Option to Prosecute and Maintain Patents Sample Clauses

Option to Prosecute and Maintain Patents. LICENSOR shall give notice to LICENSEE of any intention to cease prosecution and/or maintenance, or not to proceed with an extension, of LICENSED PATENTS and, in such case, shall permit LICENSEE, at LICENSEE's sole discretion, to continue prosecution or maintenance or proceed with the extension at its own expenses. If LICENSEE elects to continue prosecution or maintenance or to proceed with the extension, LICENSOR shall execute such documents and perform such acts at LICENSEE's expense as may be [*] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. reasonably necessary to effect an assignment of such LICENSED PATENTS to LICENSEE in a timely manner, and more generally to permit LICENSEE to continue such prosecution and maintenance or to proceed with the extension. Any patents and patent applications so assigned shall not be considered as LICENSED PATENTS as of the date of such assignment. No royalties shall be payable by LICENSEE on sales of PRODUCTS covered only by a Valid Patent Claim of a LICENSED PATENT which has been assigned to LICENSEE pursuant to this Section 7.3.

Option to Prosecute and Maintain Patents. If: (a) Jxxxxxx decides to abandon any Jxxxxxx Patent Rights while Provention is licensed under those Jxxxxxx Patent Rights; or (b) Provention decides to abandon any Patent Rights on Provention New IP, then, prior to such abandonment, the Party desiring to abandon shall first provide the other Party with notice within a reasonable amount of time prior to the next action item required to maintain such Patent Rights, offering to assign to the other Party its rights to such Patent Rights. If the other Party accepts, such Patent Rights shall thereafter be assigned, and any further costs related to the maintenance or prosecution of the assigned Patent Rights will be borne by the assignee.

Option to Prosecute and Maintain Patents. CISTRON shall give notice to PMC of any intention to cease prosecution and/or maintenance, or not to proceed with an extension, of LICENSED PATENTS and, in such case, shall permit PMC, at PMC's sole discretion, to continue prosecution or maintenance or proceed with the extension at its own expenses. If PMC elects to continue prosecution or maintenance or to proceed with the extension, CISTRON shall execute such documents and perform such acts at PMC's expense as may be reasonably necessary to effect an assignment of such LICENSED PATENTS to PMC in a timely manner, and more generally to permit PMC to continue such prosecution and maintenance or to proceed with the extension. Any patents and patent applications so assigned shall not be considered as LICENSED PATENTS as of the date of such assignment. No royalties shall be payable by PMC on sales of PRODUCTS covered only by a Valid Patent Claim of a LICENSED PATENT which has been assigned to PMC pursuant to this Section 7.3.

Option to Prosecute and Maintain Patents. A filing Party shall give timely advanced notice to the other of any desire to cease prosecution and/or maintenance of such Party's Patent Rights and, in such case, shall permit the original non-filing Party, at its sole discretion, to continue prosecution or maintenance at its own expense. If an original non-filing Party elects to continue prosecution or maintenance, the original Party responsible for filing and maintenance of the Patent Rights shall execute such documents and perform such acts as may be reasonably necessary to effect an assignment of such Patent Rights to the original non-filing Party in a timely manner to allow such Party to continue such prosecution or maintenance. Any patents or patent applications so assigned shall no longer be considered Patent Rights.

Option to Prosecute and Maintain Patents. (i) Should the Patent Committee decide for any reason not to file applications for, or to cease prosecution and/or maintenance of, or not to continue to pay the expenses of prosecution and/or maintenance of, any Collaboration Patents on a country-by-country basis, then Gilead, at its sole discretion and expense, may elect to file or to continue prosecution or maintenance of any or all such Collaboration Patents: (ii) Should a Party (the "Concerned Party") in good faith believe that the Responsible Party is not meeting its obligations in accordance with Section 7.3.3(b), the Concerned Party may provide the Responsible Party with written notice thereof, in which event the Responsible Party will have sixty (60) days from the date of such notice in which to reasonably demonstrate to the Concerned Party that the Responsible Party is meeting such diligence obligations. If the Concerned Party determines that such notice does not justify the delay, or such notice is not timely delivered, then the Concerned Party may notify the Responsible Party that the Concerned Party has determined that it wishes to become the Responsible Party for such Patent. The Responsible Party shall have thirty (30) days after receipt of such notice to initiate the dispute resolution process set forth in Section 11.6, and assumption by the Concerned Party of the position as Responsible Party with respect to such Patent shall not occur until either expiration of such thirty (30) day period without the Responsible Party commencing the dispute resolution process, or the dispute resolution process has completed and determined that the Concerned Party has the right to become the Responsible Party with respect to such Patent. (iii) In the event that the Concerned Party takes over any Collaboration Patent as described in Section 7.3.3(e)(i) or (ii), the Responsible Party shall execute such documents and perform such acts as may be reasonably necessary to allow the Concerned Party to continue prosecution and/or maintenance of such Patent in a timely manner. Such Patent shall continue to be considered part of Collaboration Technology and the claims of any such Patent shall be subject to the license provisions of Article 3 and payment obligations of Article 5.

Option to Prosecute and Maintain Patents. Merck shall give timely notice to Metabasis of any decision not to file applications for, or to cease prosecution and/or maintenance of, or not to continue to pay the expenses of prosecution and/or maintenance of, any Joint Patents or Product Patents on a country-by-country basis and, in such case, shall permit Metabasis, at its sole discretion and expense, to file or to continue prosecution or maintenance of such Joint Patents or Product Patents (in which event, in the case of Joint Patents, Merck shall execute such documents and perform such acts at its expense as may be reasonably necessary to effect an assignment of such Joint Patents to Metabasis in a timely manner). Any such patents or patent applications for which Metabasis assumes responsibility shall not be considered part of Joint Patents or Product Patents and the claims of such Patents shall not be subject to the license provisions of Article 4, unless Metabasis decides to not file applications for, or to cease prosecution and/or maintenance of, or not to continue to pay the expenses of prosecution and/or maintenance of, any such Joint Patents or Product Patents. In such event, Metabasis shall give timely notice to Merck and shall permit Merck, at its sole discretion and expense, to file or to continue prosecution or maintenance of such Joint Patents or Product Patents (in which event, in the case of Joint Patents, Metabasis shall execute such documents and perform such acts at Merck’s expense as may be reasonably necessary to effect an assignment of such Joint Patents to Merck in a timely manner), after which time, such patents and patent applications shall again be considered part of the Joint Patents or Product Patents and the claims of such Patents shall be subject to the license provisions of Article 4.”

Option to Prosecute and Maintain Patents. Each Party shall give at least thirty (30) days notice to the other of any desire to cease prosecution and/or maintenance of the notifying Party's Patent Rights' and, in such case, shall permit the other, at its sole discretion, to continue prosecution or maintenance at its own expense. If the other Party elects to continue prosecution or maintenance, the notifying Party shall execute such documents and perform such acts at its expense as may be reasonably necessary for the other Party to perform such prosecution or maintenance. All of the expenses and costs incurred by the Party assuming prosecution and/or maintenance responsibilities to continue such prosecution and maintenance of Patent Rights shall be creditable, subject to allocation by the Steering Committee based upon each Party's relative interest in such Patent Rights, against payments due under this Agreement. Unused credits may be carried over into subsequent payment periods.

Option to Prosecute and Maintain Patents. Each Party shall give timely notice to the other Party of any decision not to file applications or to cease prosecution and/or maintenance of any Patents on a country by country basis in the Territory and, in such case, shall permit the other Party at its sole discretion and expense, to file or to continue prosecution or maintenance. 7.2.1 If MERCK elects to continue prosecution or maintenance, or to file in any country in the Territory based on ARENA’s election not to file pursuant to Section 7.1, ARENA shall execute such documents and perform such acts at its expense as may be reasonably necessary to effect an assignment of such Collaboration Patents or Arena Patents to MERCK in a timely manner. Any patents or patent applications so assigned shall not be considered Arena Patents or Collaboration Patents, and the claims of such Patents shall not be considered Valid Patent Claims for the purposes of Section 5.4.1(a). 7.2.2 If ARENA elects to continue prosecution or maintenance, or to file in any country in the Territory based on MERCK’s election not to file pursuant to Section 7.1, MERCK shall execute such documents and perform such acts at its expense as may be reasonably necessary to effect an assignment of such Collaboration Patents or Merck Patents to ARENA in a timely manner. Any patents or patent applications so assigned shall not be considered Merck Patents or Collaboration Patents, and the claims of such Patents shall not be subject to the license provisions of Section 3.

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