Common use of Enforcement of Patent Rights Clause in Contracts

Enforcement of Patent Rights. Oxis, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis does not, within one hundred twenty (120) days of receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 above.

Enforcement of Patent Rights. OxisEach party promptly shall notify the other party of any infringement known to it of the Licensed Patent Rights and shall provide the other party with the available evidence, if any, of such infringement. Allos, at its sole expense, shall have the right (but not the obligation) to determine the appropriate course of action to enforce the Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce the Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments litigation or other enforcement action with respect to the Licensed Patent Rights, in each case in Oxis' own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. Within ninety (90) days after notice of a substantial and continuing infringement of the Licensed Patent Rights, Allos shall notify Licensor whether or not Allos intends to take action against the alleged infringer. If Oxis Allos notifies Licensor that it does notnot intend to take action, or if within one hundred twenty eighty (120180) days of after receipt of notice from Licensor, Allos does not xxxxx the such infringement or file suit to enforce the Licensed Patent Rights against at least one each infringing party in the Territoryparty, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, howeverincluding bringing and controlling at its own expense a legal action in which, thatif legally necessary, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suitAllos may be a named plaintiff. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse a judgment in such action that diminishes results in any grant to the third party of rights or interests of under the non-controlling party Licensed Patent Rights, without the prior written consent of the other partynon-controlling party which consent shall not be unreasonably withheld. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be sharedshall, after reimbursement payment of expenses, be retained by the party controlling the enforcement. Each party shall reasonably cooperate with the other party in relation the planning and execution of any action to enforce the damages suffered by Licensed Patent Rights; provided, however, each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses party shall be reimbursed for reasonable expenses, including legal fees, for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 abovecooperation.

Enforcement of Patent Rights. OxisCompany, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights in the Territory or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsRights in the Territory, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights in the Territory unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Company’s own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Company does not, within one hundred twenty (120) days of receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's ’s intent to file such suit, Oxis Company shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights in the Territory shall be shared in relation to the damages (including attorneys’ fees and expenses for the enforcement action) incurred by each party as a result of such infringement. Notwithstanding the foregoing, to the extent any part of the recovery includes a reasonable royalty, such royalty amounts shall be deemed Sublicensing Royalties and paid in accordance with Section 4.6. and to the extent that any part of the recovery includes punitive damages, such amounts shall be distributed [*]% to the controlling party and [*]% to the other party. Notwithstanding anything to the contrary in this Section 9.3, if Licensor takes control of the litigation and Company does not elect to participate in the funding of the litigation, then Licensor shall retain all monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights. If Licensor takes control of the litigation and Company does elect to fund the litigation, then the monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered (including attorneys’ fees and expenses for the enforcement action) incurred by each party. If Oxis does not receive sufficient monies from party as a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) result of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 aboveinfringement.

Enforcement of Patent Rights. OxisKite, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor Cabaret in so doing. Kite shall bring any such enforcement action in Kite’s own name; provided, however, if necessary for standing purposes only, (a) Kite shall have, subject to Cabaret prior consent which shall not be unreasonably withheld, delayed for more than […***…] after written request by Kite, or conditioned, the right to bring such action in the name of Cabaret (all costs to be borne by Kite) if Cabaret is the party with legal standing, and (b) Cabaret shall make all reasonable efforts to enable Kite to bring such enforcement action in the name of any Licensor that is the party with legal standing. If Oxis Kite does not, within one hundred twenty (120) days […***…] of receipt of notice from LicensorCabaret, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territoryparty, Licensor Cabaret shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days […***…] after receipt of notice of Licensor's Cabaret’s intent to file such suit, Oxis Kite shall have the right to jointly prosecute such suit and to fund up to one-half (½) […***…] the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be sharedused (a) first, after reimbursement to reimburse the costs and expenses (including reasonable attorneys’ fees and costs) of expensesKite and Cabaret; and (b) second, (i) if Cabaret is the controlling party in relation to such action, any remaining recovery shall be divided equally between Kite and Cabaret, or (ii) if the controlling party is Kite, any remaining recovery shall be divided between Kite and Cabaret in shares that reflect the damages suffered incurred by each party. If Oxis does not receive sufficient monies from a final judgment or settlement party to cover its expenses reflect the applicable royalty to Cabaret hereunder for such suitlost sales, Oxis shall have and the right to credit up to fifty percent lost profits (50%) net of such expenses against royalties) to Kite for lost sales , provided that in any royalties or other fees owing by Oxis pursuant case the amount paid to Section 4 aboveCabaret shall not be less than the applicable royalty rate if such recovery was received as Net Sales.

Enforcement of Patent Rights. OxisLicensee, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights Patents or otherwise xxxxx axxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsPatents, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights licensed Patents unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent RightsPatents, in each case in Oxis' Licensee's own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Licensee does not, within one hundred twenty six (1206) days of months after receipt of notice from Licensor, xxxxx Licensor take reasonable steps to axxxx the infringement or file suit to enforce the Licensed Patent Rights Patents against at least one infringing party in the TerritoryParty, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent RightsPatents; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent Intent to file such suit, Oxis Licensee shall have the right to jointly prosecute such suit and to fund up to one-half half(½*) the costs of such suit. The party Party controlling any such joint enforcement action shall not settle the action or otherwise consent to an adverse judgment Judgment in such joint action that diminishes the rights or interests of the non-controlling party Party without the prior written consent of the other partyParty. All monies recovered upon the final judgment Judgment or settlement of any such suit to enforce the Licensed Patent Rights Patents shall be shared, after reimbursement of expenses, in shared In relation to the damages suffered (including attorneys' fees and expenses for the enforcement action) incurred by each party. If Oxis does not receive sufficient monies from Party as a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) result of such expenses against infringement; and such recovery shall not be treated as Revenues for purposes of Section 4. 2.1. Notwithstanding the foregoing, to the extent any royalties or other fees owing by Oxis pursuant part of the recovery includes a reasonable royalty payable to Licensee, such royalty amounts shall be deemed Revenue on which Licensee will pay a royalty to Licensor in accordance with Section 4 above4.2.1.

Enforcement of Patent Rights. Oxis9.3.1 Erasca, at its sole expense, shall have the first right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereofsuch infringement, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to the Licensed Patent RightsRights , in each case at Erasca’s cost and in Oxis' Erasca’s own name and, if necessary for standing purposes, in the name of Licensor NiKang and shall consider, in good faith, the interests of Licensor NiKang in so doing. . 9.3.2 If Oxis Erasca does not, within one hundred twenty (120) days of receipt of notice of the alleged infringement from LicensorNiKang, within thirty (30) days after the receipt of relevant ANDA notification, or before ninety (90) days before the time limit, if any, set forth in the appropriate laws and regulations for the filing of such actions, whichever comes first, xxxxx the infringement or file suit to enforce or defend the Licensed Patent Rights against at least one infringing party in the Territoryinfringer, Licensor NiKang shall have the right to take whatever action it deems appropriate to enforce or defend the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's NiKang’s intent to file such suit, Oxis Erasca shall have the right to jointly prosecute such suit and to fund up to one-half (½1⁄2) the costs of such suit. . 9.3.3 The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 above.

Enforcement of Patent Rights. OxisLicensee, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights Patents or otherwise xxxxx axxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsPatents, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights Patents unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent RightsPatents, in each case in Oxis' Licensee's own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Licensee does not, within one hundred twenty six (1206) days of months after receipt of notice from Licensor, xxxxx axxxx the infringement or file suit to enforce the Licensed Patent Rights Patents against at least one infringing party in the TerritoryParty, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent RightsPatents; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis Licensee shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party Party controlling any such joint enforcement action shall not settle the action or otherwise consent to an adverse judgment in such joint action that diminishes the rights or interests of the non-controlling party Party without the prior written consent of the other partyParty. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights Patents shall be shared, after reimbursement of expenses, shared in relation to the damages suffered (including attorneys' fees and expenses for the enforcement action) incurred by each party. If Oxis does not receive sufficient monies from Party as a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) result of such expenses against infringement; and such recovery shall not be treated as Revenues for purposes of Section 4.2.1. Notwithstanding the foregoing, to the extent any royalties or other fees owing by Oxis pursuant part of the recovery includes a reasonable royalty payable to Licensee, such royalty amounts shall be deemed Revenue on which Licensee will pay a royalty to Licensor in accordance with Section 4 above4.2.1.

Enforcement of Patent Rights. OxisCompany, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Company's own name and, if necessary for standing purposes, in the name of Licensor ID4 and shall consider, in good faith, the interests of Licensor ID4 in so doing. If Oxis Company does not, within one hundred twenty (120) days of receipt of notice from LicensorID4, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the TerritoryXxxxxxxxx, Licensor XX0 shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of LicensorID4's intent to file such suit, Oxis Company shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis Company does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis Company shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis Company pursuant to Section 4 above.

Enforcement of Patent Rights. OxisCompany, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Company’s own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Company does not, within one hundred twenty (120) days of receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's ’s intent to file such suit, Oxis Company shall have the right to jointly prosecute such suit and to fund up to one-half [*] (½[*]) the costs of such suit. The party Party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party Party without the prior written consent of the other partyParty. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 aboveParty.

Enforcement of Patent Rights. OxisCompany, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx axxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Company’s own name and, if necessary for standing purposes, in the name of Licensor ID4 and shall consider, in good faith, the interests of Licensor ID4 in so doing. If Oxis Company does not, within one hundred twenty (120) days of receipt of notice from LicensorID4, xxxxx axxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the TerritoryTxxxxxxxx, Licensor XX0 shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's ID4’s intent to file such suit, Oxis Company shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis Company does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis Company shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis Company pursuant to Section 4 above.

Enforcement of Patent Rights. OxisLicensee, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights Patents or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsenforceLicensed Patents, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights Patents unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent RightsPatents, in each case in Oxis' Licensee's own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Licensee does not, within one hundred twenty six (1206) days of months after receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights Patents against at least one infringing party in the TerritoryParty , Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent RightsPatents; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis Licensee shall have the right to jointly prosecute such suit and to fund up to one-half (½V2) the costs of such suit. The party Party controlling any such joint enforcement action shall not settle the action or otherwise consent to an adverse judgment in such joint action that diminishes the rights or interests of the non-controlling party Party without the prior written consent of the other partyParty. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights Patents shall be shared, after reimbursement of expenses, shared in relation to the damages suffered (including attorneys' fees and expenses for the enforcement action) incurred by each party. If Oxis does not receive sufficient monies from Party as a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) result of such expenses against infringement; and such recovery shall not be treated as Revenues for purposes of Section 4. 2.1. Notwithstanding the foregoing, to the extent any royalties or other fees owing by Oxis pursuant part of the recovery includes a reasonable royalty payable to Licensee, such royalty amounts shall be deemed Revenue on which Licensee will pay a royalty to Licensor in accordance with Section 4 above4.2.1.

Enforcement of Patent Rights. Oxis, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx axxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' ’ own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis does not, within one hundred twenty (120) days of receipt of notice from Licensor, xxxxx axxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's ’s intent to file such suit, Oxis shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 above.

Enforcement of Patent Rights. OxisProNAi, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' ProNAi’s own name and, if necessary for standing purposes, in the name of Licensor Carna and shall consider, in good faith, the interests of Licensor Carna in so doing. If Oxis ProNAi does not, within one hundred twenty (120) days of receipt of notice from LicensorCarna, xxxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor Carna shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's Carna’s intent to file such suit, Oxis ProNAi shall have the right to jointly prosecute such suit and to fund up to one-half (½( 1⁄2) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis ProNAi does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis ProNAi shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis ProNAi pursuant to Section 4 above4.

Enforcement of Patent Rights. OxisLicensee, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights Patents or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsPatents, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights Patents unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent RightsPatents, in each case in Oxis' Licensee's own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Licensee does not, within one hundred twenty six (1206) days of months after receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights Patents against at least one infringing party in the TerritoryParty, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent RightsPatents; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis Licensee shall have the right to jointly prosecute such suit and to fund up to one-half (½QA) the costs of such suit. The party Party controlling any such joint enforcement action shall not settle the action or otherwise consent to an adverse judgment in such joint action that diminishes the rights or interests of the 1. Notwithstanding the non-controlling party without foregoing, to the prior written consent extent any part of the other party. All monies recovered upon the final judgment or settlement of any recovery includes a reasonable royalty payable to Licensee, such suit to enforce the Licensed Patent Rights royalty amounts shall be shared, after reimbursement of expenses, deemed Revenue on which Licensee will pay a royalty to Licensor in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to accordance with Section 4 above4.2.1.

Enforcement of Patent Rights. OxisCompany, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx abate the infringement infrixxxxxnt thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Company's own name and, if necessary for standing purposes, in the name of Licensor ID4 and shall consider, in good faith, the interests of Licensor ID4 in so doing. If Oxis Company does not, within one hundred twenty (120) days of receipt of notice from LicensorID4, xxxxx abate the infringement infrixxxxxnt or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor shall have the ID4 xxxxx xxxx xxx right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of LicensorID4's intent to file such suit, Oxis Company shall have the right to jointly prosecute such suit and to fund up to one-half (½) the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis Company does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis Company shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis Company pursuant to Section 4 above.

Enforcement of Patent Rights. OxisLicensee, at its sole expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights Patents or otherwise xxxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent RightsPatents, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights Patents unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent RightsPatents, in each case in Oxis' Licensee's own name and, if necessary for standing purposes, in the name of Licensor and shall consider, in good faith, the interests of Licensor in so doing. If Oxis Licensee does not, within one hundred twenty six (1206) days of months after receipt of notice from Licensor, xxxxx the infringement or file suit to enforce the Licensed Patent Rights Patents against at least one infringing party in the TerritoryParty, Licensor shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent RightsPatents; provided, however, that, within thirty (30) days after receipt of notice of Licensor's intent to file such suit, Oxis Licensee shall have the right to jointly prosecute such suit and to fund up to one-half (½QA) the costs of such suit. The party Party controlling any such joint enforcement action shall not settle the action or otherwise consent to an adverse judgment in such joint action that diminishes the rights or interests of the -9- non-controlling party Party without the prior written consent of the other partyParty. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights Patents shall be shared, after reimbursement of expenses, shared in relation to the damages suffered (including attorneys' fees and expenses for the enforcement action) incurred by each party. If Oxis does not receive sufficient monies from Party as a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) result of such expenses against infringement; and such recovery shall not be treated as Revenues for purposes of Section 4.2.1. Notwithstanding the foregoing, to the extent any royalties or other fees owing by Oxis pursuant part of the recovery includes a reasonable royalty payable to Licensee, such royalty amounts shall be deemed Revenue on which Licensee will pay a royalty to Licensor in accordance with Section 4 above.4.2.1. 8.4

Enforcement of Patent Rights. OxisInnovive, at its sole [*] expense, shall have the right to determine the appropriate course of action to enforce Licensed Patent Rights or otherwise xxxxx axxxx the infringement thereof, to take (or refrain from taking) appropriate action to enforce Licensed Patent Rights, to defend any declaratory judgments seeking to invalidate or hold the Licensed Patent Rights unenforceable, to control any litigation or other enforcement action and to enter into, or permit, the settlement of any such litigation, declaratory judgments or other enforcement action with respect to Licensed Patent Rights, in each case in Oxis' Innovive’s own name and, if necessary for standing purposesrequired by law, in the name of Licensor TMRC and shall consider, in good faith, the interests of Licensor TMRC in so doing. If Oxis Innovive does not, within one hundred twenty (120) days of receipt of notice from LicensorTMRC, xxxxx axxxx the infringement or file suit to enforce the Licensed Patent Rights against at least one infringing party in the Territory, Licensor TMRC shall have the right to take whatever action it deems appropriate to enforce the Licensed Patent Rights; provided, however, that, within thirty (30) days after receipt of notice of Licensor's TMRC’s intent to file such suit, Oxis Innovive shall have the right to jointly prosecute such suit and to fund up to one-half (½) [*] the costs of such suit. The party controlling any such enforcement action shall not settle the action or otherwise consent to an adverse judgment in such action that diminishes the rights or interests of the non-controlling party without the prior written consent of the other party. All monies recovered upon the final judgment or settlement of any such suit to enforce the Licensed Patent Rights shall be shared, after reimbursement of expenses, in relation to the damages suffered by each party. If Oxis does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, Oxis shall have the right to credit up to fifty percent (50%) of such expenses against any royalties or other fees owing by Oxis pursuant to Section 4 above.