Common use of Patent Rights Protection Clause in Contracts

Patent Rights Protection. 10.1 The Company and Yissum shall each inform the other promptly in writing of any alleged infringements by a third party of the Joint Patents in the Territory, together with any available written evidence of such alleged infringement. 10.2 The Company, its Affiliate or Sublicensee shall have the right, but not the obligation, to prosecute m its own name and at its own expense any infringement of such Joint Patents. Before the Company, its Affiliate or its Sublicensee commences an action with respect to any infringement, the Company shall give careful consideration to the views of Yissum in making its decision whether or not to xxx and, if relevant, make these views known to its Affiliate or Sublicensee The Company (or its Affiliate or Sublicensee, where relevant) shall keep Yissum reasonably apprised of all developments in the action and shall seek Yissum’s input and approval on any substantive submissions or positions taken in the litigation regarding the scope, validity or enforceability of the Joint Patents. 10.3 If the Company, its Affiliate or its Sublicensee elects to commence an action as described above and Yissum is a legally indispensable party to such action, Yissum, at the Company’s expense, may be joined as a co-plaintiff. Regardless of whether Yissum is a legally indispensable party, Yissum, to the extent permitted by law, and at its own cost, may elect to join the action as a co-plaintiff and shall jointly control the action with the Company, its Affiliate or its Sublicensee. Irrespective of whether Yissum joins the action, it shall provide reasonable cooperation to the Company, its Affiliate or its Sublicensee, The Company shall reimburse Yissum for any costs it incurs as part of an action brought pursuant to this section where Yissum has not elected to join the action as a co-plaintiff. 10.4 [***]. 10.5 [***]. 10.6 [***]. 10.7 If either Party commences an action and then decides to abandon it, such Party will give timely notice to the other Party. The other Party may continue the prosecution of the suit, after both Parties agree on the sharing of expenses. 10.8 [***].

Patent Rights Protection. 10.1 10.1. The Company and Yissum BNS shall each inform the other promptly in writing of any alleged infringements by a third party of the Licensed Patents or Joint Patents (as the case may be) in the Territory, together with any available written evidence of such alleged infringement. 10.2 10.2. The Company, its Affiliate or Sublicensee shall have the right, but not the obligation, right to prosecute m in its own name and at its own expense any infringement of such Licensed Patents in the Field or Joint PatentsPatents (as the case may be). Before the Company, its Affiliate or its Sublicensee commences an action with respect to any infringement, the Company shall give careful consideration to the views of Yissum BNS in making its decision whether or not to xxx sxx and, if relevant, make these views known to its Affiliate or Sublicensee Sublicensee. The Company (or its Affiliate or Sublicensee, where relevant) shall keep Yissum BNS reasonably apprised of all developments in the action and shall seek Yissum’s BNS’ input and approval on any substantive submissions or positions taken in the litigation regarding the scope, validity or enforceability of the Licensed Patents or Joint PatentsPatents (as the case may be). 10.3 10.3. If the Company, its Affiliate or its Sublicensee elects to commence an action as described above and BNS and/or Yissum is a legally indispensable party to such action, BNS and/or Yissum, at the Company’s expense, may be joined as a co-plaintiff. Regardless of whether BNS and/or Yissum is a legally indispensable party, BNS and/or Yissum, to the extent permitted by law, and at its own cost, may elect to join the action as a co-plaintiff and shall jointly control the action with the Company, its Affiliate or its Sublicensee. Irrespective of whether BNS and/or Yissum joins the action, action it shall provide reasonable cooperation to the Company, its Affiliate or its Sublicensee, . The Company shall reimburse BNS and/or Yissum for any costs it incurs as part of an action brought pursuant to this section Section where BNS and/or Yissum has not elected to join the action as a co-plaintiff. 10.4 [***]10.4. If the Company, its Affiliate or its Sublicensee does not bring an action against an alleged infringer pursuant to Section 10.2, above, or has not commenced negotiations with said infringer for discontinuance of said infringement within 90 days after learning of said infringement, BNS and/or Yissum shall have the right, but not the obligation, to bring an action for such infringement. If the Company has commenced negotiations with said infringer for the discontinuance of said infringement with such 90 day period, the Company shall have an additional period of 90 days from the end of the first 90 day period to conclude its negotiations before BNS and/or Yissum may bring an action for said infringement. 10.5 [***]10.5. No settlement, consent judgment or other voluntary disposition of an infringement suit may be entered without the consent of BNS and/or Yissum, which consent shall not be unreasonably withheld, conditioned or delayed. For the avoidance of doubt, should BNS and/or Yissum bring an action as set forth in Section 10.4, above, it shall have the right to settle such action by licensing the Licensed Technology or Joint Patents (as the case may be), or part of it, to the alleged infringer. 10.6 [***]10.6. Any award or settlement payment resulting from an action initiated with this Section 10 shall be utilized, first to effect reimbursement of documented out-of-pocket expenses incurred by both BNS and/or Yissum in relation to such legal action, and thereafter shall be paid to the Company and shall be deemed Sublicense Consideration received under this Agreement. 10.7 10.7. If either Party commences an action and then decides to abandon it, such Party will give timely notice to the other Party. The other Party may continue the prosecution of the suit, suit after both Parties agree on the sharing of expenses. 10.8 [***]10.8. The Company shall use its best efforts at its own expense to defend any action, claim or demand made by any entity against the Company, BNS and/or Yissum and/or the University in connection with rights in the Licensed Technology or the Licensed Patents relating thereto or Joint Patents (as the case may be). Each Party shall notify the other immediately upon learning of any such action, claim or demand as aforesaid.

Patent Rights Protection. 10.1 11.1. The Company and Yissum the Licensors shall each inform the other promptly in writing of any alleged infringements by a third party of the Joint Licensed Patents in the Territory, together with any available written evidence of such alleged infringement. 10.2 11.2. The Company, its Affiliate or Sublicensee shall have the rightright to prosecute, but not the obligation, to prosecute m each in its own name and at its own expense [***] any infringement of such Joint Licensed Patents. Before the Company, its Affiliate or its Sublicensee commences an action with respect to any infringement, the Company shall give careful consideration to the views of Yissum the Licensors in making its decision whether or not to xxx and, if relevant, make these views known to its Affiliate or Sublicensee Sublicensee. The Company (or its Affiliate or Sublicensee, where relevant) shall keep Yissum the Licensors reasonably apprised of all developments in the action and shall seek Yissum’s the Licensors’ input and approval on any substantive submissions or positions taken in the litigation regarding the scope, validity or enforceability of the Joint Licensed Patents. 10.3 11.3. If the Company, its Affiliate or its Sublicensee elects to commence an action as described above and Yissum is the Licensors are a legally indispensable party to such action, Yissum, at the Company’s expense, Licensors [***] may be joined as a co-plaintiff. Regardless of whether Yissum is the Licensors are a legally indispensable party, Yissumthe Licensors, to the extent permitted by law, and at its own cost, law [***] may elect to join the action as a co-plaintiff and shall jointly control the action with the Company, its Affiliate or its Sublicensee. Irrespective of whether Yissum the Licensors joins the action, it action they shall provide reasonable cooperation to the Company, its Affiliate or its Sublicensee, . The Company shall reimburse Yissum the Licensors for any costs it incurs [***] they incur as part of an action brought pursuant to this section where Yissum has the Licensors have not elected to join the action as a co-plaintiff. 10.4 11.4. If the Company, its Affiliate or its Sublicensee elects not to bring an action against an alleged infringer pursuant to section 11.2, above, the Licensors shall have the right, but not the obligation, to bring an action for such infringement. 11.5. No settlement, consent judgment or other voluntary disposition of an infringement suit may be entered without the consent of the Licensors, which consent shall not be unreasonably withheld, conditioned or delayed. 11.6. Any award or settlement payment resulting from an action initiated with this section 11, shall be utilized, first to effect reimbursement of documented out-of-pocket expenses incurred by all parties in relation to such legal action, and thereafter shall be paid to the Company and shall be deemed Sublicense Consideration received under this Agreement. [***]] Portions of this exhibit were omitted and filed separately with the Secretary of the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment under Rule 24b-2 of the Exchange Act. 10.5 [***]. 10.6 [***]. 10.7 11.7. If either Party any party commences an action and then decides to abandon it, such Party party will give timely notice to the other Partyparty. The other Party party may continue the prosecution of the suit, suit after both Parties parties agree on the sharing of expenses. 10.8 11.8. The Company shall use its best efforts [***]] to defend any action, claim or demand made by any entity against the Company or the Licensors in connection with the Company’s exercise of the License. Each party shall notify the other immediately upon learning of any such action, claim or demand as aforesaid. Should the Company acquire a license to any third party intellectual property in order to settle or bring to a conclusion any legal action taken as contemplated by this xxxxxxx00, then amounts payable to such third party under the license shall be deemed Third Party Royalties to be deducted from Net Sales.

Patent Rights Protection. 10.1 11.1. The Company and Yissum shall each inform the other promptly in writing of any alleged infringements by a third party of the Licensed Patents or Joint Patents (as the case may be) in the Territory, together with any available written evidence of such alleged infringement. 10.2 11.2. The Company, its Affiliate or Sublicensee shall have the right, but not the obligation, right to prosecute m in its own name and at its own expense any infringement of such Licensed Patents or Joint PatentsPatents (as the case may be). Before the Company, its Affiliate or its Sublicensee commences an action with respect to any infringement, the Company shall give careful consideration to the views of Yissum in making its decision whether or not to xxx sxx and, if relevant, make these views known to its Affiliate or Sublicensee Sublicensee. The Company (or its Affiliate or Sublicensee, where relevant) shall keep Yissum reasonably apprised of all developments in the action and shall seek Yissum’s 's input and approval on any substantive submissions or positions taken in the litigation regarding the scope, validity or enforceability of the Licensed Patents or Joint PatentsPatents (as the case may be). 10.3 11.3. If the Company, its Affiliate or its Sublicensee elects to commence an action as described above and Yissum is a legally indispensable party to such action, Yissum, at the Company’s 's expense, may be joined as a co-plaintiff. Regardless of whether Yissum is a legally indispensable party, Yissum, to the extent permitted by law, and at its own cost, may elect to join the action as a co-plaintiff and shall jointly control the action with the Company, its Affiliate or its Sublicensee. Irrespective of whether Yissum joins the action, action it shall provide reasonable cooperation to the Company, its Affiliate or its Sublicensee, . The Company shall reimburse Yissum for any costs it incurs as part of an action brought pursuant to this section where Yissum has not elected to join the action as a co-plaintiff. 10.4 [***]11.4. If the Company, its Affiliate or its Sublicensee does not bring an action against an alleged infringer pursuant to section 11.2, above, or has not commenced negotiations with said infringer for discontinuance of said infringement within ninety (90) days after learning of said infringement, Yissum shall have the right, but not the obligation, to bring an action for such infringement. If the Company has commenced negotiations with said infringer for the discontinuance of said infringement with such ninety (90) day period, the Company shall have an additional period of ninety (90) days from the end of the first ninety (90) day period to conclude its negotiations before Yissum may bring an action for said infringement. 10.5 [***]11.5. No settlement, consent judgment or other voluntary disposition of an infringement suit may be entered without the consent of Yissum, which consent shall not be unreasonably withheld, conditioned or delayed. For the avoidance of doubt, should Yissum bring an action as set forth in section 11.4, above, it shall have the right to settle such action by licensing the Licensed Technology or Joint Patents (as the case may be), or part of it, to the alleged infringer. 10.6 [***]11.6. Any award or settlement payment resulting from an action initiated with this section ‎11 shall be utilized, first to effect reimbursement of documented out-of-pocket expenses incurred by both Parties in relation to such legal action, and thereafter shall be paid to the Company and shall be deemed Sublicense Consideration received under this Agreement. 10.7 11.7. If either Party commences an action and then decides to abandon it, such Party will give timely notice to the other Party. The other Party may continue the prosecution of the suit, suit after both Parties agree on the sharing of expenses. 10.8 [***]11.8. The Company shall use its best efforts at its own expense to defend any action, claim or demand made by any entity against the Company or Yissum in connection with rights in the Licensed Technology or the Licensed Patents relating thereto or Joint Patents (as the case may be). Each Party shall notify the other immediately upon learning of any such action, claim or demand as aforesaid.

Patent Rights Protection. 10.1 11.1. The Company and Yissum shall each inform the other promptly in writing of any alleged infringements by a third party of the Joint Licensed Patents in the Territory, together with any available written evidence of such alleged infringement. 10.2 11.2. The Company, its Affiliate or Sublicensee shall have the right, but not the obligation, right to prosecute m in its own name and at its own expense any infringement of such Joint Licensed Patents. Before the Company, its Affiliate or its Sublicensee commences an action with respect to any infringement, the Company shall give careful consideration to the views of Yissum in making its decision whether or not to xxx and, if relevant, make these views known to its Affiliate or Sublicensee Sublicensee. The Company (or its Affiliate or Sublicensee, where relevant) shall keep Yissum reasonably apprised of all developments in the action and shall seek Yissum’s 's input and approval on any substantive submissions or positions taken in the litigation regarding the scope, validity or enforceability of the Joint Licensed Patents. 10.3 11.3. If the Company, its Affiliate or its Sublicensee elects to commence an action as described above and Yissum is a legally indispensable party to such action, Yissum, at the Company’s 's expense, may be joined as a co-plaintiff. Regardless of whether Yissum is a legally indispensable party, Yissum, to the extent permitted by law, and at its own cost, may elect to join the action as a co-plaintiff and shall jointly control the action with the Company, its Affiliate or its Sublicensee. Irrespective of whether Yissum joins the action, action it shall provide reasonable cooperation to the Company, its Affiliate or its Sublicensee, . The Company shall reimburse Yissum for any costs it incurs as part of an action brought pursuant to this section where Yissum has not elected to join the action as a co-plaintiff. 10.4 [***]11.4. If the Company, its Affiliate or its Sublicensee does not bring an action against an alleged infringer pursuant to section 11.2, above, or has not commenced negotiations with said infringer for discontinuance of said infringement within ninety (90) days after learning of said infringement, Yissum shall have the right, but not the obligation, to bring an action for such infringement. If the Company has commenced negotiations with said infringer for the discontinuance of said infringement with such ninety (90) day period, the Company shall have an additional period of ninety (90) days from the end of the first ninety (90) day period to conclude its negotiations before Yissum may bring an action for said infringement. 10.5 [***]11.5. No settlement, consent judgment or other voluntary disposition of an infringement suit may be entered without the consent of Yissum, which consent shall not be unreasonably withheld, conditioned or delayed. For the avoidance of doubt, should Yissum bring an action as set forth in section 11.4, above, it shall have the right to settle such action by licensing the Licensed Technology, or part of it, to the alleged infringer. 10.6 [***]11.6. Any award or settlement payment resulting from an action initiated with this section 11 shall be utilized, first to effect reimbursement of documented out-of-pocket expenses incurred by both Parties in relation to such legal action, and thereafter shall be paid to the Company and shall be deemed Sublicense Consideration received under this Agreement. 10.7 11.7. If either Party commences an action and then decides to abandon it, such Party will give timely notice to the other Party. The other Party may continue the prosecution of the suit, suit after both Parties agree on the sharing of expenses. 10.8 [***]11.8. The Company shall use its best efforts at its own expense to defend any action, claim or demand made by any entity against the Company or Yissum in connection with rights in the Licensed Technology or the Licensed Patents relating thereto. Each Party shall notify the other immediately upon learning of any such action, claim or demand as aforesaid.