Common use of Infringement Prosecution Clause in Contracts

Infringement Prosecution. (a) Licensee and Licensor and each agree to promptly notify the other after it becomes aware of any actual or threatened infringement, likelihood of confusion, imitation, dilution, misappropriation, or other unauthorized use or conduct in derogation of any of the Licensed Materials (collectively an “Infringement”). Licensor shall have the first right to bring any litigation, arbitration, or suit (each an “Action”) to remedy or seek redress in respect of any Infringement (or to refrain from pursuing an Action in its own name, in its sole discretion), and Licensee shall cooperate with Licensor in same. If Licensor elects not to promptly bring any Action to remedy or seek redress in respect of any Infringement, Licensee shall have the right in its sole discretion to then bring any such Action, and Licensor shall cooperate with Licensee in same, unless Licensor determines, in its sole discretion, that it is not necessary or appropriate for an Action to redress any alleged Infringement to be prosecuted by any Party, or that it is appropriate to abandon any of the Licensed Materials, the subject of the alleged Infringement, in which case Licensee shall have no right to bring an Action. All damages or other compensation of any kind recovered in such Action shall be for the account of the party bringing such Action. (b) Licensor shall have sole and exclusive control and discretion over all matters relating to the prosecution and maintenance of the Licensed Materials. Licensee shall, and shall cause its Permitted Licensees to, cooperate in good faith with Licensor for the purpose of securing, preserving, and protecting Licensor’s rights in and to the Licensed Materials. At the request of Licensor, Licensee shall, and shall cause its Permitted Sublicensees to, execute and deliver to Licensor any and all documents and do all other acts and things which are reasonably requested by Licensor to make fully effective or to implement the provisions of this Agreement relating to the prosecution and maintenance of the Licensed Materials including, without limitation, effectuating all appropriate trademark notice(s) on product labeling and other materials bearing any Licensed Material. Neither Licensee nor its Permitted Sublicensees shall have any claim of any nature whatsoever against Licensor based on or arising out of Licensor’s handling of or decisions concerning prosecution and maintenance of, or Actions with respect to, the Licensed Materials.

Infringement Prosecution. (a) Each Licensee and agrees to notify Licensor and each agree to promptly notify the other after it becomes aware of any actual or threatened infringement, likelihood of confusion, imitation, dilution, misappropriation, misappropriation or other unauthorized use or conduct in derogation (“Infringement”) of any of the Licensed Materials (collectively an “Infringement”)Trademarks. Licensor shall have the first sole and exclusive right to bring any litigation, arbitration, or suit (each an “Action”) Action to remedy or seek redress in respect of any Infringement (or to refrain from pursuing an taking any Action in its own name, in its sole discretion), and Licensee shall cooperate with Licensor in same. If Licensor elects not to promptly bring any Action to remedy or seek redress in respect of any Infringement, Licensee shall have the right in its sole discretion to then bring any such Action, and Licensor shall cooperate with Licensee in same, unless Licensor determines, in its sole discretion, that it is not necessary or appropriate for an Action to redress any alleged Infringement to be prosecuted by any Party, or that it is appropriate to abandon any of the Licensed Materials, the subject of the alleged Infringement, in which case Licensee shall have no right to bring an Action. All damages or other compensation of any kind recovered in such Action shall be for the account of the party bringing such ActionLicensor. (b) Licensor shall have sole and exclusive control and discretion over all matters relating to the prosecution and maintenance of the Licensed MaterialsTrademarks. Each Licensee shall, and shall cause its Permitted Licensees to, cooperate in good faith with Licensor for the purpose of securing, preserving, preserving and protecting Licensor’s rights in and to the Licensed MaterialsTrademarks. At the request of Licensor, each Licensee shall, and shall cause its Permitted Sublicensees to, execute and deliver to Licensor any and all documents and do all other acts and things which are reasonably requested by Licensor to make fully effective or to implement the provisions of this Agreement relating to the prosecution and maintenance of the Licensed Materials Trademarks including, without limitation, effectuating all appropriate trademark notice(s) on product labeling and other materials bearing any Licensed MaterialTrademark. Neither Licensee Licensees nor its their Permitted Sublicensees shall have any claim of any nature whatsoever against Licensor based on or arising out of Licensor’s handling of or decisions concerning prosecution and maintenance of, or Actions with respect to, the Licensed MaterialsTrademarks.

Infringement Prosecution. (a) Licensee and agrees to notify Licensor and each agree to promptly notify the other after it becomes aware of any actual or threatened infringement, likelihood of confusion, imitation, dilution, misappropriation, misappropriation or other unauthorized use or conduct in derogation (“Infringement”) of any of the Licensed Materials (collectively an “Infringement”)Trademarks. Licensor shall have the first sole and exclusive right to bring any litigation, arbitration, or suit (each an “Action”) Action to remedy or seek redress in respect of any Infringement (or to refrain from pursuing an taking any Action in its own name, in its sole discretion), and Licensee shall cooperate with Licensor in same. If Licensor elects not to promptly bring any Action to remedy or seek redress in respect of any Infringement, Licensee shall have the right in its sole discretion to then bring any such Action, and Licensor shall cooperate with Licensee in same, unless Licensor determines, in its sole discretion, that it is not necessary or appropriate for an Action to redress any alleged Infringement to be prosecuted by any Party, or that it is appropriate to abandon any of the Licensed Materials, the subject of the alleged Infringement, in which case Licensee shall have no right to bring an Action. All damages or other compensation of any kind recovered in such Action shall be for the account of the party bringing such ActionLicensor. (b) Licensor shall have sole and exclusive control and discretion over all matters relating to the prosecution and maintenance of the Licensed MaterialsTrademarks. Licensee shall, and shall cause its Permitted Licensees Licensee to, cooperate in good faith with Licensor for the purpose of securing, preserving, preserving and protecting Licensor’s rights in and to the Licensed MaterialsTrademarks. At the request of Licensor, Licensee shall, and shall cause its Permitted Sublicensees Sublicensee to, execute and deliver to Licensor any and all documents and do all other acts and things which are reasonably requested by Licensor to make fully effective or to implement the provisions of this Agreement relating to the prosecution and maintenance of the Licensed Materials Trademarks including, without limitation, effectuating all appropriate trademark notice(s) on product labeling and other materials bearing any Licensed MaterialTrademark. Neither Licensee nor its their Permitted Sublicensees Sublicensee shall have any claim of any nature whatsoever against Licensor based on or arising out of Licensor’s handling of or decisions concerning prosecution and maintenance of, or Actions with respect to, the Licensed MaterialsTrademarks.

Infringement Prosecution. (a) Licensee and agrees to notify Licensor and each agree to promptly notify the other after it becomes aware of any actual or threatened infringement, likelihood of confusion, imitation, dilution, misappropriation, misappropriation or other unauthorized use or conduct in derogation (“Infringement”) of any of the Licensed Materials (collectively an “Infringement”)Trademarks. Licensor shall have the first sole and exclusive right to bring any litigation, arbitration, or suit (each an “Action”) Action to remedy or seek redress in respect of any Infringement (or to refrain from pursuing an taking any Action in its own name, in its sole discretion), and Licensee shall cooperate with Licensor in same. If Licensor elects not to promptly bring any Action to remedy or seek redress in respect of any Infringement, Licensee shall have the right in its sole discretion to then bring any such Action, and Licensor shall cooperate with Licensee in same, unless Licensor determines, in its sole discretion, that it is not necessary or appropriate for an Action to redress any alleged Infringement to be prosecuted by any Party, or that it is appropriate to abandon any of the Licensed Materials, the subject of the alleged Infringement, in which case Licensee shall have no right to bring an Action. All damages or other compensation of any kind recovered in such Action shall be for the account of the party bringing such ActionLicensor. (b) Licensor shall have sole and exclusive control and discretion over all matters relating to the prosecution and maintenance of the Licensed MaterialsTrademarks. Licensee shall, and shall cause its Permitted Licensees Licensee to, cooperate in good faith with Licensor for the purpose of securing, preserving, preserving and protecting Licensor’s rights in and to the Licensed MaterialsTrademarks. At the request of Licensor, Licensee shall, and shall cause its Permitted Sublicensees SubLicensee to, execute and deliver to Licensor any and all documents and do all other acts and things which are reasonably requested by Licensor to make fully effective or to implement the provisions of this Agreement relating to the prosecution and maintenance of the Licensed Materials Trademarks including, without limitation, effectuating all appropriate trademark notice(s) on product labeling and other materials bearing any Licensed MaterialTrademark. Neither Licensee nor its their Permitted Sublicensees SubLicensee shall have any claim of any nature whatsoever against Licensor based on or arising out of Licensor’s handling of or decisions concerning prosecution and maintenance of, or Actions with respect to, the Licensed MaterialsTrademarks.