Infringement of Patents or Trademarks Sample Clauses

Infringement of Patents or Trademarks. If the Licensee or Fresenius GmbH acquires actual knowledge of any infringement of any Patent or infringement or passing off of any Trademark in the Territory, Licensee or Fresenius GmbH shall promptly notify the Licensor thereof. The Licensor shall have the first right to bring suit against the person infringing or passing off (the "Infringer"). If necessary to the suit or if requested so to do by the Licensor, the Licensee and Fresenius GmbH agree to be joined or to join as a party in such suit. If the Licensee or Fresenius GmbH elects to do so, the Licensee or Fresenius GmbH may be represented in such proceedings by its own counsel at its own expense. In every case of reported infringement or passing off, the Licensor shall be allowed a reasonable time to investigate the alleged infringement and the advisability of starting suit, to correspond and negotiate with the Infringer, to engage counsel and to commence legal proceedings and/or discussions with the Infringer. In the event the Licensor does not bring suit in any such instance within a reasonable time and in any event within 45 days after being notified by the Licensee or Fresenius GmbH of the alleged infringement or passing off, the Licensee or Fresenius GmbH, or both shall have the right during the term of this agreement to suit in its own name or, with the approval of the Licensor or if necessary to the suit, jointly with the Licensor, for present and past infringement or passing off. The Licensor shall be kept informed at all times of all such proceedings taken by the Licensee or Fresenius GmbH. If the Licensor elects to do so, the Licensor may be represented in such proceedings by its own counsel at its own expense. The party bringing the action shall control the prosecution of such proceedings and shall bear all costs incurred in connection with such infringement and passing off of proceedings in the Territory. In the event that any such action is successfully prosecuted against an Infringer, any damages, accounting of profits or other recovery shall be applied first to reimburse the parties for their respective legal expenses in connection with the prosecution, and any remaining amounts shall then be divided equally between the parties.
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Infringement of Patents or Trademarks. 19 9.8 Description as Authorized Licensee.............................. 20 9.9
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Infringement of Patents or Trademarks. 12.1 The Licensee shall keep a diligent watch in order to detect any products which infringe, or possibly infringe the Patents or Trademarks. Upon detection of any such infringement, or possible infringement, the Licensee shall take appropriate legal action to restrain such infringement and/or recover damages in respect thereof unless the Licensee is advised by its legal counsel that the infringement, in the opinion of counsel, is immaterial and is not necessary to protect the patent. The Licensor will, at no cost to the Licensee, assist the Licensee in such action by testifying in any legal proceedings, signing all necessary papers, and rendering any other assistance (except financial assistance) which may, in the opinion of the Licensee or its counsel, reasonably be required to prosecute such action to a successful conclusion. If the Licensee is successful in obtaining any award of damages as a result of such legal action, the Licensee shall be entitled to retain 95% of the proceeds from such action and the Licensor shall be entitled to retain 5% of the proceeds. If the Licensee does not undertake legal action to restrain such infringement and/or recover damages in respect thereof, then the Licensor may undertake such action at the Licensor's expense and be entitled to retain the full amount of any proceeds from such legal action.
Sample 1
Infringement of Patents or Trademarks. 9. Cool Can shall keep a diligent watch in order to detect any apparatus which infringes, or possibly infringes the Patents or Trademarks. Upon detection of any such infringement, or possible infringement, Cool Can shall take appropriate legal action to restrain such infringement and/or recover damages in respect thereof unless Cool Can is advised by its legal counsel that the infringement, in the opinion of counsel, is immaterial and is not necessary to protect the patent. The Inventors will, at no cost to Cool Can, assist Cool Can in such action by testifying in any legal proceedings, signing all necessary papers, and rendering any other assistance (except financial assistance) which may, in the opinion of Cool Can or its counsel, reasonably be required to prosecute such action to a successful conclusion. If Cool Can is successful in obtaining any award of damages as a result of such legal action, Cool Can shall be entitled to retain 80% of the proceeds from such action and the Inventors shall be entitled to retain 20% of the proceeds. If Cool Can does not undertake legal action to restrain such infringement and/or recover damages in respect thereof, then the Inventors may undertake such action at the Inventors' expense and be entitled to retain the full amount of any proceeds from such legal action.
Sample 1

Related to Infringement of Patents or Trademarks

  • Trademarks, Patents Borrower, as of the date hereof, possesses all necessary trademarks, trade names, copyrights, patents, patent rights, and licenses to conduct its business as now operated, without any known conflict with the valid trademarks, trade names, copyrights, patents and license rights of others.

  • Infringement of Patents by Third Parties (a) Except as expressly provided in the remainder of this Section 6.3, Intrexon shall have the sole right to take appropriate action against any person or entity directly or indirectly infringing any Intrexon Patent (or asserting that an Intrexon Patent is invalid or unenforceable) (collectively, “Infringement”), either by settlement or lawsuit or other appropriate action.

  • Copyrights, Patents and Trademarks (i) To the best of each Obligor’s knowledge, each Copyright, Patent and Trademark of such Obligor is valid, subsisting, unexpired, enforceable and has not been abandoned.

  • Trademark Infringement (a) If either Party learns that a third party is infringing the ACTIMMUNE xxxx, it shall promptly notify the other in writing. The Parties shall use reasonable efforts in cooperation with each other to stop such trademark infringement without litigation.

  • Patents, Trademarks, Copyrights and Licenses All patents, patent applications, trademarks, trademark applications, service marks, service xxxx applications, copyrights, copyright applications, design rights, tradenames, assumed names, trade secrets and licenses owned or utilized by any Borrower are set forth on Schedule 5.9, are valid and have been duly registered or filed with all appropriate Governmental Bodies and constitute all of the intellectual property rights which are necessary for the operation of its business; there is no objection to or pending challenge to the validity of any such patent, trademark, copyright, design rights, tradename, trade secret or license and no Borrower is aware of any grounds for any challenge, except as set forth in Schedule 5.9 hereto. Each patent, patent application, patent license, trademark, trademark application, trademark license, service xxxx, service xxxx application, service xxxx license, design rights, copyright, copyright application and copyright license owned or held by any Borrower and all trade secrets used by any Borrower consist of original material or property developed by such Borrower or was lawfully acquired by such Borrower from the proper and lawful owner thereof. Each of such items has been maintained so as to preserve the value thereof from the date of creation or acquisition thereof. With respect to all software used by any Borrower, such Borrower is in possession of all source and object codes related to each piece of software or is the beneficiary of a source code escrow agreement, each such source code escrow agreement being listed on Schedule 5.9 hereto.

  • Trademarks, Patents and Copyrights (i) If applicable, the Grantor has duly executed and delivered the Collateral Assignment for Security (Trademarks) in the form attached hereto as Exhibit A, the Collateral Assignment for Security (Patents) in the form attached hereto as Exhibit B or the Collateral Assignment for Security (Copyrights) in the form attached hereto as Exhibit C. The Grantor (either itself or through licensees) will, and will cause each licensee thereof to, take all action necessary to maintain all of the Trademarks, Patents and Copyrights in full force and effect, including, without limitation, using the proper statutory notices and markings and using the Trademarks on each applicable trademark class of goods in order to so maintain the Trademarks in full force free from any claim of abandonment for non-use, and the Grantor will not (and will not permit any licensee thereof to) do any act or knowingly omit to do any act whereby any Trademark, Patent or Copyright may become invalidated; provided, however, that so long as no Event of Default has occurred and is continuing, the Grantor shall have no obligation to use or to maintain any Trademark, Patent or Copyright (A) that relates solely to any product or work that has been, or is in the process of being, discontinued, abandoned or terminated, (B) that is being replaced with a trademark, patent or copyright substantially similar to the Trademark, Patent or Copyright, as the case may be, that may be abandoned or otherwise become invalid, so long as such replacement Trademark, Patent or Copyright, as the case may be, is subject to the security interest purported to be created by this Agreement, (C) that is substantially the same as another Trademark, Patent or Copyright that is in full force, so long as such other Trademark, Patent or Copyright, as the case may be, is subject to the Lien and security interest created by this Agreement, or (D) that is not necessary for the operation of the Grantor's business and is discontinued or disposed of in the ordinary course of business. The Grantor will cause to be taken all necessary steps in any proceeding before the United States Patent and Trademark Office and the United

  • Other Patents and Copyrights 10 5.7. Remedies........................................................10 ARTICLE VI

  • Copyrights, Patents, Trademarks and Licenses, etc The Company and each Subsidiary own or are licensed or otherwise have the right to use all of the material patents, trademarks, service marks, trade names, copyrights, contractual franchises, authorizations and other rights that are reasonably necessary for the operation of their respective businesses, without material conflict with the rights of any other Person. To the best knowledge of the Company, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Company or any Subsidiary infringes upon any rights held by any other Person. Except as specifically disclosed in Schedule 6.5, no claim or litigation regarding any of the foregoing is pending or, to the knowledge of the Company, threatened, and no patent, invention, device, application, principle or any statute, law, rule, regulation, standard or code is pending or, to the knowledge of the Company, proposed, which, in either case, would reasonably be expected to have a Material Adverse Effect.

  • Patent Rights The term “

  • Patents, Trademarks There are no material patents, patent rights, trademarks, service marks, trade names, copyrights, licenses or other intellectual property rights with respect to the Leased Property that are necessary for the operation of the Leased Property by the Lessee, except to the extent that the Lessee has rights in respect thereof without material payment of royalties or other material licensing payments, which rights may be freely leased, licensed or otherwise provided to Lessor or any successor owner, lessee, user or operator of the Leased Property pursuant to the Operative Documents.

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