Common use of Enforcement of Joint Intellectual Property Clause in Contracts

Enforcement of Joint Intellectual Property. [*] shall have the sole right, but not the obligation, to initiate a suit or take other appropriate action that it believes is reasonably required to protect or otherwise enforce and defend the Joint Intellectual Property with respect to any infringement of or unauthorized use or misappropriation of such Joint Intellectual Property anywhere in the world (including in connection with a Paragraph IV Claim or foreign equivalent); provided, however, that [*] shall not enforce the Joint Intellectual Property outside the Territory against (a) [*] or its Affiliates or (b) [*] or its Affiliates’ respective (sub)licensees of a Product with respect to their activities with respect to any Product. [*] shall execute such legal papers and cooperate in the enforcement of any such suit against a Third Party as may be reasonably requested by [*]; provided that [*] shall promptly reimburse all reasonable, documented, out-of-pocket expenses (including reasonable outside counsel fees and expenses) actually and reasonably incurred by [*] in connection with such cooperation.

Enforcement of Joint Intellectual Property. [*[ * ] shall have the sole right, but not the obligation, to initiate a suit or take other appropriate action that it believes is reasonably required to protect or otherwise enforce and defend the Joint Intellectual Property with respect to any infringement of or unauthorized use or misappropriation of such Joint Intellectual Property anywhere in the world (including in connection with a Paragraph IV Claim or foreign equivalent); provided, however, that [*[ * ] shall not enforce the Joint Intellectual Property outside the Territory against (a) [*[ * ] or its Affiliates or (b) [*[ * ] or its Affiliates’ respective (sub)licensees of a Product with respect to their activities with respect to any Product. [*[ * ] shall execute such legal papers and cooperate in the enforcement of any such suit against a Third Party as may be reasonably requested by [*[ * ]; provided that [*[ * ] shall promptly reimburse all reasonable, documented, out-of-pocket expenses (including reasonable outside counsel fees and expenses) actually and reasonably incurred by [*[ * ] in connection with such cooperation.