Right to Bring an Action. Starting with the Continuation Date, Company shall have the exclusive right to attempt to resolve any infringement or claim in the Territory, including by filing an infringement suit, defending against such claim or taking other similar action, with respect to a Licensor Patent or Joint Patent (each, an “Action”) and to compromise or settle any such infringement or claim. At Company’s request, Licensor shall promptly provide Company with all relevant documentation (as may be requested by Company) evidencing that Company is validly empowered by Licensor to take such an Action. Licensor is obligated to join Company in such Action, or bring such Action on Company’s behalf upon Company’s request, in each case at Company’s expense, if Company determines that it is necessary to demonstrate “standing to xxx”. Licensor shall cooperate with Company in any such Action. If Company does not intend to prosecute or defend an Action, Company shall promptly inform Licensor.
Right to Bring an Action. If such infringement, misappropriation or claim is in one or more of the Major Markets, [...***...] shall have the exclusive right to attempt to resolve such infringement or claim, including by filing an infringement or misappropriation suit, defending against or bringing a declaratory judgment action as to such claim or taking other similar action (each, “initiation” of an “Action”) and (subject to Section 6.5(d)) to compromise or settle such infringement or claim. At […***…] request, […***…] shall […***…] provide […***…] with all relevant documentation (as may be requested by […***…]) evidencing that […***…]. If […***…] does not intend to initiate an Action, […***…] shall promptly inform […***…]. If [...***...] does not initiate an Action with respect to such an infringement or claim within […***…] days following notice thereof, [...***...] shall have the right to attempt to resolve such infringement, misappropriation claim or other claim, including by initiating an Action, and (subject to Section 6.5(d)) to compromise or settle such infringement, misappropriation claim or other claim. […***…] shall have the sole and exclusive right to select counsel for any suit initiated by it pursuant to this Section 6.5. If a Party initiates an Action but then elects not to pursue the Action, the other Party shall have the right (but not the obligation) to take over the Action, in which case the second Party shall be deemed to have been the initiating Party.
Right to Bring an Action. Merck Serono shall have the exclusive right to attempt to resolve such infringement or claim pertaining to a Merck Serono Patent, including by filing an infringement suit, defending against such claim or taking other similar action (each, an “Action”) and to compromise or settle such infringement or claim. If Merck Serono does not intend to prosecute or defend an Action, Merck Serono shall promptly inform Licensee in writing and Licensee shall have the right to initiate an Action. If Licensee does not initiate an Action with respect to such an infringement or claim within one hundred and eighty (180) days following notice thereof, Merck Serono shall have the right to attempt to resolve such infringement or claim. The Party initiating the Action shall have the sole and exclusive right to select counsel for any suit initiated by it pursuant to this Section 5.5. Each Party shall have the right to join an Action relating to a Merck Serono-Patent taken by the other Party, at its own expense.
Right to Bring an Action. Subject to Article 9.6(d), Merck shall have the exclusive right to attempt to resolve such infringement or claim, including by filing an infringement suit, defending against such claim or taking other similar action (each, an “Action”). At Merck’s request, Licensor shall reasonably promptly provide Merck with all relevant documentation (as may be reasonably requested by Merck) evidencing that Merck is validly empowered by the Licensor to take an Action. Licensor shall be under the obligation to join Merck in its Action if Merck determines that it is necessary to demonstrate “standing to xxx”. If Merck does not initiate or diligently prosecute or defend an Action with respect to such an infringement or claim within one hundred and eighty (180) days following notice thereof, or such shorter period as may be required to avoid any prejudicial ruling or effect, Licensor shall have the right to attempt to resolve such infringement or claim, including by filing an Action. The Party controlling such Action shall have the sole and exclusive right to select counsel.
Right to Bring an Action. (i) As between the Parties, Ipsen shall have the first right to attempt to resolve any Third Party Infringement, including by filing an infringement suit, defending against a motion for declarative judgment regarding non-infringement, invalidity or unenforceability or other similar action, with respect to (1) a Product Specific Patent Controlled by a Party except to the extent Ipsen elected not to file or to continue to prosecute or maintain such Product Specific Patent and (2) a Ipsen Joint Patent to the extent Ipsen elected to exercise its right to file, prosecute and maintain such Ipsen Joint Patent (each, an “Action”) and to compromise or settle any such Third Party Infringement. At Xxxxx’x reasonable request, Sutro shall promptly provide Ipsen with documentation to evidence that Ipsen is validly empowered by Sutro to take such an Action. Sutro shall have the right, at its own expense, to retain its own counsel with respect to its participation in any such Action; provided, that Sutro is obligated to join Ipsen in such Action at Xxxxx’x cost if Ipsen reasonably determines that joining is necessary to demonstrate “standing to sue.” If Ipsen does not intend to prosecute or defend an Action, Ipsen shall promptly inform Sutro thereof in writing (and, to the extent reasonably practicable, at least [*] prior to any deadline applicable to any such Action, or otherwise as early as reasonably practical), and Sutro shall have the right to attempt to resolve such Action as the Party controlling such Action. For clarity, as between the Parties, Sutro shall have the first right to attempt to resolve any Third Party Infringement, including by filing an infringement suit, defending against a motion for declarative judgment regarding non-infringement, invalidity or unenforceability or other similar action, with respect to (1) a Product Specific Patent Controlled by a Party to the extent Ipsen elected not to file or to continue to prosecute or maintain such Product Specific Patent and (2) a Ipsen Joint Patent to the extent Ipsen not elected to exercise its right to file, prosecute and maintain such Ipsen Joint Patent, and to compromise or settle any such Third Party Infringement.
Right to Bring an Action. Felicitex shall have the first right, but not the obligation, to attempt to resolve any infringement or claim, including by filing an infringement suit, defending against such claim or taking other similar action, with respect to a Collaboration Patent and to compromise or settle any such infringement or claim. If Felicitex does not intend to prosecute or defend such action, Felicitex shall inform Selvita without undue delay and Selvita shall have the right, but not the obligation, to resolve any infringement or claim, including by filing an infringement suit, defending against such claim or taking other similar action, with respect to a Collaboration Patent and to compromise or settle any such infringement or claim. Upon each Party’s request, the other Party shall immediately provide the requesting Party with all relevant documentation of such action. Each Party shall have the right to join an action relating to a Collaboration Patent, at its own expense.
Right to Bring an Action. Licensor shall have the exclusive right to attempt to resolve any infringement or claim in the Territory, including by filing an infringement suit, defending against such claim or taking other similar action, with respect to a Licensor Patent or Program Patent (each, an “Action”) and to compromise or settle any such infringement or claim. At Licensor’s request, Company shall promptly provide Licensor with all relevant documentation (as may be requested by Licensor) evidencing that Licensor is validly empowered by Company to take such an Action. Company is obligated to join Licensor in such Action, or bring such Action on Licensor’s behalf upon Licensor’s request, in each case at Licensor’s expense, if Licensor determines that it is necessary to demonstrate “standing to xxx”. Company shall cooperate with Licensor in any such Action. If Licensor does not intend to prosecute or defend an Action, Licensor shall promptly inform Company.
Right to Bring an Action. The Patent Prosecution Party shall have the exclusive right to attempt to resolve such infringement or claim, including by filing an infringement suit, defending against such claim or taking other similar action (each, an “Action”) and to compromise or settle such infringement or claim. At the request of the Patent Prosecution Party, the other Party (“Other Party”) shall immediately provide the Patent Prosecution Party with all relevant documentation (as may be requested by the Patent Prosecution Party) evidencing that the Patent Prosecution Party is validly empowered by the Other Party to take an Action. The Other Party shall be under the obligation to join the Patent Prosecution Party in its Action if the Patent Prosecution Party determines that it is necessary to demonstrate “standing to xxx”. If the Patent Prosecution Party does not intend to prosecute or defend an Action, the Patent Prosecution Party shall promptly inform the Other Party. If the Patent Prosecution Party does not initiate an Action with respect to such an infringement or claim within [***] following notice thereof, the Other Party shall have the right to attempt to resolve such infringement or claim. The Party initiating such Action shall have the sole and exclusive right to select counsel for any suit initiated by it pursuant to this Section 9.5(b).
Right to Bring an Action. The Transferee, or a Transferee Assignee or Permitted Transferee, as applicable, shall have the first right to attempt to xxxxx Infringing Activities within the Territory, including by taking and controlling an Enforcement Action with respect to Company Patents assigned to the Transferee hereunder and Joint Patents. If the Transferee (or a Transferee Assignee or Permitted Transferee) does not intend to prosecute or defend an Enforcement Action, the Transferee shall promptly inform Company. If the Transferee (or a Transferee Assignee or Permitted Transferee) does not take an Enforcement Action with respect to such an infringement or claim within one hundred twenty (120) days following notice thereof or a request by Company to do so, Company shall have the right, but not the obligation, to take and control an Enforcement Action in the name of either or both Parties. The Party taking such Enforcement Action shall have the sole and exclusive right to select counsel for any suit it initiates pursuant to this Section 2 of Schedule 5.
Right to Bring an Action. Transferee shall have the first right to attempt to xxxxx Infringing Activities within the Territory, including by taking and controlling an Enforcement Action with respect to the Assigned IP and Joint Patents. If Transferee does not intend to prosecute or defend an Enforcement Action, Transferee shall promptly inform Company. If Transferee does not take an Enforcement Action with respect to such an infringement or claim within ninety (90) days following notice thereof or a request by Company to do so, Company shall have the right to take and control an Enforcement Action in the name of either or both Parties after notifying Transferee of the same. The Party taking such Enforcement Action shall have the sole and exclusive right to select counsel for any suit it initiates pursuant to this Section 7.2. Notwithstanding the foregoing, in the event that Transferee has tried to prosecute or defend an Enforcement Action in the Territory, and the competent court has denied Transferee standing to prosecute or defend, then Company shall, upon Transferee’s request, prosecute, or defend such Enforcement Action, at Transferee’s expense. For clarity, Transferee will have no right to enforce a Patent Right solely Controlled by Company outside of the Territory even in the event Company opts not do so.
