Prosecution Maintenance Enforcement and Defense Sample Clauses

Prosecution Maintenance Enforcement and Defense. The parties shall each promptly notify the other of any alleged or actual infringement or misappropriation of the Licensed Rights by third-parties. Licensor shall be solely responsible for the prosecution, maintenance, enforcement and defense of the Licensed Rights and any applications for legal recognition therefor in such manner as Licensor, in its sole discretion, considers appropriate. Licensor covenants and agrees to use its best efforts to enforce and defend the Licensed Rights throughout the world and to at all times use counsel reasonably acceptable to Licensee in furtherance of such efforts, failing which Licensor shall sign all documents and do all things Licensee may reasonably require in order to authorize Licensee to enforce and defend the Licensed Rights in any jurisdiction. Each party shall, to the extent it is not itself responsible for enforcing or defending the Licensed Rights in a particular threatened or on-going proceeding, use its best efforts to cooperate with and assist the other in enforcing and defending the Licensed Rights. Licensor shall at all times keep Licensee timely and fully informed of, and in good xxxxx xxxxxx with Licensee regarding the status of, any threatened or on-going proceedings that may adversely affect the validity or enforceability of the Licensed Rights and, to the extent responsibility for the conduct of any such proceedings is assumed by Licensee, Licensee shall keep Licensor so informed. Each party shall in good faith consider the other’s views and recommendations regarding any such threatened or on-going proceedings.
AutoNDA by SimpleDocs
Prosecution Maintenance Enforcement and Defense. The provisions of this Article 4 shall be applicable solely as it relates the use of the Licensed Technology in the Expanded Field as licensed pursuant to this Agreement. To the extent that any provision of this Article 4 relates to the use of the Licensed Technology pursuant to the Original Specified Technology Agreement, the provisions of the Original Specified Technology Agreement shall apply.
Prosecution Maintenance Enforcement and Defense. For the avoidance of doubt, (i) Aruvant shall have the sole and exclusive right, but not the obligation, to control the preparation, filing, prosecution, defense and maintenance (collectively, “Prosecution”) of all Patents included in the Aruvant Background IP or Aruvant Improvements and to bring suit or take any other action against any Person for infringement of any such Patents and (ii) Jasper shall have the sole and exclusive right, but not the obligation, to control the Prosecution of all Patents included in the Jasper Background IP or Jasper Improvements and to bring suit or take any other action against any Person for infringement of any such Patents. With respect to any Patents included in the Joint Collaboration IP, the Parties shall mutually agree in writing upon which Party shall control the Prosecution of such Patents as well as the manner in which patent expenses for such Patents will be shared by the Parties. Each Party shall provide the other Party with all reasonable cooperation in connection with such Prosecution, including the execution of any necessary assignment documents. The Party controlling the Prosecution of any Patent included in the Joint Collaboration IP shall provide the other Party reasonable opportunity to review and comment on such Prosecution efforts and such other Party shall provide the Party controlling such Prosecution with all reasonable assistance in such efforts.
Prosecution Maintenance Enforcement and Defense 

Related to Prosecution Maintenance Enforcement and Defense

  • Specific Enforcement Each party hereto acknowledges that the remedies at law of the other parties for a breach or threatened breach of this Agreement would be inadequate and, in recognition of this fact, any party to this Agreement, without posting any bond, and in addition to all other remedies that may be available, shall be entitled to obtain equitable relief in the form of specific performance, a temporary restraining order, a temporary or permanent injunction or any other equitable remedy that may then be available.

  • Expenses of Enforcement The Account Holder and, as the case may be, every Cardmember shall indemnify the Bank in respect of any and all reasonable expenses properly incurred by the Bank in enforcing or attempting to enforce this Agreement including all reasonable legal fees, and disbursements. The Bank shall, on request, provide the Account Holder and, as the case may be, every Cardmember with a breakdown of all expenses he/she is liable to pay under this Clause 26.

  • Enforcement and Defense As between the Parties, [***] will have the first right, but not the obligation, to seek to xxxxx any actual or suspected Product Infringement, or to file suit against any Third Party for such Product Infringement. [***] shall keep [***] informed and consult with [***] with respect to any such action or proceeding. [***] will pay all its costs incurred for such enforcement, and all recoveries or awards in excess of its costs arising out of such enforcement shall be deemed to constitute Net Sales subject to royalty payments to [***] under Section 7.3. As between the Parties, [***] will have the right, but not the obligation, to defend against a declaratory judgment action challenging any Patent Rights within the Licensed Technology that Cover any Selected Conjugate or Licensed Product. [***] will pay all the costs incurred for such defense. If [***] declines to undertake any action or proceeding to xxxxx any actual or suspected infringement of such Patent Rights within [***] after receipt or delivery of notice under Section 3.8.1, then upon [***]’s written consent, which shall not be unreasonably withheld, [***] shall have the right to commence any such action or proceeding in its own name and to control such actions, and shall assume all decisions and costs related thereto, and all recoveries or awards in excess of its costs arising out of such enforcement shall be retained by [***]. Except as otherwise set forth in this Section 3.8.2, each Party will have the sole right to enforce and defend Patent Rights solely owned by such Party, and the Parties will jointly determine which Party shall enforce Patent Rights included in the Joint Collaboration Technology and the allocation of recoveries and awards from any such enforcement action; provided that if the Parties fail to agree, each Party shall have the right to enforce such Patent Rights included in the Joint Collaboration Technology. Each Party shall have the right to approve any settlement that would adversely affect any such Licensed Technology or Joint Collaboration Technology, or either Party’s rights under this Agreement, or would result in any liability or admission on behalf of either Party, such approval not to be unreasonably withheld.

  • Expenses of Enforcement, Etc The Guarantors agree to reimburse the Administrative Agent and the other Holders of Guaranteed Obligations for any reasonable costs and out-of-pocket expenses (including attorneys’ fees) paid or incurred by the Administrative Agent or any other Holder of Guaranteed Obligations in connection with the collection and enforcement of amounts due under the Loan Documents, including without limitation this Guaranty.

  • Patent Prosecution and Enforcement There are no provisions in such related license agreement concerning the prosecution, maintenance, enforcement or defense with respect to the Licensed Patents.

  • Patent Enforcement (a) If either Party learns of an infringement, unauthorized use, misappropriation or ownership claim or threatened infringement or other such claim (any of the foregoing, an “infringement”) by a Third Party with respect to any Licensed Technology within the Territory, such Party shall promptly notify the other Party and shall provide such other Party with available evidence of such infringement.

  • Costs of Enforcement The Corporation agrees that if the Corporation or any other Person the securities of which are purchasable upon exercise of Rights fails to fulfil any of its obligations pursuant to this Agreement, then the Corporation or such Person will reimburse the holder of any Rights for the costs and expenses (including legal fees) incurred by such holder in actions to enforce his rights pursuant to any Rights or this Agreement.

  • Prosecution and Maintenance of Patents Licensee shall prosecute and maintain in the Territory, through outside counsel, the patents and patent applications that are set forth in Schedule C. Following the [***] milestone referred to in Section 7.02, however, [***]. Each party shall bear its own costs related to such prosecution and maintenance and shall manage any administrative challenge to [***], including any interference, post-grant review, inter partes review, derivation proceeding, opposition, reexamination, reissue or similar administrative proceeding. Licensee shall manage any such interference, post-grant review, inter partes review, derivation proceeding, opposition, reexamination, reissue or similar administrative proceeding through outside counsel. [***]. Licensee shall keep Merck advised of such prosecution and maintenance of patents and applications set forth in Schedule C and upon the written request of Merck, will provide advance copies of any substantive papers to be filed in connection with such prosecution and maintenance, including such applications, amendments thereto and other related correspondence to and from patent offices.

  • Filing, Prosecution and Maintenance of Patents RENOVIS agrees to file, prosecute and maintain in the Territory, upon appropriate consultation with MERCK, the RENOVIS Patent Rights licensed to MERCK under this Agreement; provided, however, with respect to Joint Information and Inventions that are not Improvements to RENOVIS Patent Rights or RENOVIS Technology, MERCK shall have the first right to file patent applications for such Joint Information and Inventions. With respect to RENOVIS Information and Inventions, RENOVIS may elect not to file and if so MERCK shall have the right to file patent applications. In such event, RENOVIS shall execute such documents and perform such acts at RENOVIS’ expense as may be reasonably necessary to effect an assignment of such Patent Rights to MERCK in a timely manner to allow MERCK to continue such prosecution or maintenance. In each case, the filing Party shall give the non-filing Party an opportunity to review the text of the application before filing, shall consult with the non-filing Party with respect thereto, and shall supply the non-filing Party with a copy of the application as filed, together with notice of its filing date and serial number. RENOVIS shall keep MERCK advised of the status of the actual and prospective patent filings and upon the request of MERCK, provide advance copies of any papers related to the filing, prosecution and maintenance of such patent filings. RENOVIS shall promptly give notice to MERCK of the grant, lapse, revocation, surrender, invalidation or abandonment of any Patent Rights licensed to MERCK for which RENOVIS is responsible for the filing, prosecution and maintenance. With respect to all filings hereunder, the filing Party shall be responsible for payment of all costs and expenses related to such filings.

  • Prosecution and Maintenance Each party retains the sole right to protect at its sole discretion the Intellectual Property and Technology owned by such party, including, without limitation, deciding whether to file and prosecute applications to register patents, copyrights and mask work rights included in such Intellectual Property, whether to abandon prosecution of such applications, and whether to discontinue payment of any maintenance or renewal fees with respect to any patents included in such Intellectual Property.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!