Second Right to Respond. If a Party does not exercise its right to respond to or defend against challenges or infringements of its Patent Rights as provided in Section 9.6.1 above within thirty (30) days of becoming aware of or being notified of such challenges or infringements, then the other Party shall have the option to do so at its sole cost; PROVIDED that in such case all amounts so recovered from such Third Party shall be retained by the Party undertaking such response or defense and the Party so responding shall have no further obligations to the other Party with respect to the response or defense thereof.
Second Right to Respond. 28 ARTICLE 10. CONFIDENTIALITY ........................................... 28 10.1. Nondisclosure Obligations .............................. 28 10.2. Terms of this Agreement ................................ 29 10.3. Publications. .......................................... 29
Second Right to Respond. If, within three (3) months of providing to or receiving from 4-AB notice of Third Party infringement pursuant to this Section 4.2, 4-AB does not exercise its first right to initiate legal action under this Section or initiate discussions to avert such suit (by license or otherwise), then LICR shall have the option to do so at its sole expense and may, at its option, join 4-AB as a party in such suit; provided that, in determining whether or not to take action, LICR shall give good faith consideration to the position of 4-AB in declining to bring such action. In such event, all amounts recovered from such Third Party shall be retained by LICR, after reimbursement to 4-AB for any expenses it may have incurred in connection with such suit.
Second Right to Respond. If a responsible Party does not exercise its right to respond to or defend against challenges or infringements of its Patent Rights as provided in Section 9.6.1 above within thirty (30) days of becoming aware of or being notified of such challenges or infringements, then the other Party shall have the option to do so at its sole cost (and the responsible Party shall agree to be joined as a party plaintiff) following its good faith determination that such action is in the best interest of the Program after giving good faith consideration to the position of the responsible Party in not so responding or defending; provided that in such case all amounts so recovered from such Third Party shall be retained by the Party undertaking such response or defense and the Party so responding shall have no further obligations to the other Party with respect to the response or defense thereof. Notwithstanding the foregoing, the provisions of this Section 9.6.3 shall be subject to any countervailing provisions of applicable law and contractual obligations to Third Parties existing as of the Effective Date.
Second Right to Respond. If Sankyo does not exercise its right to respond to such infringement within sixty (60) days of becoming aware of or being notified of such infringement, then GelTex shall have the right, but not the obligation, to do so at its sole expense. In such case, GelTex shall have the right to retain for itself all amounts recovered in connection with the infringement whether by judgment, award, decree or settlement.
Second Right to Respond. If [ * ] does not exercise its right to respond to such infringement within sixty (60) days of becoming aware of or being notified of such infringement, then [ * ] shall have the right, but not the obligation, to do so at its sole expense. [ * ] [*] Confidential information omitted and filed separately with the Commission. [ * ].
Second Right to Respond. If the Licensee does not exercise its right to respond to or defend against challenges or infringements of the Patents as provided in Section 7.2 above within sixty (60) days of becoming aware of or being notified of such challenges or infringements, then Axcelis shall have the option to do so at its sole cost; provided that in such case all amounts so recovered from such third party shall be retained by Axcelis and Axcelis shall have no further obligations to the Licensee with respect to the response or defense thereof.
Second Right to Respond. If, within three (3) months of providing to or receiving from iOx notice of Third Party infringement pursuant to this Section 4.2, iOx does not exercise its first right to initiate legal action under this Section or initiate discussions to avert such suit (by license or otherwise), then LICR shall have the option to do so at its sole expense and may, at its option, join iOx as a party in such suit; provided that, in determining whether or not to take action, LICR shall give good faith consideration to the position of iOx in declining to bring such action. In such event, all amount recovered from such Third Party shall be retained by UCR, after reimbursement to iOx for any :expenses it may have incurred in connection with such suit.
Second Right to Respond. If Genzyme does not exercise its right to respond to or defend against any challenge or infringement of its Patent Rights as provided in clause (b) above within sixty (60) days of becoming aware of or being notified of such challenges or infringements, then GTC shall have the option to do so at its sole cost; PROVIDED that in such case all amounts so recovered from such Third Party shall be retained by GTC and GTC may decline or withdraw at any time from such response or defense whereupon GTC shall have no further obligations to Genzyme with respect to the response or defense thereof.
Second Right to Respond. If a Party does not exercise its right to respond to or defend against challenges or infringements of its Patent Rights as provided in Section 9.06(a) within sixty (60) days of becoming aware of or being notified of such challenges or infringements, then the other Parties shall have the option to do so at its sole cost; provided that in such case all amounts so recovered from such Third Party shall be retained by the Party undertaking such response or defense and the Party so responding shall have no further obligations to the other Parties with respect to the response or defense thereof. This second right to respond shall not constitute a waiver of any claims that may arise out of a Party's failure to use Commercially Reasonable and Diligent Efforts to perform its obligations to the extent required under this Section 9.06.
