Enforcement by Seller. Except as provided in Section 7.3.1, Seller shall have the sole power to institute and prosecute suits for infringement or misappropriation of the Laser Intellectual Property in all other instances (including, without limitation, the sole power to institute and prosecute suits for infringement or misappropriation of the Laser Intellectual Property that relates (i) to any and all fields outside the Exclusive Laser Fields and/or (ii) to both the Exclusive Laser Fields and a field outside the Exclusive Laser Fields) and if required by law, Buyer will join as party plaintiff in such suits; provided, that if Seller fails to initiate an action to enforce the foregoing Intellectual Property that relates directly to the Exclusive Laser Fields within ninety (90) days of written notice by Buyer, the Buyer, at its own expense and with the consent of Seller (not to be unreasonably withheld), shall have the right to file suit against such infringer, in the name of Seller and for Buyer’s benefit. All costs and expenses of any such suits instituted by Buyer or Seller shall be borne by the party who instituted such suit against the infringer, and such party shall have the right to collect for its own use all damages, profits and awards of whatever nature recoverable for such infringement. Each party shall, at the requesting party’s expense, reasonably cooperate with the other party in any such suit.
Enforcement by Seller. The Buyer agrees that the Seller holds the benefit of, and is entitled to enforce the terms of, clause 16.9(c) for and on behalf of the other Beneficiaries.
Enforcement by Seller. The Assignee shall at all times, to the exclusion of the Seller, be entitled, but shall not be obligated to, assert and enforce in its own name as a substitute party, plaintiff or otherwise such rights as the Seller may have with respect to the Equipment under any warranty, covenant or representation of the manufacturer under the related purchase agreement with respect to such Equipment, and the Seller shall cooperate with the Assignee and take such action as the Assignee reasonably deems necessary to enable the Assignee to enforce such rights or claims. The Assignee, if it shall elect to enforce such rights or claims, shall use its reasonable commercial efforts to assert and enforce such rights and claims, but regardless of whether or not the Assignee exercises its option to enforce such rights or claims, the Assignee shall be entitled to receive all proceeds resulting from any such action after deducting from the proceeds of any such action all costs and expenses, including attorneys fees, that may have been incurred by the Assignee in connection with any such action of the Assignee or the Seller. The Seller agrees to preserve and protect the Assignee’s rights under any warranty, covenant or representation made or given, expressly or impliedly, by any manufacturer with respect to the Equipment, and the Seller warrants that the Seller will not take any action which will impair such rights of the Assignee, and covenants to act solely in compliance with any restrictions and requirements prerequisite to the continued existence, enforcement, validity and maintenance of any warranty, covenant or representation.
Enforcement by Seller. (a) Buyer does hereby authorize and empower Seller, effective upon the occurrence of a default under the Contract, to enforce the rights of Buyer under the Third Party Purchase Agreement. Prior to the occurrence of a default under the Contract, Buyer shall retain possession of the rights under the Third Party Purchase Agreement, shall be entitled to exercise all rights thereunder, and shall use prudent business judgment in enforcing its rights under the Third Party Purchase Agreement.
(b) It is expressly understood that Seller has the right, but not the obligation, to enforce the terms of the Third Party Purchase Agreement upon a default by Buyer under the Contract, however, nothing contained herein shall be construed to imply any duty whatsoever on the part of Seller to enforce the provisions of the Third Party Purchase Agreement or undertake any obligation of Buyer under the Third Party Purchase Agreement. Any such undertaking shall be at the Seller's sole and absolute discretion following a default by Buyer under the Contract.
