Common use of Suit by Company Clause in Contracts

Suit by Company. Company shall have the first right but not the obligation, to take action in the prosecution, prevention, or termination of any Infringement. Before Company commences an action with respect to any Infringement, it shall consider in good faith the views of Licensors and potential effects on the public interest in making its decision whether to sxx. Should Company elect to bring suit against an infringer, it shall keep Licensors reasonably informed of the progress of the action and shall give Licensors a reasonable opportunity in advance to consult with Company and offer its views about major decisions affecting the litigation. Company shall give careful consideration to those views, but shall have the right to control the action; provided, however, that if Company fails to defend in good faith the validity and/or enforceability of the patent within the Licensed Technology in the action, or if Company’s license to a Valid Claim in the suit terminates, any or both Licensors may elect to take control of the action pursuant to Section 9.3. Should Company elect to bring suit against an infringer and one or both Licensors are joined as party plaintiff in any such suit, such Licensor(s) shall have the right to approve the counsel selected by Company to represent such Licensor(s) and Company, such approval not to be unreasonably withheld or delayed. The expenses of such suit or suits that Company elects to bring, including any reasonable, documented, out-of-pocket expenses of Licensor(s) incurred in conjunction with the prosecution of such suits or the settlement thereof, shall be paid for entirely by Company and Company shall hold Licensor(s) free, clear and harmless from and against any and all such costs of such litigation, including attorney’s fees which shall be paid by the Company under the legal representation of the Company and the Licensor(s) jointly as described above. Company shall not compromise or settle such litigation without the prior written consent of Licensors, which consent shall not be unreasonably withheld or delayed. In the event Company exercises its right to sxx pursuant to this Section 9.2, it shall first reimburse itself out of any sums recovered in such suit or in settlement thereof for all costs and expenses of every kind and character, including reasonable attorney’s fees, necessarily incurred in the prosecution of any such suit. If, after such reimbursement, any funds shall remain from said recovery, then Licensors shall receive an amount equal to twenty five percent (25%) of such funds and the remaining seventy five (75%) of such funds shall be retained by Company.

Suit by Company. Company shall have the first right but not the obligation, to take action in the prosecution, prevention, or termination of any an Infringement. Before Company commences an action with respect to any an Infringement, it shall consider in good faith the views of Licensors Isorad and potential effects on Soreq and the public interest other licensor of the Existing Patent, Global Fluids international (GFI) S.A (“GFI”) in making its decision whether to sxxsue. Should Company elect to bring suit against an infringer, it shall keep Licensors reasonably Xxxxxx informed of the progress of the action and shall give Licensors a reasonable Xxxxxx (and GFI) an opportunity in advance to consult with Company and offer its views about major decisions affecting the litigation. Company shall give careful consideration to those viewsviews and shall not take action that may, but shall have in a reasonable likelihood, adversely effect the right to control patent protection outside the action; providedField of the Existing Patent. Without limiting the above, however, that if Xxxxxx will notify Company in writing as soon as it becomes aware of any possible adverse effect as aforesaid. If Company fails to defend in good faith the validity and/or enforceability of the patent within the Licensed Technology in the action, or if Company’s license to a Valid Claim patent or patent claim in the suit terminates, any Isorad (by itself, or both Licensors others, including by GFI) may elect to take control of the action pursuant to Section 9.3. Should 10.3.Should Company elect to bring suit against an infringer and one or both Licensors Soreq and Xxxxxx are joined as party plaintiff in any such suit, such Licensor(s) Xxxxxx shall have the right to approve the counsel selected by Company to represent such Licensor(s) Isorad/Soreq and Company, such approval not to be unreasonably withheld or delayedwithheld. The expenses of such the suit or suits that Company elects to bring, including any reasonable, documented, out-of-pocket expenses of Licensor(s) Isorad and Soreq incurred in conjunction with the prosecution of such suits suits, if they are joined as party plaintiff in such a suit, or the settlement thereof, shall be paid for entirely by Company and Company shall hold Licensor(s) Isorad and Soreq free, clear and harmless from and against any and all such costs of such litigation, including attorney’s fees which shall be paid by the Company under the legal representation of the Company and the Licensor(s) jointly as described abovefees. Company shall not compromise or settle such litigation without the prior written consent of LicensorsIsorad, which consent shall not be unreasonably withheld or delayed. Without limiting the generality of the aforesaid, no such settlement or compromise may in a reasonable likelihood adversely effect the patent protection outside the Field of the Existing Patent. Without limiting the above, Xxxxxx will notify Company in writing as soon as it becomes aware of any possible adverse effect as aforesaid. In the event Company exercises its right to sxx sue pursuant to this Section 9.2Section10.2, it shall first reimburse itself and Isorad/Soreq out of any sums recovered in such suit or in settlement thereof for all costs and expenses of every kind and character, including reasonable attorney’s fees, necessarily incurred in the prosecution of any such suit. If, after such reimbursement, any funds shall remain from said recovery, then Licensors Isorad shall receive an amount equal to twenty five percent (25%) % of such funds and the remaining seventy five (75%) % of such funds shall be retained by Company.

Suit by Company. Company shall have the first right but not the obligation, to take action in the prosecution, prevention, or termination of any an Infringement. Before Company commences an action with respect to any an Infringement, it shall consider in good faith the views of Licensors Isorad and potential effects on Soreq and the public interest other licensor of the Existing Patent, Global Fluids international (GFI) S.A (“GFI”) in making its decision whether to sxxsue. Should Company elect to bring suit against an infringer, it shall keep Licensors reasonably Xxxxxx informed of the progress of the action and shall give Licensors a reasonable Xxxxxx (and GFI) an opportunity in advance to consult with Company and offer its views about major decisions affecting the litigation. Company shall give careful consideration to those viewsviews and shall not take action that may, but shall have in a reasonable likelihood, adversely effect the right to control patent protection outside the action; providedField of the Existing Patent. Without limiting the above, however, that if Xxxxxx will notify Company in writing as soon as it becomes aware of any possible adverse effect as aforesaid. If Company fails to defend in good faith the validity and/or enforceability of the patent within the Licensed Technology (including the 2022 Patents) in the action, or if Company’s license to a Valid Claim patent or patent claim in the suit terminates, any Isorad (by itself, or both Licensors others, including by GFI) may elect to take control of the action pursuant to Section 9.3. Should 10.3.Should Company elect to bring suit against an infringer and one or both Licensors Soreq and Isorad are joined as party plaintiff in any such suit, such Licensor(s) Xxxxxx shall have the right to approve the counsel selected by Company to represent such Licensor(s) Isorad/Soreq and Company, such approval not to be unreasonably withheld or delayedwithheld. The expenses of such the suit or suits that Company elects to bring, including any reasonable, documented, out-of-pocket expenses of Licensor(s) Isorad and Soreq incurred in conjunction with the prosecution of such suits suits, if they are joined as party plaintiff in such a suit, or the settlement thereof, shall be paid for entirely by Company and Company shall hold Licensor(s) Isorad and Soreq free, clear and harmless from and against any and all such costs of such litigation, including attorney’s fees which shall be paid by the Company under the legal representation of the Company and the Licensor(s) jointly as described abovefees. Company shall not compromise or settle such litigation without the prior written consent of LicensorsIsorad, which consent shall not be unreasonably withheld or delayed. Without limiting the generality of the aforesaid, no such settlement or compromise may in a reasonable likelihood adversely effect the patent protection outside the Field of the Existing Patent. Without limiting the above, Xxxxxx will notify Company in writing as soon as it becomes aware of any possible adverse effect as aforesaid. In the event Company exercises its right to sxx sue pursuant to this Section 9.2Section10.2, it shall first reimburse itself and Isorad/Soreq out of any sums recovered in such suit or in settlement thereof for all costs and expenses of every kind and character, including reasonable attorney’s fees, necessarily incurred in the prosecution of any such suit. If, after such reimbursement, any funds shall remain from said recovery, then Licensors Isorad shall receive an amount equal to twenty five percent (25%) % of such funds and the remaining seventy five (75%) % of such funds shall be retained by Company.

Suit by Company. Company shall have the first right but not the obligation, to take action in the prosecution, prevention, or termination of any Infringement. Before Company commences an action with respect to any Infringement, it shall consider in good faith the views of Licensors and potential effects on the public interest in making its decision whether to sxxsue. Should Company elect to bring suit against an infringer, it shall keep Licensors reasonably informed of the progress of the action and shall give Licensors a reasonable opportunity in advance to consult with Company and offer its views about major decisions affecting the litigation. Company shall give careful consideration to those views, but shall have the right to control the action; provided, however, that if Company fails to defend in good faith the validity and/or enforceability of the patent within the Licensed Technology Patents and/or the Joint Patents in the action, or if Company’s license to a Valid Claim in the suit terminates, any or both Licensors may elect to take control of the action pursuant to Section 9.3‎9.3. Should Company elect to bring suit against an infringer and one or both Licensors are joined as party plaintiff plaintiffs in any such suit, such Licensor(s) each of the Licensors shall have the right to approve the counsel selected by Company to represent such Licensor(s) Licensors and Company, such approval not to be unreasonably withheld or delayedwithheld. The expenses of such suit or suits that Company elects to bring, including any reasonable, documented, out-of-pocket expenses of Licensor(s) Licensors incurred in conjunction with the prosecution of such suits or the settlement thereof, shall be paid for entirely by Company and Company shall hold Licensor(s) each of the Licensors free, clear and harmless from and against any and all such costs of such litigation, including attorney’s fees which shall be paid by the Company under the legal representation of the Company and the Licensor(s) jointly as described abovefees. Company shall not compromise or settle such litigation without the prior written consent of each of the Licensors, which consent shall not be unreasonably withheld or delayed. In the event Company exercises its right to sxx sue pursuant to this Section 9.2, it shall first reimburse itself out of any sums recovered in such suit or in settlement thereof for all costs and expenses of every kind and character, including reasonable attorney’s fees, necessarily incurred in the prosecution of any such suit. If, after such reimbursement, any funds shall remain from said recovery, then Licensors shall receive an amount equal to twenty twenty-five percent (25%) of such funds and the remaining seventy seventy-five percent (75%) of such funds shall be retained by Company.

Suit by Company. Company shall have the first right but not the obligation, to take action in the prosecution, prevention, or termination of any Infringement. Before Company commences an action with respect to any Infringement, it shall consider in good faith the views of Licensors and potential effects on the public interest in making its decision whether to sxxxxx. Should Company elect to bring suit against an infringer, it shall keep Licensors reasonably informed of the progress of the action and shall give Licensors a reasonable opportunity in advance to consult with Company and offer its views about major decisions affecting the litigation. Company shall give careful consideration to those views, but shall have the right to control the action; provided, however, that if Company fails to defend in good faith the validity and/or enforceability of the patent within the Licensed Technology in the action, or if Company’s license to a Valid Claim in the suit terminates, any or both Licensors may elect to take control of the action pursuant to Section 9.3. Should Company elect to bring suit against an infringer and one or both Licensors are joined as party plaintiff in any such suit, such Licensor(s) shall have the right to approve the counsel selected by Company to represent such Licensor(s) and Company, such approval not to be unreasonably withheld or delayed. The expenses of such suit or suits that Company elects to bring, including any reasonable, documented, out-of-pocket expenses of Licensor(s) incurred in conjunction with the prosecution of such suits or the settlement thereof, shall be paid for entirely by Company and Company shall hold Licensor(s) free, clear and harmless from and against any and all such costs of such litigation, including attorney’s fees which shall be paid by the Company under the legal representation of the Company and the Licensor(s) jointly as described above. Company shall not compromise or settle such litigation without the prior written consent of Licensors, which consent shall not be unreasonably withheld or delayed. In the event Company exercises its right to sxx xxx pursuant to this Section 9.2, it shall first reimburse itself out of any sums recovered in such suit or in settlement thereof for all costs and expenses of every kind and character, including reasonable attorney’s fees, necessarily incurred in the prosecution of any such suit. If, after such reimbursement, any funds shall remain from said recovery, then Licensors shall receive an amount equal to twenty five percent (25%) of such funds and the remaining seventy five (75%) of such funds shall be retained by Company.