Enforcement of IP Rights. Consultant will cooperate fully with the Company, both during and after the term of this Agreement, with respect to the Intellectual Property Rights in Company-Related Work Product. Consultant will sign, both during and after the term of this Agreement, all applications and other documents (“IP Papers”), which the Company may deem necessary or desirable in order to protect its rights and interests. If the Company is unable, after reasonable effort, to secure Consultant’s signature on any such IP Papers, Consultant hereby irrevocably designates and appoints each current and future officer of the Company as Consultant’s agent and attorney-in-fact to execute any such papers on Consultant’s behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests.
Enforcement of IP Rights. In the event that a party learns that any IP Rights licensed to it hereunder are being infringed or used improperly or without authorization by any Person, such party shall promptly notify the owner of such IP Rights. The owner of the infringed IP Rights shall decide in its sole and exclusive discretion what action to take or not to take in response. The owner shall have the right to act to terminate any infringement, including, without limitation, prosecuting a lawsuit or other legal proceeding at its own expense, and such party may retain in full any and all recovery it may receive as a result of its actions to terminate such infringement. The licensee of any IP Rights hereunder agrees to reasonably cooperate with the owner of such IP Rights in connection with any actions of the owner to enforce or defend its IP Rights.
Enforcement of IP Rights. 4.1. Licensee shall have the right to, and shall at the direction of Licensor, enforce all of the licensed intellectual property rights against infringement by third parties. Licensor agrees to cooperate with such enforcement efforts. In the event that Licensee chooses not to enforce the licensed rights against an infringer, Licensor may do so and may retain all advantages obtained thereby.
Enforcement of IP Rights. Consultant will cooperate fully with the Company, both during and after the term of this Agreement, with respect to the procurement, maintenance and enforcement of Intellectual Property Rights in, to or that claim or cover Company-Related Developments. Consultant will sign, both during and after the term of this Agreement, all papers, including without limitation copyright applications, patent applications, declarations, oaths, assignments of priority rights, and powers of attorney, which the Company may deem necessary or desirable in order to protect its rights and interests in any Company-Related Development. If the Company is unable, after reasonable effort, to secure Consultant’s signature on any such papers, Consultant hereby irrevocably designates and appoints each current and future officer of the Company as Consultant’s agent and attorney-in-fact to execute any such papers on Consultant’s behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Company-Related Development.
Enforcement of IP Rights. During the Term of this Agreement, the Company shall have the right, but not the obligation, at its own expense and utilizing counsel of its choice, to enforce the IP Rights against any alleged infringers/misappropriators and, subject to Section 11.3, to defend against any alleged infringement or misappropriation by the Company of Third Party intellectual property rights. In furtherance of such right, Licensor hereby agrees that the Company may join the Licensor as a party in any such suit at the Company’s own cost and expense. The Company shall indemnify and hold Licensor harmless against any costs, expenses or liability that may be found or assessed against Licensor in any such suit other than resulting from Licensor’s gross negligence or willful misconduct. Any recovery of damages pursuant to this Section 11.2 shall be allocated pursuant to Section 11.4 below.
Enforcement of IP Rights. OSR shall have the first right at its sole expense and in its sole discretion to control the enforcement of the Licensed Technology against any alleged infringers. If, within two (2) months of receipt of written notice by Genenta that a Third Party is manufacturing, using or selling a product in the Field of Use that infringes the Licensed Technology, OSR fails to file suit to enforce such Licensed Technology against the such Third Party in the Field of Use, then Genenta shall have the right to take whatever action it deems appropriate in its own name and, if required by law and in any case after written notice to OSR, in the name of OSR to enforce such Licensed Technology in the Field of Use, and OSR shall reasonably cooperate with Genenta in the planning and execution of any such action to enforce such Licensed Technology in the Field of Use. The Party controlling any such enforcement action may not settle, or otherwise consent to an adverse judgment in, such action, without the prior express written consent of the non-controlling Party. All monies recovered upon the final judgment or settlement of such action shall be shared, after reimbursement of expenses, in relation to the damages suffered by each Party or, failing a bona fide agreement between the Parties, on a 50%-50% basis.
Enforcement of IP Rights
