Expenses and Recovery. Any enforcement by Axia of the Licensed Trademarks will be at Axia’s expense, and Axia will reimburse Licensee for its reasonable out of pocket expenses related to Licensee’s activities pursuant to Paragraph 9(f).
Expenses and Recovery. As between the Parties, the Enforcing Party will bear all costs and expenses (including any costs or expenses incurred that exceed the amounts recovered by the Enforcing Party pursuing any action under this Section 7.3.3) and payments awarded against or agreed to be paid by the Enforcing Party. Any amounts recovered by either Party pursuant to Section 7.3.1 or 7.3.2, whether by settlement or judgment, will be allocated in accordance with the following: (a) such amounts first will be used to reimburse the Parties for their reasonable costs and expenses in making such recovery and, if insufficient to cover the totality of such costs and expenses, will be allocated between the Parties in proportion to their respective costs and expenses; and (b) (i) if the Non-Owning Party is the Enforcing Party, the Non-Owning Party will retain any remainder to the extent such settlement relates to Development Rights in the Field in the Territory, and (ii) the Owning Party will receive all other amounts.
Expenses and Recovery. As between the Parties, the Enforcing Party will bear all costs and expenses (including without limitation any costs or expenses incurred that exceed the amounts recovered by the Enforcing Party pursuing any action under this Section 6.2.3) and payments awarded against or agreed to be paid by the Enforcing Party. Any amounts recovered by either Party pursuant to Section 6.2.1 or 6.2.2, whether by settlement or judgment, will be allocated in accordance with the following: [***].
Expenses and Recovery. As between the Parties, [***]. Any amounts recovered by either Party pursuant to Section 10.3.1 or 10.3.2, whether by settlement or judgment, shall be allocated in accordance with the following: (a) such amounts first shall be used to reimburse the Parties for their reasonable costs and expenses in making such recovery and, if insufficient to cover the totality of such costs and expenses, shall be allocated between the Parties in proportion to their respective costs and expenses; and (b) (i) if NHSc is the Enforcing Party and such settlement relates to Licensed Patents in the Field in the Territory, [***], and (ii) if Seres is the Enforcing Party and such enforcement relates to Licensed Patents in the Field in the Territory, or if either Party is the Enforcing Party and such enforcement relates to Joint Patents that are not Licensed Patents, any remainder of such amounts shall be [***] by Seres and [***] by NHSc.
Expenses and Recovery. In any action under Section 11.2, the expenses including costs, fees, attorney fees and disbursements, shall be paid by Licensee. Any recovery made by Licensee, through court judgment or settlement, shall be first retained by Licensee to the extent of the costs and expenses incurred by Licensee in connection with such actions (including Litigation Expenses previously paid to CHOP by Licensee) with the balance then treated as Non-Royalty Income. In any action under Section 11.3, the expenses including costs, fees, attorneys’ fees and disbursements, shall be paid by CHOP. Any recovery made by CHOP, through court judgment or settlement, shall be first retained by CHOP to the extent of the costs and expenses incurred by CHOP in connection with such action, with the balance to be split evenly among CHOP and Licensee.
Expenses and Recovery. With respect to any infringement action undertaken pursuant to Section 7.2 and 7.3:
Expenses and Recovery. (i) As between the Parties, Seres shall bear all costs and expenses (including any costs or expenses incurred that exceed the amounts recovered by Seres pursuing any action under this Section 9.3) and payments awarded against or agreed to be paid by Seres with respect to enforcement claims related to the Seres Patents.
Expenses and Recovery. As between the Parties, the Enforcing Party will bear all costs and expenses (including any costs or expenses incurred that exceed the amounts recovered by the Enforcing Party pursuing any action under this Section 6.4.3) and payments awarded against or agreed to be paid by the Enforcing Party. Any amounts recovered by either Party pursuant to Section 6.4.1 or 6.4.2, whether by settlement or judgment, will be allocated in accordance with the following: (a) such amounts first will be used to reimburse the Parties for their reasonable costs and expenses in making such recovery and, if insufficient to cover the totality of such costs and expenses, will be allocated between the Parties in proportion to their respective costs and expenses; and (b)(i) if Vivelix is the Enforcing Party, Vivelix will retain any remainder to the extent specifically allocated to products, compounds or technology in the GI Field or an Expanded Field, and Vivelix will retain [**] percent ([**]%) and Idera will retain [**] percent ([**]%) of any remainder not so allocated; provided that, solely for purposes of Section 4.3, such remaining amount retained by Vivelix on account of its having been specifically allocated to products, compounds or technology in the GI Field or an Expanded Field will be deemed to be Net Sales of the applicable Product to which such action related in the Calendar Quarter in which such amounts were received by or paid to Vivelix, and thereby will be subject to the Royalties payments contemplated in Section 4.3, and (ii) if Idera is the Enforcing Party, then to the extent such enforcement relates to the GI Field or an Expanded Field, Idera will retain [**] percent ([**]%) and Vivelix will retain [**] percent ([**]%) of any remainder to the extent specifically allocated to products, compounds or technology in the GI Field or an Expanded Field, and any remainder not so allocated shall be retained entirely by Idera.
Expenses and Recovery. With respect to all reasonable costs and expenses of either Party incurred in connection with Licensee's pursuing any action under Section 9.3.1 (including any costs or expenses incurred that exceed the amounts recovered by such Party pursuant to this Section 9.3.4 and all judgment amounts against or agreed to be paid by Licensee pursuant to such action), as between the Parties, Licensee shall bear [REDACTED] [Exclusion of confidential information relating to cost-sharing] of such costs and expenses and Licensor shall bear [REDACTED] [Exclusion of confidential information relating to cost-sharing] of such costs and expenses. Any such amount due to Licensee may, at the election of Licensee, be deducted from the royalties due to Licensor hereunder, which deduction may be made without regard to any Royalty Floor (although, for clarity, such royalties as calculated pursuant to Section 8.2 prior to taking such deduction shall remain subject to the applicable Royalty Floor), until such amount has been fully offset, at which point it shall be considered paid in full. As between the Parties, any amounts recovered by either Party pursuant to Section 9.3.1 or Section 9.3.2, whether by settlement or judgment, shall be in accordance with the following:
Expenses and Recovery. If the parties mutually agree to prosecute an enforcement action, then they will also agree to sharing of any costs of pursuing an enforcement action under this Section 8.5, and of any recovery under such an action.
