Enforcement of Licensed Patents. Each party shall promptly notify the other in writing of any alleged or threatened infringement or misappropriation of any Patent included in the Licensed Patents of which such party becomes aware.
(a) With respect to any infringement or misappropriation of any Patent included in the Licensed Patents, NSC shall have the sole and exclusive first right, but not the obligation, to direct, bring and control any action or proceeding in its own name, with respect to such infringement at its own expense and by counsel of its own choice, and LICENSOR shall have the right, at its own expense, to be represented in any such action by counsel of its own choice. If NSC fails to bring such an action or proceeding
(b) In the event NSC brings an action in accordance with this Section 4.2, LICENSOR shall cooperate fully, including if required to bring such action, the furnishing of a power of attorney. Neither party shall have the right to settle any patent infringement or misappropriation litigation under this Section 4.2 in a manner that diminishes the rights or interests of the other party without the consent of such other party (which shall not be unreasonably withheld). Except as otherwise agreed to by the parties as part of a cost-sharing arrangement, any recovery realized as a result of such litigation, after reimbursement of any litigation expenses of NSC, shall be retained by the party that brought and controlled such litigation for purposes of this Agreement
(c) During the pendency of any such proceeding or any appeal thereof; any payment hereunder to LICENSOR shall be paid by NSC into an interest-bearing escrow account pending the outcome of such proceeding. Upon a favourable final resolution of such proceeding or any appeal thereof retaining the full rights, NSC shall resume paying NSC the full royalties, and all funds in such escrow account shall be paid to LICENSOR. Upon an unfavourable final resolution of such proceeding or any appeal thereof; the funds in such escrow account shall be applied toward the damage award in such action, if any, and the balance, if any, paid to LICENSOR.
Enforcement of Licensed Patents. If either Party determines that a Third Party is making, using or selling a product that may infringe any Licensed Patent, that Party shall notify the other Party in writing.
Enforcement of Licensed Patents. The Patent Owner shall have the sole right to enforce and defend any of its Intellectual Property Rights licensed hereunder, at its own expense. Notwithstanding the foregoing, each of the Parties shall inform the other Parties promptly in writing of any alleged infringement, misuse or misappropriation by any Person of any Intellectual Property Rights licensed hereunder that affects the Exploitation of HIV Cassette Products or other products licensed hereunder, and the Parties shall reasonably consult with each other with respect to the strategy to resolve the alleged infringement, misuse or misappropriation. In the event that a Patent Owner shall initiate an infringement action or defend an action in accordance with this Section, the other Parties shall fully cooperate and supply such assistance as reasonably requested by the Patent Owner; provided that no Party shall be obligated to provide such cooperation if, in its reasonable business judgment, such cooperation would be adverse to its interests outside this Agreement.
Enforcement of Licensed Patents. (a) Each Party shall promptly notify, in writing, the other Party upon learning of any actual or suspected Competitive Infringement, any ANDA Certification, or of any claim of invalidity, unenforceability, or non-infringement of any Licensed Patents, and shall, along with such notice, supply the other Party with any evidence in its possession pertaining thereto. For purposes of this Agreement, (i) “Competitive Infringement” means, other than in connection with an ANDA Certification, any allegedly infringing activity by a Third Party with respect to a Licensed Patent in the Territory, which activity falls within the scope then in effect of the licenses granted by Orexo to Licensee as set forth in Section 2.1(a) and is reasonably expected to reduce Net Sales of the Product in the Territory, and (ii) “ANDA Certification” means any certification filed by a Third Party pursuant to 21 U.S.C. § 355(j)(2)(A)(vii), or any amendment or successor statute thereto, claiming that the Licensed Patents covering the Product in the Territory are invalid or that infringement of the Licensed Patents in the Territory shall not arise from the manufacture, use or sale of a product by a Third Party, where such certification is made by such Third Party in connection with an abbreviated new drug application filed under 21 U.S.C. § 355(j) for a product where the Product is the reference listed drug.
Enforcement of Licensed Patents. Each party shall promptly notify the other in writing of any alleged or threatened infringement of any Patent included in the Licensed Patents of which such party becomes aware.
(a) With respect to any infringement in the United States, Europe or any other territory of any Patent included in the Licensed Patents, HaptoGuard shall have the first right, but not the obligation, to direct, bring and control any action or proceeding in its own name, with respect to such infringement at its own expense and by counsel of its own choice, and OXIS shall have the right, at its own expense, to be represented in any such action by counsel of its own choice. If HaptoGuard fails to bring such an action or proceeding, OXIS may commence such a proceeding and the fees and expenses associated with such proceeding shall be borne equally by OXIS and HaptoGuard.
(b) In the event HaptoGuard brings an infringement action in accordance with this Section 4.2, OXIS shall cooperate fully, including if required to bring such action, the furnishing of a power of attorney. *****
Enforcement of Licensed Patents. In the event that Codexis reasonably believes that any Licensed Patent is being infringed by a Third Party, Codexis shall promptly notify Dyadic and provide Dyadic with evidence thereof. As between the Parties, Dyadic shall have the sole right to enforce such Licensed Patents with respect to such infringement, or to defend any declaratory judgment action with respect thereto, at Dyadic’s expense.
Enforcement of Licensed Patents. Sublicensor shall retain the sole right, at its sole discretion, to enforce the ‘707 Patent Rights against third party infringers.
Enforcement of Licensed Patents. Versicor shall have the primary right, but not the obligation, to take action in its own name to secure the cessation of any infringement or misappropriation or to enter suit against the infringer. Any such action will be at Versicor's expense, employing counsel of its own choosing. If Versicor elects not to exercise its right to prosecute or take other appropriate action in connection with an infringement or misappropriation of the Licensed Patents or fails to take any such action within sixty (60) days of first receiving of such infringement or misappropriation, Lilly may do so at its own expense, controlling such action. In the event of any infringement or misappropriation suit against a third party brought by either Party pursuant to this Section, the Party so proceeding shall pay to the other Party all of its costs and expenses (but not attorney's fees) in connection with such action and such other Party shall join in and reasonably cooperate with respect to such action to the extent necessary to initiate and maintain it (e.g., by providing relevant documents, witnesses and testimony, etc.).
Enforcement of Licensed Patents. Genentech shall retain the sole right, at its sole discretion and expense, to enforce Licensed Patents against third party infringers. However, if (i) a non- Affiliated third party which is not licensed under Chimera Patents or Coexpression Patents attains a market share of the greater of (a) at least [*] percent ([*]%) of sales (in monetary volume) or (b) [*] dollars ($[*]) in sales of a particular Licensed Product within the Field in any country, (ii) Licensee or its sublicensee is selling the Licensed Product in such country, (iii) there is reasonable evidence that such third party is infringing either Chimera Patents or Coexpression Patents under which Licensee is paying royalties, (iv) Licensee has paid and is not in arrears in the payment to Genentech of all royalties due under this Agreement and (v) Genentech fails to take action to xxxxx the infringement within six (6) months after receipt of notice pursuant to Section 6.01, then Licensee shall be entitled to reduce the royalty rates to [*] ([*]) of the rates otherwise set forth in Section 3.03 for the country in which the qualifying infringement exists. Such reduction shall continue until such time as Genentech takes action to xxxxx the infringement or until the market share of such third party drops below ten percent of the total market or sales below [*] dollars for that particular Licensed Product within the Field in the country in question. Royalties shall not be affected in countries in which such infringement is not occurring. Unlicensed infringing sales shall not affect the payment under Section 3.01. Unlicensed infringing sales shall not affect minimum royalties under Section 3.02 unless such sales constitute greater than [*] percent ([*]%) of the market for such particular Licensed Product in all markets in which Licensee and its sublicensees sell the Product, in which case the otherwise appropriate minimum shall be reduced by the percentage market share held by the unlicensed infringer. Genentech shall be entitled to recovery of all damages, costs and the like in any action brought under this Section 6.02.
Enforcement of Licensed Patents. (i) If any Licensed Patent is infringed by a Third Party, Raven shall have the first right, but not the obligation, to initiate, prosecute and control any action with respect to such infringement, by counsel of its own choice, to secure the cessation of the infringement or to bring suit against the infringer. ImmunoGen shall have the right, but not the obligation (subject to Section 7.2(c)), to participate in any such action with respect to the Licensed Patent and to be represented by counsel of its own choice at its own expense if ImmunoGen provides Raven with written notice that ImmunoGen will join such suit within [ * ] after Raven first brings suit and joins the suit reasonably promptly thereafter, or to itself bring suit if Raven fails to bring suit within [ * ] after either Party's notice pursuant to Section 7.2(a).
(ii) Notwithstanding the foregoing, if the infringement primarily relates to a product which would compete directly with a Licensed Product, ImmunoGen shall have the first right, but not the obligation, to initiate, prosecute and control any action with respect to such infringement, by counsel of its own choice, to secure the cessation of the infringement or to bring suit against the infringer, and Raven shall have the right, but not the obligation (subject to Section 7.2(c), to participate in any such action with respect to the Licensed Patent and to be represented by counsel of its own choice and at its own expense if Raven provides ImmunoGen with written notice that Raven will join such suit within [ * ] days after ImmunoGen first brings suit and joins the suit reasonably promptly thereafter, or to itself bring suit if ImmunoGen fails to bring suit within [ * ] days after either Party's notice pursuant to Section 7.2(a).
