Licensed Patents and Joint Patents. (i) Licensor shall have the first right, but not the obligation, to bring and control any action or proceeding with respect to infringement of any Licensed Patent (including any Patents within the New Compound IP) or any Joint Patent at its own expense and by counsel of its own choice. Licensee shall have the right, at its own expense, to be represented in any such action by counsel of its own choice, and Licensor and its counsel will reasonably cooperate with Licensee and its counsel in strategizing, preparing, and litigating any such action or proceeding. If Licensor fails to bring any such action or proceeding with respect to infringement of any Licensed Patent or Joint Patent within 90 days following the notice of alleged infringement, Licensee shall have the right to bring and control any such action at its own expense and by counsel of its own choice, and Licensor shall have the right, at its own expense, to be represented in any such action by counsel of its own choice. At Licensee’s request, Licensor agrees to join any such action brought by Licensee if necessary. The Parties may mutually agree to transfer control of enforcement of any of the Licensed Patents or Joint Patents from Licensor to Licensee.
Licensed Patents and Joint Patents. Licensor shall have the first right, but not the obligation, to defend and control the defense of the validity and enforceability of the Licensed Patents and Joint Patents at its own expense in the Territory. Licensee may participate in any such claim, suit, or proceeding in the Territory applicable to the Field with counsel of its choice at its own expense; provided that Licensor shall retain control of the defense in such claim, suit, or proceeding. If Licensor elects not to defend or control the defense of any such Licensed Patents or Joint Patent in a suit brought in the Territory that is applicable to the Field, or otherwise fails to initiate and maintain the defense of any such claim, suit, or proceeding, then Licensee may conduct and control the defense of any such claim, suit, or proceeding of such Licensed Patents or Joint Patent at its own expense and Licensor may participate with counsel of its choice at its own expense.
Licensed Patents and Joint Patents. (i) Subject to the remainder of this Section 6.3(b), Kxxxxx shall be responsible for and control the preparation, filing, prosecution and maintenance of (A) from and after the Option Exercise Date, all patents and patent applications within the Licensed Patents and (B) from and after the Effective Date, all patents and patent applications within the Joint Patents, in each case (A) and (B) at Kxxxxx’s sole cost and expense.
Licensed Patents and Joint Patents. (i) Licensee shall have the first right to, and shall, in its sole discretion with regard to each Licensed Patent, Joint Patent, or invention disclosure, file, prosecute and maintain such Licensed Patents and Joint Patents in the Territory, at Licensee’s own cost and expense. For the purpose of this Article 5 (Intellectual Property Rights), “prosecution” shall include any post-grant proceeding including patent interference proceeding, opposition proceeding and reexamination.
Licensed Patents and Joint Patents. Partner shall have the first right to bring and control any action or proceeding with respect to alleged or threatened infringement of any Licensed Patent or Joint Patent in the Territory, at Partner’s sole cost and expense and by counsel of its own choice. Partner shall reasonably cooperate with Optimer in strategizing with respect to, and preparing and presenting, any such action. Optimer shall have the right, at its own expense, to be represented in any such action by counsel of its own choice. If Partner fails to bring any such action within (i) ninety (90) days following the notice of alleged infringement, or (ii) ten (10) days before the time limit, if any, set forth in the appropriate laws and regulations for the filing of such action, whichever comes first, then Optimer shall have the right to bring and control any such action, at Optimer’s sole cost and expense and by counsel of its own choice. Partner shall have the right, at its own expense, to be represented in any such action by counsel of its own choice.
Licensed Patents and Joint Patents. Subject to the last sentence of Section 6.3.1, Licensee shall have the first right, but not the obligation, through counsel of its choosing, to initiate an infringement action with respect to any Infringement of any Licensed Patents or Joint Patents [***] or, to grant the infringing Third Party adequate rights and licenses necessary for continuing such activities. If Licensee does not initiate such an infringement action within [***] of learning of the Infringement (or [***] of receiving the notice described in clause (b) of the definition of “Infringement”), or earlier notifies Allergan in writing of its intent not to so initiate an action, and Licensee has not granted such infringing Third Party rights and licenses to continue its otherwise infringing activities, then Allergan shall have the right, but not the obligation, to bring such an action; provided that, except with respect to any Infringement described in clause (b) of the definition thereof, if Licensee has commenced negotiations with an alleged infringer for discontinuance of such Infringement within such [***] period, Licensee shall have [***] to conclude its negotiations before Allergan may bring suit for such Infringement.
Licensed Patents and Joint Patents. Subject to Section 5.2 of this Termination Agreement, the Parties acknowledge and agree that, from and after the Termination Agreement Effective Date, AstraZeneca’s rights and obligations with respect to obtaining, prosecuting, maintaining, enforcing and defending the FibroGen Patents and Joint Patents in the Field in the Terminated Territory and costs incurred with respect thereafter hereby terminate.
