Common use of Patent Challenge Clause in Contracts

Patent Challenge. If Licensee, a Sublicensee, any of their Affiliates, or any entity or person acting on behalf of any of them (“Challenging Party”) commences an action in which it challenges the validity, enforceability or scope of any of the Patent Rights (a “Challenge Proceeding”), the royalty rate specified in Section 4.4.1 will be doubled with respect to Net Sales of Licensed Products that are sold during the pendency of such Challenge Proceeding. If the outcome of such Challenge Proceeding is a determination against the Challenging Party, (a) the royalty rate specified in Section 4.4.1 with respect to Net Sales of Licensed Products that are covered by the Patent Rights that are the subject of such Challenge Proceeding shall remain at such doubled rate and (b) Licensee shall reimburse Harvard for all expenses incurred by Harvard (including reasonable attorneys’ fees) in connection with such Challenge Proceeding. Harvard may invoice Licensee on a quarterly basis with respect to such costs and expenses and Licensee shall make payment withint thirty (30) days after receipt of such invoice. If the outcome of such Challenge Proceeding is a determination in favor of the Challenging Party, Licensee will have no right to recoup any royalties paid before or during the pendency of such Challenge Proceeding.

Patent Challenge. If Licensee, a SublicenseeSublilcensee, any of their Affiliates, or any entity or person acting on behalf of any of them (“Challenging Party”) commences an action in which it challenges the validity, enforceability or scope of any of the Patent Rights (a “Challenge Challenging Proceeding”), the royalty rate specified in Section 4.4.1 4.5.1 will be doubled with respect to Net Sales of Licensed Products that are sold during the pendency of such Challenge Proceeding. If the outcome of such Challenge Proceeding is a determination against the Challenging Party, (a) the royalty rate specified in Section 4.4.1 4.5.1 with respect to Net Sales of Licensed Products that are covered by the Patent Rights that are the subject of such Challenge Proceeding shall remain at such doubled rate and (b) Licensee shall reimburse Harvard UC for all expenses incurred by Harvard UC (including reasonable attorneys’ fees) in connection with such Challenge Proceeding. Harvard UC may invoice Licensee on a quarterly basis with respect to such costs and expenses and Licensee shall make payment withint within thirty (30) days after receipt of such invoice. If the outcome of such Challenge Proceeding is a determination in favor of the Challenging Party, Licensee will have no right to recoup any royalties paid before or during the pendency of such Challenge Proceeding.

Patent Challenge. If Licensee, a Sublicensee, any of their Affiliates, or any entity or person acting on behalf of any of them (“Challenging Party”) commences an action in which it challenges the validity, enforceability or scope of any of the Patent Rights (a “Challenge Challenging Proceeding”), the royalty rate specified in Section 4.4.1 4.3.1 will be doubled with respect to Net Sales of Licensed Products that are sold during the pendency of such Challenge Proceeding. If the outcome of such Challenge Proceeding is a determination against the Challenging Party, (a) the royalty rate specified in Section 4.4.1 4.3.1 with respect to Net Sales of Licensed Products that are covered by the Patent Rights that are the subject of such Challenge Proceeding shall remain at such doubled rate and (b) Licensee shall reimburse Harvard UC for all expenses incurred by Harvard UC (including reasonable attorneys’ fees) in connection with such Challenge Proceeding. Harvard UC may invoice Licensee on a quarterly basis with respect to such costs and expenses and Licensee shall make payment withint within thirty (30) days after receipt of such invoice. If the outcome of such Challenge Proceeding is a determination in favor of the Challenging Party, Licensee will have no right to recoup any royalties paid before or during the pendency of such Challenge Proceeding.