Common use of HMI’s Rights Clause in Contracts

HMI’s Rights. (a) HMI will have the right (but not the obligation) to initiate an Infringement Action anywhere in the world against any Third Party as to any Competing Infringement of any [***] at its cost and expense; provided, that (i) HMI will keep NVS reasonably informed about any such Infringement Action, (ii) NVS will provide reasonable cooperation to HMI in connection with such Infringement Action, including by promptly supplying or executing all papers and instruments, or requiring its employees to supply or execute such papers and instruments, as may be necessary for purposes of initiating and pursuing such Infringement Action, at HMI’s cost and expense, (iii) HMI will not take any position with respect to, or settle, such Infringement Action in any way that would adversely affect the scope, validity, or enforceability of any [***] without the prior written consent of NVS, such consent not to be unreasonably withheld, conditioned, or delayed, and (iv) if HMI determines not to institute an Infringement Action with respect to a Competing Infringement, or determines to cease to pursue any such Infringement Action, then, in each case, it will promptly inform NVS of the same and NVS may have the right to pursue such Infringement Action.