Enforcement of Licensed Marks. Each Party shall promptly notify the other Party of any known, actual, suspected, or threatened infringement or other violation of the Licensed Marks that could reasonably be expected to be material; provided, however, that, with respect to SpinCo, this obligation shall be limited to any such known, actual, suspected or threatened infringement or other violation of the Licensed Marks in the RemainCo Field. SpinCo shall have the initial right, but not the obligation, to enforce or threaten to enforce the Licensed Marks against any party, and to assert or threaten to assert any of the Licensed Marks as a counterclaim against any Third Party in any Action brought or threatened by such Third Party, in each case, at SpinCo’s cost and expense, and RemainCo shall, at SpinCo’s cost and expense, provide all reasonable cooperation and assistance requested by SpinCo in connection therewith. SpinCo shall retain all recoveries in an enforcement proceeding it initiates. If SpinCo intends not to enforce any Licensed Xxxx, SpinCo shall give RemainCo reasonable advance notice thereof, and RemainCo shall have the right (but not the obligation), in its own name and at its sole cost and expense, and subject to good faith consultation with SpinCo, to enforce such Licensed Marks, and SpinCo shall, at RemainCo’s cost and expense, provide all reasonable cooperation and assistance requested by RemainCo in connection therewith. RemainCo shall retain all recoveries in an enforcement proceeding it initiates. Notwithstanding the foregoing, SpinCo shall not be required to enforce or threaten to enforce, and RemainCo shall have no right to enforce, any Licensed Marks if SpinCo reasonably determines such enforcement could reasonably be expected to result, directly or indirectly, in (i) the invalidity, unenforceability or voiding of, or other material impairment to SpinCo’s rights in any such Licensed Xxxx or any other Trademarks owned or controlled by SpinCo (including any injury to the goodwill associated therewith) or (ii) the loss or other material impairment of SpinCo’s ability to apply for or obtain any registration for any such Licensed Marks or any other Trademarks owned or controlled by SpinCo.
Enforcement of Licensed Marks. If either Party becomes aware of any use by any Third Party of any name, xxxx or designation that infringes or is likely to infringe any of the Licensed Marks in Brazil, that Party will notify the other Party promptly in writing of the actual or threatened infringement. Whether to take action will be in ABI’s sole discretion. If requested by ABI, AB will join with ABI at ABI’s expense in such action as ABI in its reasonable discretion may deem advisable for the protection of its rights. In connection therewith, AB will cooperate to the extent reasonably required by ABI to stop such infringement or act, and, if so requested by ABI, will join with ABI as a party to any action brought by ABI for such purpose. ABI will have full control over any action taken, including, without limitation, the right to select counsel, to settle on any terms it deems advisable in its discretion, to appeal any adverse decision rendered in any court, to discontinue any action taken by it, and otherwise to make any decision in respect thereto as it in its discretion deems advisable. Any recovery as a result of such action shall belong solely to ABI.
Enforcement of Licensed Marks. (A) If either Party or its Affiliate becomes aware of actual or threatened infringement in the Licensed Territory of any Licensed Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx, such Party shall promptly notify the other Party in writing. Mundipharma shall have the first right, but not the obligation, to bring infringement or unfair competition actions in the Licensed Territory involving a Licensed Xxxx. Allos shall, at the request and expense of Mundipharma, cooperate and provide reasonable assistance in any [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. action described in this Section 8.9(i)(A) and, if required by Law, join such action. Mundipharma shall bear the entire cost and expense associated with such action, and any recovery resulting from such proceeding shall belong entirely to Mundipharma. However, Mundipharma shall not settle or accept any settlement from any Third Party in connection with the adverse use of any Licensed Xxxx without the prior written consent of Allos (such consent not to be unreasonably withheld, conditioned or delayed).
Enforcement of Licensed Marks. (A) If either Party or its Affiliate becomes aware of actual or threatened infringement in the Licensed Territory of any Licensed Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx, such Party shall promptly notify the other Party in writing. Mundipharma shall have the first right, but not the obligation, to bring infringement or unfair competition actions in the Licensed Territory involving a Licensed Xxxx. Allos shall, at the request and expense of Mundipharma, cooperate and provide reasonable assistance in any action described in this Section 8.9(i)(A) and, if required by Law, join such action. Mundipharma shall bear the entire cost and expense associated with such action, and any recovery resulting from such proceeding shall belong entirely to Mundipharma. However, Mundipharma shall not settle or accept any settlement from any Third Party in connection with the adverse use of any Licensed Xxxx without the prior written consent of Allos (such consent not to be unreasonably withheld, conditioned or delayed).
Enforcement of Licensed Marks. During the Pre-Closing Period, Ucyclyd shall have the sole and exclusive right, but not the obligation, to institute an action or a proceeding at its sole expense against any such infringement with respect to the Marketed Products Marks (including the Domain Names and the 1-888 Phone Number, to the extent each contain a Licensed Xxxx and are owned by Ucyclyd). Following the Marketed Products Closing, Hyperion shall have the sole and exclusive right to institute such action or proceeding with respect to the Marketed Products Marks.
Enforcement of Licensed Marks. (a) If any Party becomes aware of actual or threatened infringement in the Territory of any Licensed Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx, such Party shall promptly so notify the other Parties in writing. Corixa shall have the first right, but not the obligation, to bring infringement or unfair competition actions in the Territory involving a Licensed Xxxx. Corixa shall have sole control of the conduct of any such actions which it brings. Corixa shall bear the entire cost and expense associated with such action, and any recovery or compensation resulting from such proceeding, including without limitation non-monetary rights, shall belong entirely to Corixa.
Enforcement of Licensed Marks. If either Party or its Affiliate becomes aware of actual or threatened infringement in the Licensed Territory of any Licensed Xxxx, Licensee Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx or Licensee Xxxx, such Party shall promptly notify the other Party in writing. Licensee may bring infringement or unfair competition actions in the Licensed Territory involving a Licensed Xxxx or Licensee Xxxx. Licensor shall, at the request and expense of Licensee, cooperate and provide reasonable assistance in any action described in this Section 8.6(c) and, if required by Law, join such action. Licensee shall bear the entire cost and expense associated with such action, and any recovery resulting from such proceeding will belong entirely to Licensee. Notwithstanding the foregoing, Licensee shall not settle or accept any settlement from any Third Party in connection with the adverse use of any Licensed Xxxx without the prior written consent of Licensor (such consent not to be unreasonably withheld, conditioned or delayed).
Enforcement of Licensed Marks. (a) If any Party becomes aware of actual or threatened infringement in the Territory of any Licensed Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx, such Party shall promptly so notify the other Parties in writing. Corixa shall have the first right, but not the obligation, to bring infringement or unfair competition actions in the Territory involving a Licensed Xxxx. Corixa shall have sole control of the conduct of any such actions Redacted
Enforcement of Licensed Marks. INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. UCYCLYD / HYPERION ASSET PURCHASE AGREEMENT AMENDED AND RESTATED COLLABORATION AGREEMENT During the Pre-Closing Period, Ucyclyd shall have the sole and exclusive right, but not the obligation, to institute an action or a proceeding at its sole expense against any such infringement with respect to the Marketed Products Marks (including the Domain Names and the 1-888 Phone Number, to the extent each contain a Licensed Xxxx and are owned by Ucyclyd). Following the Marketed Products Closing, Hyperion shall have the sole and exclusive right to institute such action or proceeding with respect to the Marketed Products Marks.
Enforcement of Licensed Marks. (a) If any Party becomes aware of actual or threatened infringement in the Territory of any Licensed Xxxx or of a xxxx or name confusingly similar to any Licensed Xxxx, such Party shall promptly so notify the other Parties in writing. Corixa shall have the first right, but not the obligation, to bring infringement or unfair competition actions in the Territory involving a Licensed Xxxx. Corixa shall have sole control of the conduct of any such actions which it brings. Corixa shall bear the entire cost and expense associated with such action, and any recovery or compensation resulting from such proceeding, including without limitation non-monetary rights, shall belong entirely to Corixa. (b) If Corixa fails to take action against such threatened or actual infringement with respect to any Licensed Xxxx other than "POWERED BY CORIXA", within a reasonable period and in any case not less than thirty (30) days, the Parties shall meet to discuss whether Corixa intends to proceed and whether steps should be taken to preserve rights, such as filing notices or seeking extensions of time for responses. If Corixa declines to proceed, or if GSK Canada reasonably and in good faith believes that Corixa will not proceed within time limits effective for preserving the full value of such Licensed Xxxx, GSK Canada may serve written notice to Corixa that GSK Canada intends to proceed. At any time after the service of such notice, GSK Canada may thereafter take such action as it deems necessary to enforce its exclusive rights in and to such Licensed Xxxx in the Territory, including without limitation the right, but not the obligation, to bring, at its own expense, an infringement action or file any other appropriate action or claim related to infringement of such Licensed Xxxx against any Third Party. Corixa shall, at the request and expense of GSK Canada, cooperate and provide reasonable assistance in any action described in this Section 8.6(b) and, if required by law, join such action. In such events, the expenses for enforcement will be borne by GSK Canada, and GSK Canada shall be entitled to keep [*] of damages recovered by court order or by settlement (after the deduction of GSK Canada's enforcement expenses net of any recovery of such expenses from the Third Party), and shall pay the remaining [*] to Corixa. GSK Canada shall not settle or accept any settlement from any Third Party in connection with the adverse use of any Licensed Xxxx without the prior written consent o...
