject to the oversight of the JPC, if any Party receives notice by counterclaim, declaratory judgment action or otherwise, alleging the invalidity or unenforceability of any Company Patent or Joint Patent, it shall bring such fact to the attention of the other Party, including all relevant information related to such claim. Where such allegation is made in an opposition, reexamination, interference or other patent office proceeding, the provisions of Section 10.3 shall apply. Where such allegation is made in a counterclaim to a suit or other action brought under Section 10.4, the provisions of Section 10.4 shall apply. Where such allegation is made in a declaratory judgment or other court action, (i) the Party who prosecuted such Company Patent or Joint Patent pursuant to Section 10.3 shall have the first right to defend such action at its own expense, provided that if a Party pursuant to Section 10.4 elects to bring an infringement counterclaim, the provisions of Section 10.4 shall thereafter apply; and (ii) Licensee shall have the sole right, but no obligation, to defend such Licensee Patent. If the Party with the first right to defend a Company Patent or Joint Patent elects not to defend such action, it shall so notify the other Party in writing, and the other Party shall have the right to defend such action, at the other Party’s expense. For any such action involving a Company Patent or Joint Patent, the non-defending Party shall provide to the defending Party all reasonable assistance in such defense, at the defending Party’s request and expense; and the defending Party shall keep the other Party regularly informed of the status and progress of such efforts, and shall reasonably consider the other Party’s comments on any such efforts.

Defense of Patents. (a) Subject to the oversight of the JPC, if If any Party receives notice by counterclaim, declaratory judgment action or otherwise, alleging the invalidity or unenforceability of any Company Molecular Partners Patent or Joint Patent, it shall bring such fact to Patent becomes the attention subject of the other Party, including all relevant information related to such claim. Where such allegation is made any proceeding commenced by a Third Party in connection with an opposition, reexaminationreexamination request, interference action for declaratory judgment, nullity action, interference, inter partes review, post-grant review, or other patent office proceedingattack upon the validity, title, or enforceability thereof (except insofar as such action is a counterclaim to or defense of, or accompanies a defense of, an action for infringement against a Third Party under Section 10.3, in which case the provisions of Section 10.3 shall apply. Where govern), then [***] shall control such allegation is made in a counterclaim defense with respect to a suit or other action brought under Section 10.4the FAP Patents, the provisions of Section 10.4 shall apply. Where such allegation is made in a declaratory judgment or other court action, (i) the Party who prosecuted such Company Patent or Joint Patent pursuant to Section 10.3 shall have the first right to defend such action at its own expense, provided that if a Party pursuant to Section 10.4 elects to bring an infringement counterclaim, the provisions of Section 10.4 shall thereafter apply; and (ii) Licensee shall have the sole right, but no obligation, to defend such Licensee Patent. If the Party with the first right to defend a Company Patent or Joint Patent elects not to defend such action, it shall so notify the other Party in writing4-1BB Patents, and Platform Patents and [***] shall control such defense with respect to the other Licensed Bispecific Patents and Joint Patents. The defending Party shall have the right to defend be responsible for all reasonable and documented costs and expenses incurred by such action, at the other Party’s expenseParty under this Section 10.6. For any such action involving a Company Patent or Joint Patent, the non-The defending Party shall provide to the other Party copies of any papers relating to any such opposition, reexamination request, action for declaratory judgment, nullity action, interference or other attack upon any Molecular Partners Patents or Joint Patents, as applicable, reasonably in advance of their being filed or promptly upon their being received, including draft filings reasonably in advance of their being filed so that the other Party can comment and provide input with respect to such draft filings. The defending Party all agrees to discuss in good faith any changes reasonably requested by the other Party to such papers, including draft filings, promptly upon their being received. The defending Party shall, in good faith, implement any reasonable assistance in such defense, at recommended changes toward the defending Party’s request objective of optimizing overall patent protection for the Products and expense; and the DARPin Compounds. The defending Party shall keep permit the other Party regularly informed of to participate in the status and progress of such effortsproceeding for a Licensed Bispecific Patent or Joint Patent, as applicable, to the extent permissible under Applicable Laws, and shall reasonably consider the to be represented by its own counsel in such proceeding, at such other Party’s comments on expense. If [***]decides that it does not wish to defend against such action, then [***] may assume defense of such Third Party action at its own expense. Any awards or amounts received in defending any such effortsThird Party action will be allocated between the Parties as provided in Section 10.3(d).

Defense of Patents. (a) Subject to the oversight of the JPC, if any Party receives notice by counterclaim, declaratory judgment action or otherwise, alleging the invalidity or unenforceability of any Company Patent or Joint Patent, it shall bring such fact to the attention of the other Party, including all relevant information related to such claim. Where such allegation is made in an opposition, reexamination, interference or other patent office proceeding, the provisions of Section 10.3 shall apply. Where such allegation is made in a counterclaim to a suit or other action brought under Section 10.4, the provisions of Section 10.4 shall apply. Where such allegation is made in a declaratory judgment or other court action, (i) the Party who prosecuted such Company Patent or Joint Patent pursuant to Section 10.3 shall have the first right to defend such action at its own expense, provided that if a Party pursuant to Section 10.4 elects to bring an infringement counterclaim, the provisions of Section 10.4 shall thereafter apply; and (ii) Licensee shall have the sole right, but no obligation, to defend such Licensee Patent. If the Party with the first right to defend a Company Patent or Joint Patent elects not to defend such action, it shall so notify the other Party in writing, and the other Party shall have the [*] Indicates that text has been omitted which is the subject of a confidential treatment request. This text has been separately filed with the SEC. right to defend such action, at the other Party’s expense. For any such action involving a Company Patent or Joint Patent, the non-defending Party shall provide to the defending Party all reasonable assistance in such defense, at the defending Party’s request and expense; and the defending Party shall keep the other Party regularly informed of the status and progress of such efforts, and shall reasonably consider the other Party’s comments on any such efforts.

Defense of Patents. (a) Subject to the oversight of the JPC, if If any Party receives notice by counterclaim, declaratory judgment action or otherwise, alleging the invalidity or unenforceability of any Company Anacor Patent or Joint Patent, it shall bring such fact to the attention of the other Party, including all relevant information related to such claim. Where such allegation is made in an opposition, reexamination, interference or other patent office proceeding, the provisions of Section 10.3 9.3 shall apply. Where such allegation is made in a counterclaim to a suit or other action brought under Section 10.49.4, the provisions of Section 10.4 9.4 shall apply. Where such allegation is made in a declaratory judgment or other court action, (i) the Party who prosecuted such Company Anacor Patent or Joint Patent pursuant to Section 10.3 9.3 shall have the first right to defend such action at its own expense[*****], provided that if a Party pursuant to Section 10.4 9.4 elects to bring an infringement counterclaim, the provisions of Section 10.4 9.4 shall thereafter apply; and (ii) Licensee shall have the sole right, but no obligation, to defend such Licensee Patent. If the Party with the first right to defend a Company an Anacor Patent or Joint Patent elects not to defend such action, it shall so notify the other Party in writing, and the other Party shall have the right to defend such action, at the other Party’s expenseaction [*****]. For any such action involving a Company Patent or Joint Patentaction, the non-defending Party shall provide to the defending Party all reasonable assistance in such defense, at the defending Party’s request and expense[*****]; and the defending Party shall keep the other Party regularly informed of the status and progress of such efforts, and shall reasonably consider the other Party’s comments on any such efforts.

Defense of Patents. (a) Subject to the oversight of the JPC, if If any Party receives notice by counterclaim, declaratory judgment action or otherwise, alleging the invalidity or unenforceability of any Company Key Patent or Joint Patent, it shall bring such fact to the attention of the other Party, including all relevant information related to such claim. Where such allegation is made in an opposition, reexamination, interference or other patent office proceeding, the provisions of Section 10.3 10.4 shall apply. Where such allegation is made in a counterclaim to a suit or other action brought under Section 10.410.5, the provisions of Section 10.4 10.5 shall apply. Where such allegation is made in a declaratory judgment or other court action, (i) the Party who prosecuted such Company Key Patent or Joint Patent pursuant to Section 10.3 10.4 shall have the first right to defend such action at its own expense, provided that if a Party pursuant to Section 10.4 10.5 elects to bring an infringement counterclaim, the provisions of Section 10.4 10.5 shall thereafter apply; and (ii) Licensee shall have the sole right, but no obligation, to defend such Licensee Patent. If the Party with the first right to defend a Company Key Patent or Joint Patent elects not to defend such action, it shall so notify the other Party in writing, and the other Party shall have the right to defend such action, at the other Party’s own expense. For any such action involving a Company Key Patent or Joint Patent, the non-defending Party shall provide to the defending Party all reasonable assistance in such defense, at the defending Party’s request and expense; and the defending Party shall keep the other Party regularly informed of the status and progress of such efforts, and shall reasonably consider the other Party’s comments on any such efforts. For the avoidance of doubt, Licensee shall have no rights under this Section 10.6 with respect to Company Patents other than those rights expressly set forth in this Section 10.6 regarding Key Patents.