Restricted Patents Clause Samples

Restricted Patents. (a) If a Party or its Subsidiaries does not own or have the right to grant licenses of the full scope set forth in this Agreement to a Patent that would otherwise qualify as a Broadcom Patent or Microtune Patent, as applicable, but for such limitations, then the licenses granted under such Patent shall be of the broadest scope that such Party or any of its Subsidiaries has the right to grant within the scope of the licenses set forth in this Agreement. (b) If a Patent is subject to payment obligations to a Third Party (other than to a Third Party for inventions made by such Third Party while employed by the respective Party or any of its Subsidiaries) and would otherwise qualify as a Broadcom Patent or Microtune Patent, as applicable, a Party shall have the right to include such Patent under the licenses granted to such Party and its Licensed Subsidiaries under this Agreement so long as such Party agrees in writing [***] CONFIDENTIAL TREATMENT REQUESTED BY MICROTUNE, INC. to, and actually does, make all payments required to be made to the Third Party as a result of such licenses and holds the licensee Party harmless with respect to such payment obligations. (c) If a Party or any of its Subsidiaries owns or has the right to enforce, or can control the enforcement of, or has a financial interest in the enforcement of any Patent that would qualify as a Broadcom Patent or Microtune Patent, as applicable, if owned by the respective Party or any of its Subsidiaries, such Party and its Subsidiaries shall not take any action to enforce such Patent against the other Party or any of its Licensed Subsidiaries within the scope of the licenses set forth in this Agreement. (d) If a Party or any of its Subsidiaries is entitled to receive any share of money damages and/or royalties for a Patent owned by a Third Party that would qualify as a Broadcom Patent or Microtune Patent, as applicable, if owned by the respective Party or any Subsidiary, and cannot prevent the independent enforcement of such Patent by the Third Party notwithstanding compliance with its obligations under Section 2.5(c) above, then such Party shall reimburse the other Party and its Licensed Subsidiaries for any such amounts which it or its Subsidiaries receives if such Patent is enforced against such other Party or its respective Licensed Subsidiary.