Common use of Infringement Damages Clause in Contracts

Infringement Damages. Akouos shall be entitled to deduct from any amounts payable to Lonza under this Article 3 (a) any amounts required to be paid to a Third Party or a Sublicensee by Akouos or any of its Affiliates in order to satisfy an award of damages or comply with a settlement agreement arising out of any Claims that use of the Licensed Intellectual Property by Akouos or its Affiliates or Sublicensees independent of any Akouos Intellectual Property infringes, violates or misappropriates any rights of such Third Party in or to any Intellectual Property and (b) any costs and expenses (including without limitation reasonable attorney’s fees) incurred in connection with defending and/or settling any such Claims and/or any invalidity, infringement or other actions referred to in Section 9.4.

Infringement Damages. Akouos shall be entitled to deduct from any amounts payable to Lonza MEE under this Article 3 (a) any amounts required to be paid to a Third Party or a Sublicensee by Akouos or any of its Affiliates in order to satisfy an award of damages or comply with a settlement agreement arising out of any Claims that use of the Licensed Intellectual Property by Akouos or its Affiliates or Sublicensees independent of any Akouos Intellectual Property infringes, violates or misappropriates any rights of such Third Party in or to any Intellectual Property and (b) any costs and expenses (including without limitation reasonable attorney’s fees) incurred in connection with defending and/or settling any such Claims and/or any invalidity, infringement or other actions referred to in Section 9.4.