Initiating Enforcement Actions. Reckitt shall have the first right, at its own expense, to bring an action to enforce any applicable [***] against a Potentially Infringing Product; provided that if the relevant [***] obtain XenoPort’s consent to enforce [***], which consent shall not be unreasonably withheld. For clarity, Reckitt shall only have the right to enforce [***] against a Potentially Infringing Product with XenoPort’s consent. XenoPort shall have the right, at its own expense, to participate in any such action by Reckitt against a Potentially Infringing Product with counsel of its own choice, subject to Reckitt’s control of such action. If Reckitt does not initiate such an enforcement action [***], then XenoPort shall have the right, but not the obligation, to initiate infringement proceedings or take other appropriate action against a Potentially Infringing Product, at its own expense and under its sole control; provided however that in the situation where the Potentially Infringing Product is the subject of a paragraph IV certification under the Hatch Waxman statute, 21 U.S.C. § 355(b)(2)(A) or 355(j)(2)(A)(vii)(IV), or their successor provisions (“Paragraph IV Certification”), Reckitt shall notify XenoPort whether Reckitt elects to not initiate an infringement suit in response to such a Paragraph IV Certification [***] so that XenoPort may, but shall not be required to, initiate and exercise sole control over such an infringement action. The Party conducting such action under this Section 9.3.2 shall have full control over the conduct of such action, including settlement thereof; provided, however, that the Party conducting such action may not settle any such action, or make any admissions or assert any position in such action, in a manner that would materially adversely affect the rights or interests of the other Party (including by making any admission or assertion of any position that would materially adversely affect the validity, enforceability or scope of any XenoPort Patent or [***]), without the prior written consent of the other Party, which shall not be unreasonably withheld or delayed. In any event, the Parties shall assist one another and cooperate in a timely manner in any such action at the other’s reasonable request. For the avoidance of doubt, Reckitt shall not have any rights to enforce or otherwise assert any XenoPort Patent against any person or entity with respect to any activity other than the manufacture, use or sale of a Potentially Infringing Product.
Initiating Enforcement Actions. GSK has the sole and exclusive right to initiate infringement proceedings or take other appropriate actions against an infringement of the GSK Trademarks in the Territory. GSK shall have full control over the conduct of such action, including settlement thereof. XenoPort shall assist GSK and cooperate in any such action at the other’s reasonable request.
Initiating Enforcement Actions. If Inovio does not initiate proceedings or take other appropriate action within ninety (90) days of receipt of a request by Apollo to do so with respect to any Product-Specific Patent, then Inovio shall be entitled to initiate infringement proceedings or take other appropriate action against an Infringement at its own expense with respect to such Product-Specific Patent. The Party conducting such action shall have full control over the conduct of such action, including settlement thereof; provided, however, that the Party conducting such action may not settle any such action, or make any admissions or assert any position in such action, in a manner that would materially adversely affect the rights or interests of the other Party (including by making any admission or assertion of any position, that would materially adversely affect the validity, enforceability or scope of any Inovio Patent outside of the Territory), without the prior written consent of the other Party, which shall not be unreasonably withheld or delayed. In any event, the Parties shall assist one another and cooperate in any such action at the other’s reasonable request.
Initiating Enforcement Actions. GSK has the right to initiate infringement proceedings or take other appropriate actions against an infringement of the XenoPort Trademark in the Territory. If Applicable Law in a country in the Territory does not permit an exclusive licensee to initiate such actions (i.e., such action may only be initiated by the owner of the trademark being infringed), GSK would have the right to insist that XenoPort initiates such action on GSK’s behalf and at GSK’s expense. If GSK does not initiate proceedings or take other appropriate action within [… * …] then XenoPort shall be entitled to initiate infringement proceedings or take other appropriate action against an infringement of the XenoPort Trademark at its own expense. The Party conducting such action shall have full control over the conduct of such action, including settlement thereof; provided, however, that the Party conducting such action may not settle any such action, or make any admissions or assert any position in such action, in a manner that would materially adversely affect the rights or interests of the other Party, without the prior written consent of the other Party, which shall not be unreasonably withheld or delayed. The Party conducting such action (except in the case of XenoPort, where XenoPort conducts such action at the request of GSK) will [… * …]. In any event, the Parties shall assist one another and cooperate in any such action at the other’s reasonable request.
Initiating Enforcement Actions. Pfenex and/or its Affiliates shall have the right (but not the obligation), at its own expense, to enforce the Oral Immunization Patents, Production Techniques Patents, or ARC Patents, or to defend any declaratory judgment action with respect to the Oral Immunization Patents, Production Techniques Patents, or ARC Patents (each, an “Enforcement Action”) in cases where the Infringing Product is marketed and sold for use within the Field. Pfenex shall provide notice to Dow in writing after taking any action to enforce, or threat to enforce, or defend any Enforcement Action and agrees to: (i) provide Dow with copies of and an opportunity to review and comment on all material communications, motions, filings, briefs, submissions and the like regarding the validity, enforcement (including ownership) and scope (including claim construction) of any of the Oral Immunization Patents, Production Techniques Patents, or ARC Patents, at Dow’s expense, at least fifteen (15) business days before the due date for filing or comment; and (ii) consider in good faith any comments provided by Dow regarding such matters. If Pfenex elects not to enforce or defend an Enforcement Action in a case where the Infringing Product is marketed and sold solely for use in, and is used solely in, the Field, within ninety (90) days after its receipt of a request from Dow to do so, Dow shall thereafter have the right, at its own expense, to either initiate and prosecute such action or to control the defense of such declaratory judgment action in its own name. Additionally, Dow shall have the right (but not the obligation), at its own expense, to enforce the Production Techniques Patents, or to defend any declaratory judgment action with respect thereto, in all other cases, including in cases where the Infringing Product is marketed and sold solely for use outside, and is used solely outside, the Field. EXECUTION COPY
Initiating Enforcement Actions. In the event that NovaBay fails to initiate an Enforcement Action to enforce such NovaBay Patent against a commercially significant infringement by a Third Party in a country in the Galderma Territory, which infringement consists of the manufacture, use, sale, offer for sale or importation of an Infringing Product in the Field in such country, within fifteen (15) days of a request by Galderma to initiate such Enforcement Action with respect to Paragraph IV filings in the United States under the Drug Price Competition and Patent Term Restoration Act of 1984 or similar Laws in other jurisdictions and thirty (30) days in other circumstances, Galderma may initiate an Enforcement Action against such infringement at its own expense. In such case, NovaBay shall cooperate with Galderma in such Enforcement Action at Galderma’s expense. The Party initiating or defending any such Enforcement Action shall keep the other Party reasonably informed of the progress of any such Enforcement Action, and such other Party shall have the right to participate with counsel of its own choice.
Initiating Enforcement Actions. In the event that NovaCal fails to initiate an Enforcement Action to enforce such NovaCal Patent against a commercially significant infringement by a Third Party in a country in the Territory, which infringement consists of the manufacture, use, sale, offer for sale or importation of an Infringing Product in the Field in such country, within ninety (90) days of a request by Alcon to initiate such Enforcement Action, Alcon may initiate an Enforcement Action against such infringement at its own expense. In such case, NovaCal shall cooperate with Alcon in such Enforcement Action at Alcon’s expense. The Party initiating or defending any such Enforcement Action shall keep the other Party reasonably informed of the progress of any such Enforcement Action, and such other Party shall have the right to participate with counsel of its own choice.
Initiating Enforcement Actions. In the event that NGX, or the owner of the Patent Rights, as applicable, fails to initiate an Enforcement Action to enforce the Patent Rights or Product Trademark, as applicable, against an infringement by a Third Party in a country in the Territory, which infringement consists of the sale or use of an Infringing Product in the Field in such country, within [***] of a request by Astellas to initiate such Enforcement Action (or such shorter period required to allow obtaining an interim injunction in the relevant country), Astellas may initiate an Enforcement Action against such infringement. NGX shall cooperate in such Enforcement Action including by being joined as a party to such Enforcement Action. Astellas shall keep NGX reasonably informed of the progress of any such Enforcement Action. NGX shall, at its expense, have the right to join in as a party plaintiff and to give reasonable assistance to such Enforcement Action. Astellas agrees not to settle any Enforcement Action, or make any admissions or assert any position in such Enforcement Action, in a manner that would materially adversely affect the validity, enforceability or scope of the Patent Rights in or outside the Territory, without the prior written consent of NGX, which shall not be unreasonably withheld, delayed or conditioned. In respect of any proceedings to enforce any patents outside the Territory that are equivalent to the Patent Rights, NGX agrees not to settle any such proceedings, or make any admissions or assert any position in such proceedings, in a manner that would materially adversely affect the validity, enforceability or scope of the Patent Rights inside the Territory, without the prior written consent of Astellas, which shall not be unreasonably withheld, delayed or conditioned.
Initiating Enforcement Actions. In the event that XenoPort fails to initiate an Enforcement Action to enforce the XenoPort Patent Rights against a commercially significant infringement by a third party in a country in the Territory, which infringement consists of the manufacture, sale or use of an Infringing Product in the Field in such country, within [… * …] of a request by Astellas to initiate such Enforcement Action, Astellas may initiate an Enforcement Action against such infringement at its own expense. Upon [… * …], provided that [… * …]. Astellas shall keep XenoPort reasonably informed of the progress of any such Enforcement Action. XenoPort shall, at its expense, have the right to join in as a party plaintiff and to give reasonable assistance to such Enforcement Action. Astellas agrees not to settle any Enforcement Action, or make any admissions or assert any position in such Enforcement Action, in a manner that would materially adversely affect the validity, enforceability or scope of the XenoPort Patent Rights in or outside the Territory, without the prior written consent of XenoPort, which shall not be unreasonably withheld or delayed.
Initiating Enforcement Actions. In the event that Licensee fails to initiate an Enforcement Action to enforce the Angionetics IP Rights against an infringement by a Third Party in the Territory, which infringement consists of the sale or use of an Infringing Product in the Field in the Territory, within one hundred eighty (180) days after a request by Angionetics to initiate such Enforcement Action, Angionetics may initiate an Enforcement Action against such infringement at its own expense. Upon the request of Angionetics, Licensee shall cooperate in such Enforcement Action at Angionetics’ expense. Angionetics shall keep Licensee reasonably informed of the progress of any such Enforcement Action. Licensee shall, at its expense, have the right to join in as a party and to give reasonable assistance to such Enforcement Action. Angionetics agrees not to settle any Enforcement Action, or make any admissions or assert any position in such Enforcement Action, in a manner that would materially adversely affect the validity, enforceability or scope of any Angionetics IP Rights, without the prior written consent of Licensee.
