No Attempt to Invalidate. Northern Trust agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity may challenge the validity and/or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust Entity related to one or more of the LML Patents, or places any Northern Trust Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Entity has provided thirty (30) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Regions Bank agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Regions Bank Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought by or against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the Regions Bank Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the Regions Bank Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a Regions Bank Entity related to one or more of the LML Patents, or places any Northern Trust a Regions Bank Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a Regions Bank Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Regions Bank Entity has provided thirty sixty (3060) days written notice to LML Entities of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Union Bank agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Entity it shall not participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the Union Bank Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or and (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the Union Bank Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a Union Bank Entity or Covered Third Party related to one or more of the LML Patents, or places any Northern Trust a Union Bank Entity or Covered Third Party in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a Union Bank Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Union Bank Entity has provided thirty sixty (3060) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Deutsche Bank agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Entity Deutsche Bank shall not participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust EntitiesDeutsche Bank: (a) have has a license to the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); (b) are is fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); or and (c) are is not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / 6 Control/Acquisitions). However, any Northern Trust Entity Deutsche Bank may challenge the validity and/or or enforceability of the LML Patents ifPatents: (i) if any suit, claim, action, litigation litigation, or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust Entity Deutsche Bank or a Covered Third Party related to one or more of the LML Patents, or places any Northern Trust Entity Deutsche Bank is placed in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust Entity if LML breaches its covenants not to sxx (Section 4.4) or releases (Section 4.2) or licenses (Section 5) made to Deutsche Bank or Covered Third Parties (acting solely in their role as Covered Third Parties), (iii) if Deutsche Bank receives a request for indemnification related to an LML Patent, but only after the Northern Trust Entity Deutsche Bank has provided thirty (30) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s), or (iv) in its capacity as a member of or participant in an industry consortium or organization. Nothing in this Section 2.3 restricts or limits the licenses or covenants not to sxx in this Agreement.
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Fifth Third Bank agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Fifth Third Bank Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought by or against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the Fifth Third Bank Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the Fifth Third Bank Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a Fifth Third Bank Entity related to one or more of the LML Patents, or places any Northern Trust a Fifth Third Bank Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a Fifth Third Bank Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Fifth Third Bank Entity has provided thirty sixty (3060) days written notice to LML Entities of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust HSBC agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust HSBC Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the HSBC Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Control/Acquisitions). However, any Northern Trust Entity the HSBC Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust an HSBC Entity related to one or more of the LML Patents, or places any Northern Trust an HSBC Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust an HSBC Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust HSBC Entity has provided thirty (30) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust M&T Bank agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Entity it shall not participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the M&T Bank Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or and (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Control/Acquisitions). However, any Northern Trust Entity the M&T Bank Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust M&T Bank Entity or Covered Third Party related to one or more of the LML Patents, or places any Northern Trust M&T Bank Entity or Covered Third Party in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust M&T Bank Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust M&T Bank Entity has provided thirty sixty (3060) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust BNYM agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust BNYM Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the BNYM Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or and (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the BNYM Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a BNYM Entity related to one or more of the LML Patents, or places any Northern Trust a BNYM Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a BNYM Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust BNYM Entity has provided thirty (30) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Citi agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Citi Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the Citi Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Control/Acquisitions); or and (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Control/Acquisitions). However, any Northern Trust Entity the Citi Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a Citi Entity related to one or more of the LML Patents, or places any Northern Trust a Citi Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a Citi Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Citi Entity has provided thirty sixty (3060) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust PNC agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Entity it shall not participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought by or against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the PNC Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or and (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the PNC Entities may challenge the validity and/or and enforceability of the LML Patents if: (i) any such suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a PNC Entity related to one or more of the LML Patents, or places any Northern Trust a PNC Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a PNC Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust PNC Entity has provided thirty sixty (3060) days written notice to the LML Entities of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust Capital One agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust Capital One Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the Capital One Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the Capital One Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a Capital One Entity related to one or more of the LML Patents, or places any Northern Trust a Capital One Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a Capital One Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust Capital One Entity has provided thirty sixty (3060) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust M&I agrees that, in the absence of a subpoena or court order requiring its participation or support, no Northern Trust M&I Entity shall participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought by or against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the M&I Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the M&I Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a M&I Entity related to one or more of the LML Patents, or places any Northern Trust a M&I Entity in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a M&I Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust M&I Entity has provided thirty sixty (3060) days written notice to LML Entities of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)
No Attempt to Invalidate. Northern Trust agrees The First National Defendants agree that, in the absence of a subpoena or court order requiring its their participation or support, no Northern Trust Entity they shall not participate in or support any suit, claim, action, litigation, administrative proceeding, or proceeding of any nature brought against LML that challenges the validity or enforceability of the LML Patents so long as Northern Trust the First National Entities: (a) have a license to the LML Patents, subject to Section 6 (Change in Control / Acquisitions); (b) are fully released for all claims of Infringement of the LML Patents, subject to Section 6 (Change in Control / Acquisitions); or (c) are not accused of Infringement of any LML Patent, subject to Section 6 (Change in Control / Acquisitions). However, any Northern Trust Entity the First National Entities may challenge the validity and/or or enforceability of the LML Patents if: (i) any suit, claim, action, litigation or proceeding to enforce one or more of the LML Patents is brought against any Northern Trust a First National Entity or Covered Third Party related to one or more of the LML Patents, or places any Northern Trust a First National Entity or Covered Third Party in a reasonable apprehension of being sued on one or more of the LML Patents, or (ii) any Northern Trust a First National Entity receives a request for indemnification related to an LML Patent, but only after the Northern Trust First National Entity has provided thirty sixty (3060) days written notice to LML of its intent to challenge the validity or enforceability of the asserted LML Patent(s).
Appears in 1 contract
Samples: Settlement and License Agreement (LML Payment Systems Inc)