Common use of Opt Out by MUS Clause in Contracts

Opt Out by MUS. If MUS does not wish to conduct Patent Prosecution with regard to any Patent Application or Patent within the Enabling Technology in a particular country, and believes that the conduct of such activities will not have a material adverse effect on other patent applications and/or patents within the Enabling Technology, and no Third Party has the right to prosecute the applicable Patent Application or Patent, MUS shall notify Codexis (and any other licensees of such Patent Application or Patent) that Codexis (together with any other interested licensees thereof) may conduct such Patent Prosecution, in MUS’ name. Within thirty (30) days after the date of such notice, Codexis shall notify MUS whether or not Codexis wishes to participate in the conduct of such Patent Prosecution activities in the applicable country(ies) with regard to the applicable Patent Application or Patent. In such event, (i) the prosecuting entity(ies) (i.e., Codexis and any other interested licensees of the Enabling Technology) shall keep MUS fully informed of all actions and decisions made in connection with such Patent Prosecution (including, without limitation, by promptly providing MUS with copies of all correspondence sent to or received from any patent office), (ii) MUS shall have the right to consult and provide advice with respect to such Patent Prosecution activities, and (iii) Codexis and such other prosecuting entities shall be solely responsible for paying the Prosecution Costs for such activities. It is understood and agreed that if MUS believes that the Patent Prosecution of a particular patent application or patent could have a material adverse effect on other patent applications or patents within the Enabling Technology (e.g., due to issues relating to double patenting) that MUS shall have the right to decline to allow Codexis and Third Parties to conduct Patent Prosecution with respect to the subject Patent Application or Patent.

Opt Out by MUS. If MUS does not wish to conduct Patent Prosecution with regard to any Patent Application or Patent within the Enabling Technology in a particular country, and believes that the conduct of such activities will not have a material adverse effect on other patent applications and/or patents within the Enabling Technology, and [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. no Third Party has the right to prosecute the applicable Patent Application or Patent, MUS shall notify Codexis (and any other licensees of such Patent Application or Patent) that Codexis (together with any other interested licensees thereof) may conduct such Patent Prosecution, in MUS’ name. Within thirty (30) days after the date of such notice, Codexis shall notify MUS whether or not Codexis wishes to participate in the conduct of such Patent Prosecution activities in the applicable country(ies) with regard to the applicable Patent Application or Patent. In such event, (i) the prosecuting entity(ies) (i.e., Codexis and any other interested licensees of the Enabling Technology) shall keep MUS fully informed of all actions and decisions made in connection with such Patent Prosecution (including, without limitation, by promptly providing MUS with copies of all correspondence sent to or received from any patent office), (ii) MUS shall have the right to consult and provide advice with respect to such Patent Prosecution activities, and (iii) Codexis and such other prosecuting entities shall be solely responsible for paying the Prosecution Costs for such activities. It is understood and agreed that if MUS believes that the Patent Prosecution of a particular patent application or patent could have a material adverse effect on other patent applications or patents within the Enabling Technology (e.g., due to issues relating to double patenting) that MUS shall have the right to decline to allow Codexis and Third Parties to conduct Patent Prosecution with respect to the subject Patent Application or Patent.

Opt Out by MUS. If MUS does not wish to conduct Patent Prosecution with regard to any Patent Application or Patent within the Enabling Technology in a particular country, and believes that the conduct of such activities will not have a material adverse effect on other patent applications and/or patents within the Enabling Technology, and no Third Party has the right to prosecute the applicable Patent Application or Patent, MUS shall notify Codexis (and any other licensees of such Patent Application or Patent) that Codexis (together with any other interested licensees thereof) may conduct such Patent Prosecution, in MUS’ name. Within thirty (30) days after the date of such notice, Codexis shall notify MUS whether or not Codexis wishes to participate in the conduct of such Patent Prosecution activities in the applicable country(ies) with regard to the applicable Patent Application or Patent. In such event, (i) the prosecuting entity(ies) (i.e., Codexis and any other interested licensees of the Enabling Technology) shall keep MUS fully informed of all actions and decisions made in connection with such Patent Prosecution (including, without limitation, by promptly providing [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. MUS with copies of all correspondence sent to or received from any patent office), (ii) MUS shall have the right to consult and provide advice with respect to such Patent Prosecution activities, and (iii) Codexis and such other prosecuting entities shall be solely responsible for paying the Prosecution Costs for such activities. It is understood and agreed that if MUS believes that the Patent Prosecution of a particular patent application or patent could have a material adverse effect on other patent applications or patents within the Enabling Technology (e.g., due to issues relating to double patenting) that MUS shall have the right to decline to allow Codexis and Third Parties to conduct Patent Prosecution with respect to the subject Patent Application or Patent.