Common use of Enforcement of Patents and Proprietary Rights Clause in Contracts

Enforcement of Patents and Proprietary Rights. (a) If allowable by law, KI PHARMA, as exclusive licensee for the Venture Products in the Territory, shall have power to institute and prosecute proceedings or suits ("Suits") for infringement of the Patent Rights and/or Patents and proprietary rights regarding Venture Products in the Territory. BIONUMERIK may join and, if required by law, BIONUMERIK will join as party plaintiff in such Suits regarding Venture Products BN. In addition, KI PHARMA shall not institute or settle any Suit regarding Venture Products BN without the consent of BIONUMERIK (which consent will not be unreasonably withheld) and BIONUMERIK may assume control of any Suit regarding Venture Products BN at its own expense by giving notice to KI PHARMA and agreeing to be responsible for all further costs of such Suit. GRELAN may join and, if required by law, GRELAN will join as party plaintiff in such Suits regarding Venture Products GR. In addition, KI PHARMA shall not institute or settle any Suit regarding Venture Products GR without the consent of GRELAN (which consent will not be unreasonably withheld) and GRELAN may assume control of any Suit regarding Venture Products GR at its own expense by giving notice to KI PHARMA and agreeing to be responsible for all further costs of such Suit. [**] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

Enforcement of Patents and Proprietary Rights. (a) If allowable by law, KI PHARMA, as exclusive licensee for the Venture Products in the Territory, shall have power to institute and prosecute proceedings or suits ("Suits") for infringement of the Patent Rights and/or Patents and proprietary rights regarding Venture Products in the Territory. BIONUMERIK may join and, if required by law, BIONUMERIK will join as party plaintiff in such Suits regarding Venture Products BN. In addition, KI PHARMA shall not institute or settle any Suit regarding Venture Products BN without the consent of BIONUMERIK (which consent will not be unreasonably withheld) and BIONUMERIK may assume control of any Suit regarding Venture Products BN at its own expense by giving notice to KI PHARMA and agreeing to be responsible for all further costs of such Suit. GRELAN may join and, if required by law, GRELAN will join as party plaintiff in such Suits regarding Venture Products GR. In addition, KI PHARMA shall not institute or settle any Suit regarding Venture Products GR without the consent of GRELAN (which consent will not be unreasonably withheld) and GRELAN may assume control of any Suit regarding Venture Products GR at its own expense by giving notice to KI PHARMA and agreeing to be responsible for all further costs of such Suit. [**] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSIONCOMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.