Enforcement of Joint Patent Rights. Scynexis and Elanco will each promptly notify the other via Notice of any alleged or threatened infringement of the Joint Patent Rights of which they become aware. Scynexis and Elanco will then confer and may agree jointly to prosecute any such infringement. If the Parties do not agree on whether or how to proceed with enforcement activity (a) within [*] following the notice of alleged infringement or (b) [*] before the time limit, if any, set forth in the appropriate laws and regulations for the filing of such actions, whichever comes first, then [*] may commence litigation with respect to the alleged or threatened infringement at its own expense. In the event that [*] does not commence litigation within [*] of the above-specified date, [*] may do so, at [*] expense. In the event a Party brings an infringement action against a Third Party, the other Party will cooperate fully, including, if required to bring such action, the furnishing of a power of attorney.
(a) Except as otherwise agreed to by the Parties as part of a cost-sharing arrangement, any recovery realized as a result of such litigation (whether by way of settlement or otherwise) will be first allocated to reimbursement of unreimbursed legal fees and expenses incurred by the Party initiating the proceeding, then toward reimbursement of any unreimbursed legal fees and expenses of the other Party, and then the remainder will be divided between the Parties as follows: (y) if the award is based on lost profit], Elanco will receive an amount equal to the damages the court determines Elanco has suffered as a result of the infringement less the amount of any Royalties that would have been due to Scynexis on sales of Products lost by Elanco or any Affiliate or sublicensee of Elanco as a result of the infringement had Elanco or any Affiliate or sublicensee of Elanco made such sales, and Scynexis will receive an amount equal to the Royalties and other payments it would have received under Article V if such sales had been made by Elanco or any Affiliate or sublicensee of Elanco; and (z) as to awards other than those based on lost profits, [*] to the Party initiating such proceedings and [*] to the other Party.
Enforcement of Joint Patent Rights. If such infringement relates to the Joint Patent Rights, Alexion shall (unless such Joint Patent Rights relate only to a particular Product in a particular Future Indication as to which Alexion has Opted Out and not Opted Back In) have the first right, at its own cost and expense and in its sole discretion, to initiate, prosecute and control such legal action, or to control the defense of any declaratory judgment action for non-infringement relating thereto, including the right to settle any such action. If Alexion does not commence any such action within ninety (90) days after notice of such infringement, then XOMA will (unless such Joint Patent Rights relate only to a particular Product in a particular Future Indication as to which XOMA has Opted Out and not Opted Back In) have the right to either initiate and prosecute such action or to control the defense of such declaratory judgment action. Expenses under this Section 9.3(d) shall be shared 70 (Alexion)/30 (XOMA) between the Parties (except as set forth in Section 9.2(b)).
Enforcement of Joint Patent Rights. (a) Roche shall inform Pharmasset promptly upon learning of any infringement to the Joint Patents in the Roche Territory. Roche shall have the right to enforce and defend, at its own cost, all Joint Patents in Roche Territory. Pharmasset shall cooperate with and assist Roche in the enforcement of the Joint Patents upon the reasonable request of Roche, including joining as a party to any enforcement action, provided, however, that Roche shall reimburse Pharmasset for its reasonable litigation expenses (including legal fees charged by Pharmasset’s independent counsel, not including any internal costs associated with activities performed by Pharmasset employees). In the event that Roche does not pursue an enforcement action within a period of one hundred twenty (120) days following reasonable notification of the infringement of the infringement of Joint Patent Rights, then Pharmasset shall have the right to bring such action at its own cost. Pharmasset may join Roche as a party in such actions provided, however, that Pharmasset shall reimburse Roche for its reasonable litigation expenses (including legal fees charged by Roche’s independent counsel not including any internal costs associated with activities performed by Roche employees).
(b) Pharmasset shall inform Roche promptly upon learning of any infringement to the Joint Patents in the Pharmasset Territory. Pharmasset shall have the right to enforce and defend, at its own cost, all Joint Patents in Pharmasset Territory. Roche shall cooperate with and assist Pharmasset in the enforcement of the Joint Patents upon the reasonable request of Pharmasset, including joining as a party to any enforcement action, provided, however, that Pharmasset shall reimburse Roche for its reasonable litigation expenses (including legal fees charged by Roche’s independent counsel, not including any internal costs associated with activities performed by Roche employees). In the event that Pharmasset does not pursue an enforcement action within a period of one hundred twenty (120) days following reasonable notification of the infringement of the infringement of the Joint Patents, then Roche shall have the right to bring such action at its own cost. Roche may join Pharmasset as a party in such actions, provided, however, that Roche shall reimburse Pharmasset for its reasonable litigation expenses (including legal fees charged by Pharmasset’s independent counsel, not including any internal costs associated with activities performe...
Enforcement of Joint Patent Rights. Enforcement of any Joint Patent Rights will be as determined by the JSC or by mutual agreement of the Parties, but with the intent of optimizing the value of Ficlatuzumab and VeriStrat in connection with Ficlatuzumab, considered equally, or as otherwise mutually agreed upon by the Parties.
Enforcement of Joint Patent Rights. The parties shall determine the appropriate course of action to enforce the Joint Patent Rights or otherwise xxxxx the infringement thereof, to determine whether to take (or refrain from taking) appropriate action to enforce such Joint Patent Rights, and shall determine, on a case by case basis, which party should control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation or other enforcement action with respect to the Joint Patent Rights, and in good faith the party controlling such litigation shall consult with the other party and shall consider the interests of the other party, if any, in so doing. If a party elects to enforce Joint Patent Rights by itself it may do so at its own expense and retain for itself all damages or recovery in such action. The parties may agree to jointly enforce Joint Patent Rights, share costs and expenses, and share in any damages or recovery.
Enforcement of Joint Patent Rights. Osiris and Genzyme shall each promptly notify the other in writing of any alleged or threatened infringement of the Joint Patent Rights of which they become aware. Osiris and Genzyme shall then confer and may agree jointly to prosecute any such infringement, with the Enforcing Party being the Party in whose Territory the enforcement action is brought. In the event an Enforcing Party brings an infringement action, the other Party shall cooperate reasonably at the Enforcing Party’s expense, including providing good faith testimony. The other Party shall have the right, at its own expense, to retain its own counsel to monitor such litigation and the costs associated with such monitoring shall not be considered Development Costs. Neither Party shall have the right to settle any patent infringement litigation under Section 8.2 in a manner that diminishes the rights or interests of the other Party without the express written consent of such other Party. Except as otherwise agreed to by the Parties as part of a cost sharing arrangement, any recovery realized as a result of such litigation (whether by way of settlement or otherwise) shall be shared by the Parties pursuant to 8.2.1(c) herein, once legal fees actually incurred by the Enforcing Party have been paid. Neither Party may enforce the Joint Patent Rights in the other Party’s Territory without the prior written consent of the Party in whose Territory the enforcement action is to be taken.
Enforcement of Joint Patent Rights. All litigation or other similar proceedings related to the Joint Patent Rights shall be directed and controlled by the parties jointly, and, except as set forth herein, neither party shall have the right to commence, direct or control any such litigation or proceedings (“Claims”) without the express prior written consent of the other party. Each party shall (a) select and retain counsel reasonably acceptable to the other party, (b) provide reasonable prior notice to the other party of any settlement offer that relates to the Joint Patent Rights in question, and obtain from such other party its prior written consent to any such settlement to the extent that it relates to Joint Patent Rights, which consent shall not be unreasonably withheld and (c) not fail or otherwise cease to defend such claims without first giving the other party reasonable notice and an opportunity to assume the control and defense of such Claims. In the case where the parties jointly direct and control the prosecution or defense of Claims, each party shall bear 50% of the associated costs and expenses (“Costs”). If a non-named party elects not to participate in the direction and control of the defense of Claims pursuant to this Section 3.3, then such party shall not have any obligation to bear any of the Costs and shall not be entitled to any share of damages. Any recovery in connection with a Claim involving Joint Patent Rights shall first be first applied towards the reimbursement of the participating party or parties’ Costs (including without limitation attorneys’ fees, expert witness fees, court costs and other litigation costs and expenses). Any remainder after such reimbursement is made in accordance with the foregoing shall be equally divided between the parties.
Enforcement of Joint Patent Rights. (a) In the event that management or in-house counsel for either party becomes aware of a suspected infringement of any Patent Rights within the Joint Patents not covered under Section 12.4.1 (an “Other Joint Patent Right”), such party shall notify the other party promptly, and following such notification, the parties shall confer. BMS shall have the right, but shall not be obligated, to prosecute an infringement action or to defend any Other Joint Patent Right at its own expense, in its own name and entirely under its own direction and control. Zymo shall reasonably assist BMS (at BMS’ expense) in such actions or proceedings if so requested, and shall agree to be joined in such actions or proceedings if requested by BMS or required by Applicable Law, and BMS shall hold harmless Zymo from any liability incurred by Zymo arising out of any such proceedings or actions. Zymo shall have the right to participate and be represented in any such suit by its own counsel at its own expense. No settlement of any such action or defense which restricts the scope or affects the enforceability of an Other Joint Patent Right may be entered into by BMS without the prior consent of Zymo (such consent to not be unreasonably withheld, delayed or conditioned).
Enforcement of Joint Patent Rights. Nektar and Lilly will each promptly notify the other in writing of any alleged or threatened infringement of the Joint Patent Rights of which they become aware. [***]. In the event a Party brings an infringement action against a Third Party as described herein, the other Party will reasonably cooperate, including, [***].
Enforcement of Joint Patent Rights. 3M IPC shall enforce any Joint Patent Rights in the Field. The Parties shall cooperate fully with one another in legal matters relating to Joint Patent Rights including, but not limited to, providing testimony and executing documents. Any recovery for infringement of patents claiming Joint Patent Rights shall first be allocated to reimburse the reasonable and actual expenses incurred in the enforcement process in a manner that results in equal net expenses to 3M IPC and to INX. Any remainder shall be shared equally by 3M IPC and INX if they both participated in the enforcement process. If only 3M participated in the enforcement process then 3M shall retain the sums awarded by a court, arbitrator, in settlement or otherwise resulting from such litigation, and to the extent such sums exceed the costs and legal fees incurred by 3M in the litigation, 3M shall pay INX an amount equal to the Earned Royalty of Article 4 herein applied to such sums after deducting such costs and legal fees incurred by 3M.
