Common use of Maintenance and Prosecution Clause in Contracts

Maintenance and Prosecution. Braeburn shall have the first right to Prosecute and Maintain, in Titan’s name, the Titan Core Patents and, in the names of both Parties, any patent application(s) or patent(s) arising from Joint Inventions, using patent counsel selected by Braeburn and reasonably acceptable to Titan, and shall be responsible for the payment of all Prosecution and Maintenance costs. Braeburn agrees to keep Titan informed of the course of patent prosecution or other proceedings, including by providing Titan with copies of office actions and communications received by Braeburn from, and communications sent by Braeburn to, the United States Patent and Trademark Office and foreign patent offices concerning such Patent Rights. Braeburn shall solicit Titan’s review of the nature and text of such patent applications and prosecution matters related thereto in reasonably sufficient time prior to filing thereof, and Braeburn shall consider in good faith Titan’s reasonable comments related thereto. Upon Braeburn’s request, Titan shall reasonably cooperate in the Prosecution and Maintenance of any such patent application or patent. If Braeburn elects not to Prosecute and Maintain a patent application or patent included in such Patent Rights in the Territory, it shall provide Titan with no less than ninety (90) days’ written advance notice sufficient to avoid any loss or forfeiture. In such event Titan shall have the right, but not the obligation, at its sole expense, to Prosecute and Maintain such patent application or patent as owner thereof and, at Titan’s election and upon not less than thirty (30) days’ prior written notice to Braeburn, such patent application or patent shall no longer be deemed or included in Patent Rights under this Agreement. Titan shall have the sole right to Prosecute and Maintain any patent application(s) or patent(s) arising from the Titan Inventions, at its sole expense.