Patent and Trademark Prosecution; Enforcement of Licensed Rights. (a) Licensor shall use reasonable efforts to prosecute any patent applications and applications for trademark registrations, licensed hereunder to BEYEBE or which contain Licensed Technology, to obtain patents and registered trademarks thereon and to maintain any such patents and registered trademarks; provided. If Licensor decides to abandon or allow to lapse any such patent application or patent or application for trademark registration or registered trademark in any country, Licensor shall inform XXXXXX and BEYEBE shall be given the opportunity to prosecute such patent application or application for trademark registration and/or maintain such patent or trademark registration at its expense, and shall be entitled to deduct from amounts due to Licensor BEYEBE's out-of-pocket expenses in prosecuting and/or maintaining patent or trademark protection.
Patent and Trademark Prosecution; Enforcement of Licensed Rights. (a) Licensor shall use reasonable efforts to prosecute any patent applications and applications for trademark registrations, licensed hereunder and not yet assigned to Licensee, to obtain patents and registered trademarks thereon and to maintain any such patents and registered trademarks; provided, however, that Licensor shall have the right to discontinue the prosecution of any such patent application or application for trademark registration or to abandon any such patent or trademark registration. If Licensor decides to abandon or allow to lapse any such patent application or patent or application for trademark registration or registered trademark in any country, Licensor shall inform Licensee. and Licensee shall be given the right to prosecute such patent application or application for trademark registration and/or maintain such patent or trademark registration at its expense, and shall be entitled to deduct from royalties due Licensor, in respect of sales in such country, Licensee's out-of-pocket expenses in prosecuting and/or maintaining patent or trademark protection in such country; provided that in no event shall the amount deducted with respect to any Calendar Quarter exceed more than 50% of the running Royalties payable in respect of net Sales in such country during such quarter. Licensee’s sole recourse against Licensor for Licensor’s decision to abandon or lapse any such patent application or patent or application for trademark registration or registered trademark in any country shall be offset rights against Running Royalties as above provided.
