Protection Against Infringement. Isis and Lilly each agree to take reasonable actions to protect their respective patents and technology from infringement and from unauthorized possession or use.
Protection Against Infringement. During the term of this Agreement, RESELLER agrees to notify CASI promptly of (i) any known use or registration by third parties of any trade names or marks which might infringe CASI's trade or Product names or marks and (ii) any notice or claim of infringement against RESELLER based on or resulting from RESELLER's use of such names and marks. RESELLER acknowledges and agrees that CASI shall have the sole right and duty to protect such names and marks from a legal action or suit for infringement thereof.
Protection Against Infringement. In the event that the Borrower has Knowledge of any breach or violation of any of the terms or conditions of any Project IP Agreement or that any material Project IP owned by any Borrower Entity is infringed, misappropriated or otherwise violated by any Person, the Borrower shall: (a) take, or cause to be taken, actions or inactions that are, in the Borrower’s reasonable judgment, appropriate under the circumstances (taking into account Applicable Law with respect to such infringement, misappropriation or other violation), and protect its rights in such Project IP; and (b) after the Borrower obtains Knowledge of such infringement, misappropriation or other violation, notify DOE in accordance with Section 8.03 ( Notices).
Protection Against Infringement. In the event that either party becomes aware of activity on the part of any, or a claim made by a, third party which may constitute or relate to infringement of the Licensed Patents, or any other intellectual property rights with respect to which Licensee is granted a license hereunder, that party shall give the other party written notice thereof. Licensee shall, at its option and at its sole expense, initiate and thereafter diligently maintain reasonable efforts to prevent and axxxx such infringement, including the initiation of an appropriate civil action for infringement and the taking of such other action as may be necessary or appropriate, to enforce the Licensed Patents or other intellectual property rights with respect to which Licensee is granted a license hereunder. In such event, (i) Licensor will permit the use of its name in, and as a party to, all such suits and execute all pleadings, documents and other papers necessary or appropriate in conjunction therewith and (ii) Licensee shall receive the full benefits of any action it takes pursuant to this subsection, including retaining all sums recovered in any such suit or in settlement thereof after paying Licensor the Earned Royalties which shall be calculated from the amount of Net Sales, if any, imputed to support any award of compensatory damages (as opposed to punitive or any other damages). Licensor may, at its option and its cost and expense, participate in meetings with Licensee and/or its counsel and receive all pleadings, documents and other related papers useful for the purpose of keeping Licensor informed of the status of any proceedings commenced by Licensee pursuant to this Section 6.
Protection Against Infringement. In the event that either party becomes aware of activity on the part of any, or claim made by a, third party which may constitute or relate to an infringement of the Licensed Patents, or any other intellectual property rights with respect to which Licensee is granted a license hereunder, such party shall give the other party written notice thereof. At Licensee's sole discretion, Licensee may, at its sole expense, initiate and thereafter diligently maintain reasonable efforts to prevent and xxxxx such infringement, including the initiation of an appropriate civil action for infringement and the taking of such other action as may be necessary or appropriate, to enforce the Licensed Patents or other intellectual property rights with respect to which Licensee is granted a license hereunder or to defend any similar action initiated by a third party. In such event, (i) Licensor will cooperate fully in all respects and permit the use of his name in, and as a party to, all such suits and execute all pleadings, documents and other papers necessary or appropriate in conjunction therewith and (ii) Licensee shall receive the full benefits of any action it takes pursuant to this subsection, including retaining all sums recovered in any such suit or in settlement thereof, and if such proceeds do not fully reimburse Licensee for its legal expenses incurred in connection with such litigation, Licensee may deduct such amount from future royalty payments to Licensor. Licensor may, at his option and his cost and expense, participate in meetings with Licensee and/or its counsel and receive all pleadings, documents and other related papers useful for the purpose of keeping Licensor informed of the status of any proceedings commenced by Licensee pursuant to this Section 6. Licensor may, at his option, join Licensee in the defense of the intellectual property rights by agreeing to pay Licensee a minimum of six percent of Licensee's legal costs; provided, however, that if Licensee and Licensor are successful in such joint defense, then any damages awarded shall be divided as follows:
(a) reimbursement to Licensor and Licensee for legal expenses (pro rata to actual expenses in the event that the damages awarded or actually collected are insufficient to cover 100% of the parties' total legal expense); (b) if any award remains after such payments, Licensor shall receive six percent of the full amount of the award, but not to exceed amounts paid by Licensor to Licensee for legal expe...
Protection Against Infringement. Each Party agrees to take reasonable actions to protect the Trademarks, Patent Rights, Know-How, Acorda Background Technology, Program Intellectual Property and any related technology from infringement and from unauthorized possession or use by Third Parties, as provided in this Section 9.3.
Protection Against Infringement. The Company shall assist Baptist to the extent reasonably necessary in the procurement of any protection of, or to protect any of Baptist's rights in and to, the Name. The Company shall promptly notify Baptist of any infringements or imitations by others of the Name, or of the use of any trade name or trademark that is the same as or similar to those covered by this Agreement that come to the Company's attention. The Company shall not institute any suit or take any action on account of any such infringements or imitations and as between Baptist and the Company, Baptist shall be solely responsible for defending and protecting the Name and prosecuting infringements thereof.
Protection Against Infringement. (a) The Distributor agrees to inform Synon promptly of all legal requirements for protecting the proprietary rights of Synon in and to the Products in the Territory, and agrees to cooperate fully with Synon in protecting the Products from infringement.
Protection Against Infringement. Contractor represents to City that the Software and equipment do not violate or infringe upon any patent or registered copyright, or misappropriate any trade secret or other proprietary rights of any other person or entity. Contractor agrees to hold the City harmless from any liability and to defend and indemnify the City, at Contractor’s sole expense, in the event that a claim is filed or a suit is brought against City or any of its officers, employees, or authorized representatives, for the use of the Software or equipment due to a patent or registered copyright infringement by the Software or equipment. Contractor further agrees that if the Software or equipment is found to be infringing, Contractor will, within one (1) year:
1. Modify the Software or equipment, at Contractor’s expense, so it becomes non-infringing, or
2. Replace the infringing Software or equipment with equal non-infringing Software or equipment, at Contractor’s expense, or
3. Procure, at Contractor’s expense, the necessary licenses for the City to continue using the Software or equipment. Contractor’s obligations under this Section 9.3 do not apply to any other equipment or software, including Equipment or Software which have been modified or combined with other equipment or software not supplied by Contractor; (ii) any Equipment or Software supplied according to a design, other than a Contractor design, not required by Contractor; (iii) any patent issued after the date hereof. Contractor’s obligations under this Section 9.3 are contingent upon City having given Contractor prompt written notice of such action, all necessary assistance in the defense thereof and the right to control all aspects of the defense thereof including the right to settle or otherwise terminate such action on behalf of City. THIS SECTION 9.3 STATES THE ENTIRE LIABILITY OF CONTRACTOR AND EQUIPMENT MANUFACTURER FOR ANY PATENT INFRINGEMENT.
Protection Against Infringement. In the event that any Borrower Entity has Knowledge that any Project IP owned by any Borrower Entity or the IP Provider is infringed or misappropriated by any Person and such infringement or misappropriation could reasonably be expected to have a Material Adverse Effect, the Borrower Entities shall (i) take or omit such actions as is, in the Borrower’s reasonable judgment, appropriate under the circumstances (taking into account Applicable Law with respect to such infringement or misappropriation), and protect its rights in such Project IP, and (ii) after any Borrower Entity obtains Knowledge of such infringement or misappropriation, notify DOE in accordance with Section 8.03(a)(viii) (Notices).
