Common use of Infringement of the Product Trademark Clause in Contracts

Infringement of the Product Trademark. In the event that either Party becomes aware of any infringement of the Product Trademark by a Third Party in the Territory, such Party shall promptly notify the other Party and the Parties shall consult with each other in good faith with respect thereto. Auxilium shall, at its sole discretion, have the first right to determine how to proceed with respect to such infringement, including by the institution of legal proceedings against such Third Party, in which case all costs and awards relating to such legal proceedings will be borne exclusively by Auxilium. If requested to do so, Pfizer shall reasonably cooperate with any and all action initiated by Auxilium, including by joining legal proceedings as a party at Auxilium’s reasonable expense. If Auxilium elects not to take action or initiate legal proceedings against an instance of infringement to the Product Trademark in the Territory, Pfizer shall have the right at its own and sole discretion to take action or initiate legal proceedings against such instance of infringement to the Product Trademark in the Territory, in which case all costs and awards relating to such legal proceeding will be borne exclusively by Pfizer. If requested to do so, Auxilium shall reasonably cooperate with any and all action initiated by Pfizer in connection therewith, including, by joining legal proceedings as a party at Pfizer’s reasonable expense.

Infringement of the Product Trademark. In the event that either Party becomes aware of any infringement of the Product Trademark by a Third Party in the Territory, such Party shall promptly notify the other Party and the Parties shall consult with each other in good faith with respect thereto. Auxilium Licensee shall, at its sole discretion, have the first right to determine how to proceed with respect to such infringement, including by the institution of legal proceedings against such Third Party, in which case all costs and awards relating to such legal proceedings will be borne exclusively by AuxiliumLicensee. If requested to do so, Pfizer Amarin shall reasonably cooperate with any and all action initiated by AuxiliumLicensee, including by joining legal proceedings as a party at AuxiliumLicensee’s reasonable expense. If Auxilium Licensee elects not to take action or initiate legal proceedings against an instance of infringement to the Product Trademark in the Territory, Pfizer Amarin shall have the right at its own and sole discretion to take action or initiate legal proceedings against such instance of infringement to the Product Trademark in the Territory, in which case all costs and awards relating to such legal proceeding will be borne exclusively by PfizerAmarin. If requested to do so, Auxilium Licensee shall reasonably cooperate with any and all action initiated by Pfizer Amarin in connection therewith, including, by joining legal proceedings as a party at PfizerAmarin’s reasonable expense.

Infringement of the Product Trademark. In the event that either Party becomes aware of any infringement of the Product Trademark by a Third Party in the Territory, such Party shall promptly notify the other Party and the Parties shall consult with each other in good faith with respect thereto. Auxilium shall, at its sole discretion, have the first right to determine how to proceed with respect to such infringement, including by the institution of legal proceedings against such Third Party, in which case all costs and awards relating to such legal proceedings will be borne exclusively by Auxilium. If requested to do so, Pfizer Actelion shall reasonably cooperate with any and all action initiated by Auxilium, including by joining legal proceedings as a party at Auxilium’s reasonable expense. If Auxilium elects not to take action or initiate legal proceedings against an instance of infringement to the Product Trademark in the Territory, Pfizer Actelion shall have the right at its own and sole discretion to take action or initiate legal proceedings against such instance of infringement to the Product Trademark in the Territory, in which case all costs and awards relating to such legal proceeding will be borne exclusively by PfizerActelion. If requested to do so, Auxilium shall reasonably cooperate with any and all action initiated by Pfizer Actelion in connection therewith, including, by joining legal proceedings as a party at PfizerAuxilium’s reasonable expense.

Infringement of the Product Trademark. In the event that either Party becomes aware of any infringement of the Product Trademark or Product Trade Dress by a Third Party in the Territory, such Party shall promptly notify the other Party and the Parties shall consult with each other in good faith with respect thereto. Auxilium Licensee shall, at its sole discretion, have the first right to determine how to proceed with respect to such infringement, including by the institution of legal proceedings against such Third Party, in which case all costs and awards relating to such legal proceedings will be borne exclusively by AuxiliumLicensee. If requested to do so, Pfizer VBL shall reasonably cooperate with any and all action initiated by AuxiliumLicensee, including by joining legal proceedings as a party at AuxiliumLicensee’s reasonable expense. If Auxilium Licensee elects not to take action or initiate legal proceedings against an instance of infringement to the Product Trademark or Product Trade Dress in the Territory, Pfizer VBL shall have the right at its own and sole discretion to take action or initiate legal proceedings against such instance of infringement to the Product Trademark or Product Trade Dress in the Territory, in which case all costs and awards relating to such legal proceeding will be borne exclusively by PfizerVBL. If requested to do so, Auxilium Licensee shall reasonably cooperate with any and all action initiated by Pfizer VBL in connection therewith, including, by joining legal proceedings as a party at PfizerVBL’s reasonable expense.

Infringement of the Product Trademark. In the event that either Party becomes aware of any infringement of the Product Trademark by a Third Party in the Territory, such Party shall promptly notify the other Party and the Parties shall consult with each other in good faith with respect thereto. Auxilium shall, at its sole discretion, have the first right to determine how to proceed with respect to such infringement, including by the institution of legal proceedings against such Third Party, in which case all costs and awards relating to such legal proceedings will be borne exclusively by Auxilium. If requested to do so, Pfizer Sobi shall reasonably cooperate with any and all action initiated by Auxilium, including by joining legal proceedings as a party at Auxilium’s reasonable expense. If Auxilium elects not to take action or initiate legal proceedings against an instance of infringement to the Product Trademark in the Territory, Pfizer Sobi shall have the right at its own and sole discretion to take action or initiate legal proceedings against such instance of infringement to the Product Trademark in the Territory, in which case all costs and awards relating to such legal proceeding will be borne exclusively by PfizerSobi. If requested to do so, Auxilium shall reasonably cooperate with any and all action initiated by Pfizer Sobi in connection therewith, including, by joining legal proceedings as a party at PfizerAuxilium’s reasonable expense.