Enforcement of Patents Sample Clauses

Enforcement of Patents. As between the Parties, (i) Prosecuting Party pursuant to 6.2.2 shall have the first right, but not the obligation, to prosecute any Infringement with respect to the Exclusive Licensed Patents including as a defense or counterclaim in connection with any Third Party Infringement Claim, at Prosecuting Party’s sole cost and expense, using counsel of Prosecuting Party’s choice and (ii) MedImmune shall have the sole right, but not the obligation, to prosecute Infringement with respect to the Non-Exclusive Licensed Technology, including as a defense or counterclaim in connection with any Third Party Infringement Claim, at MedImmune’s sole cost and expense, using counsel of its choice. For purposes of this Section 6.3, the Party prosecuting any Infringement pursuant to the foregoing sentence with respect to a Patent shall be the “Enforcing Party.” In the event MedImmune prosecutes any such Infringement in the Field in the Territory, Licensee shall have the right to join as a party to such claim, suit or proceeding and participate with its own counsel at its sole cost and expense; provided that MedImmune shall retain control of the prosecution of such claim, suit or proceeding, including the response to any defense or defense of any counterclaim raised in connection therewith. In the event Licensee prosecutes any such Infringement in the Field in the Territory, MedImmune shall have the right to join as a party to such claim, suit or proceeding and participate with its own counsel at its sole cost and expense; provided that Licensee shall retain control of the prosecution of such claim, suit or proceeding, including the response to any defense or defense of any counterclaim raised in connection therewith. If the Enforcing Party or its designee does not take commercially reasonable steps to prosecute an Infringement in the Field (x) within [***] days following the first notice provided above with respect to such Infringement or (y) provided such date occurs after the first such notice of such Infringement is provided, [***] Business Days before the time limit, if any, set out in appropriate laws and regulations for filing of such actions, whichever comes first, then (1) the Enforcing Party shall so notify the non-Enforcing Party and (2) subject to any rights of any Third Parties under any In-License Agreements (or other applicable Third Party agreements existing as of the Effective Date) and upon the Enforcing Party’s written consent (such consent not to be unreaso...

Enforcement of Patents. Each Party shall promptly notify the other Party of any actual, threatened or alleged infringement of the Developed IP of which it becomes aware. As between the Parties, Genoptix shall have the first right, but not the obligation, to take appropriate action to obtain a discontinuance of such infringement, provided however, if Genoptix has granted to Ambit the exclusive license to the Developed IP set forth in Section 5.3(a), then Ambit shall have the first right, but not the obligation, to take appropriate action to obtain a discontinuance of the infringement in the Field. The Party with the first right to enforce the Developed IP shall have a period of one hundred eighty (180) days after its receipt or delivery of the notice of infringement to elect to so enforce the Developed IP. In the event the Party with the first right to enforce does not so elect (or otherwise obtain a discontinuance of such infringement), it shall so notify the other Party in writing and the other Party shall have the right to take appropriate action to obtain a discontinuance of the infringement. Each Party shall provide the enforcing Party reasonable assistance in such enforcement, at such enforcing Party’s request and expense, including joining such action as a party plaintiff if required by applicable Laws to pursue such action. The enforcing Party shall keep the other Party regularly informed of the status and progress of such enforcement efforts, and shall reasonably consider the other Party’s comments on any such efforts. The enforcing Party shall be solely responsible for any costs and expenses incurred by such Party in such enforcement action and shall retain all recoveries obtained as a result of such enforcement action, provided however, if the enforcing Party is Genoptix and to the extent that Genoptix has not fulfilled any obligation it may have to repay the Owed Expenses under Section 6.2, any recovery retained by Genoptix shall be treated as Net Sales of the Companion Diagnostic by Genoptix subject to the terms of Section 6.2.

Enforcement of Patents. (i) As between the Parties, (A) Licensee will have the first right (but not the obligation) to take the appropriate steps to enforce or defend any Patent within the Lilly Compound Patents, and Licensee will have the sole right (but not the obligation) to take the appropriate steps to enforce or defend any Patent within the Licensee Patents against infringement by a Third Party, that is, in each case, conducting the Manufacture, sale, use, offer for sale or import of any Product, and (B) Lilly will have the first right (but not the obligation) to take the appropriate steps to enforce or defend any Patent within the Lilly Patents (including the Lilly Compound Patents) against infringement by a Third Party, that is conducting the Manufacture, sale, use, offer for sale or import of any Lilly Product. The applicable Party may take steps including the initiation, prosecution and control of any suit, proceeding or other legal action by counsel of its own choice and shall bear the costs of such enforcement or defense, as applicable. Notwithstanding the foregoing, the other Party shall have the right, at its own expense, to be represented in any such action related to enforcement or defense of any such Patent by counsel of its own choice. (ii) If, pursuant to Section 8.4.2(b)(i), and subject to Section 8.5, a Party having the first right to institute such litigation or otherwise take steps to remedy the applicable infringement fails to do so within one hundred eighty (180) days of the date such Party has provided notice to the other Party pursuant to Section 8.4.2(a) of such infringement or claim, then such other Party will have the right (but not the obligation), at its own expense, to bring any such suit, action or proceeding by counsel of its own choice and such first Party will have the right, at its own expense, to be represented in any such action by counsel of its own choice.

Enforcement of Patents. As between the Parties, Mereo shall have the first right, but not the obligation, to prosecute any Infringement with respect to the Option Patents, including as a defense or counterclaim in connection with any Third Party Infringement Claim, [***], using counsel of Mereo’s choice. If, prior to the Option Exercise Date, Mereo declines to prosecute any Infringement with respect to an Option Patent, AstraZeneca may prosecute such infringement [***]. For purposes of this Section 9.3.2, the Party prosecuting any Infringement pursuant to the foregoing sentences with respect to a Patent shall be the “Enforcing Party.” In the event AstraZeneca prosecutes any such Infringement in the Field in the Territory, Mereo shall have the right to join as a party to such claim, suit or proceeding and participate with its own counsel [***]; provided that AstraZeneca shall retain control of the prosecution of such claim, suit or proceeding, including the response to any defense or defense of any counterclaim raised in connection therewith. In the event Mereo prosecutes any such Infringement in the Field in the Territory, AstraZeneca shall have the right to join as a party to such claim, suit or proceeding and participate with its own counsel [***]; provided that Mereo shall retain control of the prosecution of such claim, suit or proceeding, including the response to any defense or defense of any counterclaim raised in connection therewith. If Mereo exercises the Option, AstraZeneca shall have no right to prosecute any Infringement relating to the Option Patents from and including the relevant Option Exercise Date.

Enforcement of Patents. Each Party shall promptly notify the other in the event it becomes aware of any actual or probable infringement of any Patent within the Licensed Patent Rights.

Enforcement of Patents. 10.1 Each party shall promptly notify the other party, in writing, of any alleged Patent infringement relating to the manufacture, use and/or sale of Products for the Permitted Field of Use (“Infringement”) of which it becomes aware and shall provide any evidence available to it of such Infringement. 10.2 Crompton may bring an action for an Infringement and may defend against any counterclaim of invalidity or any declaratory judgment action brought by a third party for non-infringement, invalidity or interference. Biosyn shall cooperate with Crompton in all reasonable respects in the prosecution and/or defense of such action including, without limitation, making its employees available to testify and providing all relevant documents, records, papers, information, samples, specimens and the like, as reasonably requested by Crompton. 10.3 If Crompton does not, within ninety (90) days of notice from Biosyn of an Infringement, bring such an action for patent infringement and/or act to defend against any such counterclaim or declaratory judgment action, Biosyn shall have the right to bring suit for such infringement and to join Crompton as a party plaintiff or to use Crompton’s name, if required by law, at Biosyn’s sole cost and expense and with counsel of its own selection; provided, however, that Biosyn acknowledges and agrees that any other person or entity to whom Crompton shall have theretofore granted or conveyed rights under such Patent may join as a party plaintiff in such action. Crompton shall cooperate with Biosyn in all reasonable respects in the prosecution or defense of such action including, without limitation, making its employees available to testify and providing all relevant documents, records, papers, information, samples, specimens and the like, as reasonably requested by Biosyn. Biosyn may settle any such action at its own expense and through its own counsel, subject to the approval of Crompton, which approval shall not be unreasonably withheld or delayed, but Biosyn understands and acknowledges that Crompton will not, and may not be required to, approve any settlement that may materially adversely affect the rights of any other person or entity to which Crompton shall have theretofore granted or conveyed rights under the applicable Patent. In the event that Biosyn shall recover any moneys in any such action, whether by way of judgment or settlement, the excess of such recoveries, including damages and interest amounts, over Biosyn’s out-o...

Enforcement of Patents. 7.1 INVITROGEN shall advise ROCHE promptly, and shall furnish documentary proof which is reasonably acceptable to ROCHE, upon its becoming aware of substantial infringement by a third party or parties of an enforceable patent right (1) within POLYMERASE PATENT RIGHTS by the sale of "Significant Quantities" of unlicensed stand-alone enzymes in any country in the TERRITORY, or (2) within AMPLIFICATION PATENT RIGHTS by the sale of "Significant Quantities" of enzymes not within POLYMERASE PATENT RIGHTS but which enzymes are actively promoted by said third party or parties or their AFFILIATES or distributors for use in AMPLIFICATION PATENT RIGHTS in any country in Enzyme/PCR Research Products 20 v.2061097 the TERRITORY. Upon receipt of said written information, ROCHE agrees it shall, within its reasonable business judgment, take such action as is required to restrain such infringement. ROCHE shall be in full compliance with its obligations under this Section 7.1 if, within six (6) months of ROCHE having received said written information from INVITROGEN about any one infringing party in a particular country, (1) ROCHE notifies each third party identified by such acceptable documentary proof of ROCHE's enforceable proprietary position in the country where infringement is occurring and receives from such third parties written assurances, which shall be executed by an officer of each said third party capable of legally binding that party, that it is not infringing ROCHE's rights, or (2) said infringement has stopped, or (3) ROCHE has entered into good faith license negotiations with such third parties, or (4) ROCHE has instituted or is prosecuting an action for patent infringement against at least one infringing third party seller which is active in said country. The above six-month period may be extended with the consent of INVITROGEN. It is agreed and understood that nothing in this Section 7.1 or this Agreement shall require ROCHE to xxx more than one party at a time or to xxx in more than one country at any one time.

Enforcement of Patents. 10.1.1. It shall be the obligation of Licensor, at its sole cost and expense, in Licensor’s name, to protect and enforce the Patents and to prosecute or settle any third party infringement of the Patents during the Term. Licensor shall not enter into any settlement, consent judgment or other voluntary final disposition of the matter without the prior written consent of Licensee, which shall not be unreasonably withheld or delayed. Any recovery obtained in an action brought by Licensor shall be distributed as follows: (i) Licensor shall be reimbursed for any and all expenses and attorneys’ fees incurred in the action; and (ii) the parties shall share equally in the remaining damages award, whether it be for ordinary, special or punitive damages. 10.1.2. If Licensor determines, for any reason, not to diligently enforce the Patents (in which case Licensor will promptly notify Licensee in writing of the same) or if it comes to the attention of Licensee that Licensor, for any reason, is not diligently enforcing the Patents then (i) Licensee will have the right to enforce the Patents at Licensee’s sole expense, (ii) if requested by Licensee, Licensor will cooperate in Licensee’s prosecution or defense of any litigation or settlement activities hereunder, provided that Licensee will reimburse Licensor for all reasonable costs incurred by Licensor as a result of such cooperation and (iii) any recoveries will be awarded solely and exclusively to Licensee.

Enforcement of Patents. If either Acorda or Foundation becomes aware of a product made, used or sold in the Licensed Territory, which it believes infringes a Valid Claim, the Party obtaining such knowledge shall promptly advise the other Party of all relevant facts and circumstances pertaining to the potential infringement. Acorda shall have the first right, but not the obligation, to enforce any patent rights within the Licensed Patents against such infringement, at its own expense. Foundation shall cooperate with Acorda in such effort, at Acorda’s expense, including being joined as a Party to such action, if necessary. Any damages or costs recovered in connection with any action filed by Acorda hereunder which exceed Acorda’s out-of-pocket costs and expenses of litigation, shall be deemed to be the proceeds of Sales of Royalty-Bearing Products in the fiscal quarter received by Acorda, and Earned Royalties shall be payable by Acorda to Foundation thereon in accordance with the terms of this Agreement.

Enforcement of Patents. Throughout the term of this Agreement, NCT Hearing may maintain in force the Licensed Patents in its sole and absolute discretion. In this connection, NCT Hearing shall promptly pay all costs of any and all continuations, continuations-in-part, divisions, extensions, reissues, re-examinations, or renewals of the Licensed Patents, including, without limitation, the costs and expenses of any and all attorneys, experts or other professionals engaged in connection with any of the foregoing.