Interference Opposition Invalidation Reexamination and Reissue Sample Clauses
The "Interference, Opposition, Invalidation, Reexamination and Reissue" clause defines the parties' rights and responsibilities regarding legal proceedings or administrative actions that challenge the validity, ownership, or scope of intellectual property rights, such as patents. This clause typically outlines procedures for notifying the other party if such actions are initiated, specifies who controls the defense or prosecution of these proceedings, and may address cost allocation or cooperation requirements. Its core function is to ensure that both parties are protected and coordinated in responding to third-party challenges or government actions that could affect the value or enforceability of the intellectual property at issue.
Interference Opposition Invalidation Reexamination and Reissue. (a) Ambrx shall, within [***] days of learning of such event, inform Merck of any request for, or filing or declaration of, any interference, opposition, invalidation, reissue or reexamination relating to (i) Ambrx Compound Patent Rights or (ii) any other Ambrx Patent Rights claiming any Ambrx Collaboration Information and Invention (or any Joint Collaboration Information and Invention for which Ambrx is the filing party pursuant to Section 7.1). Merck and Ambrx shall thereafter consult and cooperate fully to determine a course of action with respect to any such proceeding and Merck shall have the right to review and approve any submission to be made in connection with such proceeding.
(b) [***].
(c) In connection with any interference, opposition, invalidation, reissue, or reexamination proceeding relating to Ambrx Compound Patent Rights or other Ambrx Patent Rights referenced in the foregoing clause (a), Merck and Ambrx will provide reasonable assistance that either may reasonably request. Ambrx shall keep Merck informed of developments in any such action or proceeding, including, to the extent permissible by law, consultation on and approval of any settlement, the status of any settlement negotiations and the terms of any offer related thereto.
(d) As between the Parties, Ambrx shall bear the expense of any interference, opposition, invalidation, reexamination, or reissue proceeding relating to Ambrx Compound Patent Rights or other Ambrx Patent Rights referenced in the foregoing clause (a).
(e) Notwithstanding the foregoing provisions of this Section 7.3, Merck shall have the sole right, in its discretion, to handle any interference, opposition, invalidation, reissue, or reexamination proceeding relating to Merck Patent Rights (including any Patent Rights claiming any Merck Collaboration Information and Inventions or any Joint Collaboration Information and Invention for which Merck is the filing party pursuant to Section 7.1), [***] provided, however, that at the request of Merck, Ambrx will provide Merck with reasonable assistance that Merck may reasonably request [***].
Interference Opposition Invalidation Reexamination and Reissue