Prosecution of Infringement Claims. Notwithstanding anything to the contrary, Customer shall promptly notify CTS in writing of any facts of which Customer is aware which might constitute an infringement by any Third Party of any of CTS's Intellectual Property Rights. CTS shall have the exclusive right to take all actions, control all litigation or other proceedings, and negotiate and enter into all settlements with respect to any such infringement, as CTS deems necessary or appropriate to protect CTS's Intellectual Property Rights, except as CTS and Customer may otherwise agree to in writing. Customer agrees to provide to CTS, at CTS's expense, full and complete information and assistance in connection with the prosecution of such infringement as reasonably requested by CTS. Any recovery of damages or attorneys' fees in connection with any such action, or in settlement of any such action, will belong entirely to CTS. CTS will have no obligation to institute suit against any particular person or entity for infringement of any Intellectual Property Rights of CTS.
Prosecution of Infringement Claims. Each party shall notify the other party immediately of any infringement or counterfeit of an Adapted Game that becomes known to such party (a “Prosecutable Infringement Clam”). If Licensee chooses to prosecute any such Prosecutable Infringement Claim, Licensee shall bear all costs and expenses incurred by Licensee (collectively, “Litigation Costs”), but Licensor shall have the right to participate, at Licensor’s expense, in prosecuting any such Prosecutable Infringement Claim. If Licensee recovers any damages, settlements or other as a result of prosecuting such an action (collectively, “Damages”), Licensee shall first be entitled to reimbursement from such Damages for any Litigation Costs. The remaining portion of such Damages, if any, will be treated as Licensee’s Net Revenue pursuant to Section 4.2 (except that Licensee will have no right to deduct any Permitted Deductions or other amounts from such Damages), and Licensee will pay Licensor the applicable royalty based on such Net Revenues in accordance with the provisions of Section 4.2. If Licensee chooses not to prosecute a Prosecutable Infringement Claim, Licensor shall have the right to prosecute such Prosecutable Infringement Claim. Each party shall provide the other party with such reasonable assistance and cooperation as is needed to prosecute any such Prosecutable Infringement Claim and will supply the other party, at such other party’s sole expense, with all documents and other information that are reasonably necessary to prosecute any such Prosecutable Infringement Claim.
Prosecution of Infringement Claims. (a) The parties shall as soon as possible notify each other in writing of any actual, alleged, or threatened infringements or other unauthorized uses of the CitySearch Systems or the Licensed Trade-Marks in conjunction with a CitySearch Information Service pertaining to the Exclusive Territory (the foregoing are referred to here as "Infringements") of which they become aware. Licensor may, but is not required to, take any and all actions, legal or otherwise, which are necessary to terminate or prevent Infringements. Licensee shall have the right to be kept informed of the status and progress of all actions instituted by Licensor pursuant to this section 8.01(a). Licensee agrees to comply with all reasonable requests for assistance from Licensor in connection with Infringements. Licensor agrees to reimburse Licensee for its costs of providing such assistance, provided that Licensee gives Licensor a written estimate of the costs to he incurred and provided further that the costs for which reimbursement are sought do not exceed the estimate. Licensor shall bear all expenses of all actions which it initiates pursuant to this section 8.01(a).
(b) If Licensor does not institute an action within thirty (30) days after receiving notice from Licensee of an Infringement and a request by Licensee to commence an action to terminate the Infringement itself, then Licensee may institute an action with respect thereto only upon receiving the prior written consent of Licensor, which consent will not be unreasonably refused. Licensee agrees that if any of the Licensed Trade-Marks are not owned by Licensor that Licensor may not be able to consent to Licensee's instituting any action with respect thereto. Licensee shall have no right hereunder to commence any action with respect to any Infringements which do not pertain to the use of the CitySearch Systems or the Licensed Trade-Marks, in connection with a CitySearch Information System pertaining to the Exclusive Territory. Licensor shall have the right to be kept informed of the status and progress of all such actions instituted by Licensee pursuant to this section 8.01(b). Licensee shall bear all the expenses of all actions which it initiates pursuant to this Section 8.01(b) including without limitation all legal fees and disbursements which Licensor may incur in connection with such actions regardless of whether Licensor is a party to such action and Licensee shall indemnify and hold Licensor harmless with respect to such c...
Prosecution of Infringement Claims. 10.1 If MMD becomes aware of any infringement or potential infringement of any of the Technology in the Field of Interest by third parties in the Territory, then MMD shall promptly notify Ilex in writing of all details available with respect to such infringement. If, in the sole judgment of Ilex, such infringement is or reasonably threatens to be material, Ilex, at its expense, shall have the right to (a) obtain a discontinuance of said infringing operations; or (b) bring Suit itself against the third party, bringing such Suit in the name of Ilex or, if required by the law of the forum, in the name of MMD or joining MMD as a party plaintiff. If Ilex brings Suit in its own name, MMD agrees to execute such legal papers as are necessary and to take such other action, at Ilex's expense, as required for the prosecution of such Suit as may be requested by Ilex. Ilex shall be entitled to receive and retain all recoveries from such Suit. The prosecution, settlement or abandonment of any Suit under this Section 10.1 shall be at Ilex's discretion, provided that Ilex shall not have any right to surrender any of MMD's rights to the Technology. In the event of infringement of any of the Technology in the Field of Interest by third parties in the Territory, Ilex may elect to pay royalties under Section 3.2(ii) with respect to Net Sales of Licensed Patented Product in the country in which such unlicensed infringement occurs until such time as the unlicensed infringement ceases, which payment shall be in lieu of any royalties otherwise payable under Section 3.2(i) during such period with respect to such Net Sales.
Prosecution of Infringement Claims. Buyer shall inform Sellers promptly of any Infringement Claims. Buyer shall, itself or through the Company, use commercially reasonable efforts to pursue all reasonable Infringement Claims to non-appealable final judgment. To the extent that Buyer is successful in prosecuting any such Infringement Claim for the Products, any recoveries arising from such Infringement Claim shall be included in the calculation of Aggregate Payments and Net Sales and Buyer shall pay, or cause to be paid, to Sellers a Royalty and Milestone Payment in accordance with Section 2.5(a) on the date of resolution by a final decision of a Governmental Entity of competent jurisdiction from which no further appeal is possible, after the reimbursement of out-of-pocket legal fees and expenses incurred in connection with such Infringement Claim.
Prosecution of Infringement Claims a. In the event that any of the rights granted to Licensee by Licensor hereunder are infringed by any third party, Licensee shall have the right, but not the obligation, through counsel of its own choosing, to institute such suits for patent infringement, trademark infringement, unfair competition, or an~ other causes of action which may be applicable. Licensee shall control such action, and pay the attorneys fees and expenses associated with such action. Licensee shall keep Licensor advised of the status of such action and Licensor shall have the right to be represented therein by counsel of its own choosing at Licensor s own expense. Licensor shall have the right to institute such action if Licensee does not institute such action within thirty (30) days after written notice from Licensee that it does not intend to pursue the infringement action.
b. If the party instituting such suit finds it necessary or desirable to have any other party to this Agreement join the action, such other party agrees to such joinder. In the event of any recovery in such action, Licensor and Licensee shall, after recovery of all attorneys fees and costs expended by Licensee and/or Licensor, retain fifty percent (50%) each.
c. In conjunction with such suits, the parties agree to execute all papers necessary or desirable, and to testify in any suit whenever requested to do so. The party bringing the action shall reimburse the other party for any costs associated with providing such assistance.
Prosecution of Infringement Claims. 22 8.02 Licensor's Defence of Infringement Claims........................... 23 8.03 Licensee's Defence of Infringement Claims........................... 24 ARTICLE NINE - WARRANTIES AND DISCLAIMERS
Prosecution of Infringement Claims. During the term of this Agreement, NORTHWESTERN UNIVERSITY shall have the right, but shall not be obligated, to prosecute at its own expense all infringements of any patent issuing from the Licensed Patents and, in furtherance of such right, TECHNICLONE hereby agrees that NORTHWESTERN UNIVERSITY may include TECHNICLONE as a party plaintiff (but not as a defendant or respondent or counter claimant) in such suit, without expense to TECHNICLONE. The full cost and expense of any such action so commenced or so defended by NORTHWESTERN UNIVERSITY shall be the responsibility of and paid for by NORTHWESTERN and NORTHWESTERN shall keep any recovery or damages for past infringement derived therefrom. No settlement, consent judgment or other voluntary final disposition of the suit may be entered into without the consent of TECHNICLONE, which consent shall not unreasonably be withheld or delayed. NORTHWESTERN UNIVERSITY shall indemnify TECHNICLONE against any order for costs that may be made against TECHNICLONE in such proceedings.
Prosecution of Infringement Claims. After any notice provided pursuant to Section 2.1, the parties will promptly consult in good faith as to the steps to be taken with respect
Prosecution of Infringement Claims. The parties shall as soon as possible notify each other in writing of any actual, alleged, or threatened infringements, misappropriations or other unauthorized uses ("Infringements") with respect to the Technology of which they become aware. Licensor may, but is not required to, take any and all
1. Licensee shall have no right to take any action, legal or otherwise, to terminate or prevent Infringements with respect to the Technology. Licensee shall have the exclusive right to take all actions, legal or otherwise, to terminate or prevent Infringements with respect to Licensee Improvements.
