Common use of Suit for Infringement Clause in Contracts

Suit for Infringement. (a) During the term of this Agreement, Arena shall be responsible for enforcement of the Arena Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Lilly agrees to provide reasonable assistance (except for financial assistance) to Arena in the enforcement of Arena Patent Rights. Lilly may join such action as initiated by Arena with counsel at Lilly's own expense and seek its own damages and other relief where such infringement may affect Lilly's rights under this Agreement. If, within ninety (90) days of Lilly's giving notice to Arena of a Third Party infringement in the Territory, Arena fails to institute the infringement suit that Lilly reasonably feels is required, Lilly may institute such infringement proceedings against said Third Party at Lilly's expense and Lilly shall have the right to receive all the amounts payable by said Third Party as a result of such proceedings. (b) During the term of this Agreement, Lilly shall be responsible for enforcement of the Lilly Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Arena agrees to provide reasonable assistance (except for financial assistance) to Lilly in the enforcement of Lilly Patent Rights. (c) In the event a claim of patent infringement is made against Lilly by a Third Party in the Territory by reasons of Lilly's commercial activities hereunder, Lilly and Arena shall meet to analyze the infringement claim and avoidance of the same. If it is necessary to obtain an appropriate license from such a Third Party, the Parties shall, in negotiating such a license, make every effort to minimize the amount of license fees and/or royalties payable to such Third Party and (i) in case that such license is related to CART Activation Technology, Arena shall be responsible for such license fees and/or royalties, (ii) in the case that such license is related to CART Identified Compound(s) and/or Drug Product(s), Lilly shall be responsible for such license fees and/or royalties, and (iii) in all other cases, Arena shall be responsible for such license fees and/or royalties.

Suit for Infringement. (a) During the term of this Agreement, Arena shall be responsible for enforcement of the Arena Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Lilly agrees Fujisawa agree to provide reasonable assistance (except for financial assistance) assistance to Arena in the enforcement of Arena Patent Rights. Lilly Rights and Fujisawa may join such action as initiated by Arena with counsel at Lilly's its own expense and seek its own damages and other relief where such infringement may affect Lilly's rights under this Agreementrelief. If, If within ninety (90) days of LillyFujisawa's giving notice to Arena of a Third Party infringement in the Territory, Territory Arena fails to institute the infringement suit that Lilly Fujisawa reasonably feels is required, Lilly Fujisawa may institute such infringement proceedings against said Third Party at Lilly's its expense and Lilly Fujisawa shall have the right to receive all the amounts payable by said Third Party as a result of such proceedings. And in such case, Fujisawa shall also have the right at any time thereafter to cease paying royalties on *********************of the Royalty Payment of Drug Product so long as infringement exists in the Territory. (b) During the term of this Agreement, Lilly shall be responsible for enforcement of the Lilly Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Arena agrees to provide reasonable assistance (except for financial assistance) to Lilly in the enforcement of Lilly Patent Rights. (c) In the event a claim of patent infringement is made against Lilly Fujisawa by a Third Party in the Territory by reasons of LillyFujisawa's commercial activities hereunder, Lilly Fujisawa and Arena shall meet to analyze the infringement claim and avoidance of the same. If it is necessary to obtain an appropriate license from such a Third Party, the Parties shall, in negotiating such a license, make every effort efforts to minimize the amount of license fees and/or royalties payable to such Third Party and (i) in case that such license is related to CART Arena Activation Technology, Arena shall be responsible for such license fees and/or royalties, (ii) in the case that such license is related to CART Identified Compound(s) Fujisawa Activated Receptor and/or Drug Product(s), Lilly shall be responsible for such license fees and/or royalties, and (iii) in all other casesFujisawa Receptor Assay, Arena shall be responsible for a half amount of such license fees and/or royalties.

Suit for Infringement. (a) During the term of this Agreement, Arena shall be responsible for enforcement of the Arena Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Lilly agrees Taisho agree to provide reasonable assistance (except for financial assistance) assistance to Arena in the enforcement of Arena Patent Rights. Lilly Rights and Taisho may join such action as initiated by Arena with counsel at Lilly's its own expense and seek its own damages and other relief where such infringement may affect Lilly's rights under this Agreementrelief. If, within ninety (90) days of LillyTaisho's giving notice to Arena of a Third Party infringement in the Territory, Arena fails to institute the infringement suit that Lilly Taisho reasonably feels is required, Lilly Taisho may institute such infringement proceedings against said Third Party at Lilly's its expense and Lilly Taisho shall have the right to receive all the amounts payable by said Third Party as a result of such proceedings. (b) During the term of this Agreement, Lilly shall be responsible for enforcement of the Lilly Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Arena agrees to provide reasonable assistance (except for financial assistance) to Lilly in the enforcement of Lilly Patent Rights. (c) In the event a claim of patent infringement is made against Lilly Taisho by a Third Party in the Territory by reasons of LillyTaisho's commercial activities hereunder, Lilly Taisho and Arena shall meet to analyze the infringement claim and avoidance of the same. If it is necessary to obtain an appropriate license from such a Third Party, the Parties shall, in negotiating such a license, make every effort efforts to minimize the amount of license fees and/or royalties payable to such Third Party and (i) in case that such license is related to CART Arena Activation Technology, Arena shall be responsible for such license fees and/or royalties, (ii) in the case that such license is related to Taisho Selected GPCR and/or Taisho Activated Receptor and/or Screening Assay, and/or CART Identified Compound(s) Compound, and/or Drug Product(s)Product, Lilly Taisho shall be responsible for such license fees and/or royalties, and (iii) in all other cases, Arena shall be responsible for such license fees and/or royalties.ARTICLE XIV

Suit for Infringement. (a) During the term of this Agreement, Arena shall be responsible for enforcement of the Arena Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Lilly Taisho agrees to provide reasonable assistance (except for financial assistance) assistance to Arena in the enforcement of Arena Patent Rights. Lilly Rights and Taisho may join such action as initiated by Arena with counsel at Lilly's its own expense and seek its own damages and other relief where such infringement may affect Lilly's rights under this Agreementrelief. If, within ninety (90) days of LillyTaisho's giving notice Notice to Arena of a Third Party infringement in the Territory, Arena fails to institute the infringement suit that Lilly Taisho reasonably feels is required, Lilly Taisho may institute such infringement proceedings against said Third Party at Lilly's its expense and Lilly Taisho shall have the right to receive all the amounts payable by said Third Party as a result of such proceedings. (b) During the term of this Agreement, Lilly shall be responsible for enforcement of the Lilly Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Arena agrees to provide reasonable assistance (except for financial assistance) to Lilly in the enforcement of Lilly Patent Rights. (c) In the event a claim of patent infringement is made against Lilly Taisho by a Third Party in the Territory by reasons of LillyTaisho's commercial activities hereunder, Lilly Taisho and Arena shall meet to analyze the infringement claim and avoidance of the same. If it is necessary to obtain an appropriate license from such a Third Party, the Parties shall, in negotiating such a license, make every effort efforts to minimize the amount of license fees and/or royalties payable to such Third Party and (i) in case that such license is related to CART Arena Activation Technology, Arena shall be responsible for such license fees and/or royalties, (ii) in the case that such license is related to [***********] and/or Taisho Activated Receptor and/or Screening Assay, and/or CART Identified Compound(s) Compound, and/or Drug Product(s)Product comprising a CART Identified Compound, Lilly shall be responsible for such license fees and/or royalties, and (iii) in all other cases, Arena Taisho shall be responsible for such license fees and/or royalties.

Suit for Infringement. (a) During the term of this Agreement, Arena shall be responsible for enforcement of the Arena Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Lilly ICI agrees to provide reasonable assistance (assistance, except for financial assistance) assistance to Arena Arena, in the enforcement of Arena Patent Rights. Lilly Rights and ICI may join such action as initiated by Arena with counsel at Lilly's its own expense and seek its own damages and other relief where such infringement may affect Lilly's rights under this Agreementrelief. If, If within ninety (90) days of LillyICI's giving notice Notice to Arena of a Third Party infringement in the Territory, Territory Arena fails to institute the infringement suit that Lilly ICI reasonably feels is required, Lilly ICI may institute such infringement proceedings against said Third Party at Lilly's its own expense and Lilly ICI shall have the right to receive all the amounts payable by said Third Party as a result of such proceedings. (b) During the term of this Agreement, Lilly shall be responsible for enforcement of the Lilly Patent Rights including, but not limited to, the bringing of an action for patent infringement, selection of the forum for such action, and counsel, settlement of any such action, and the costs devoted to such action. Arena agrees to provide reasonable assistance (except for financial assistance) to Lilly in the enforcement of Lilly Patent Rights. (c) In the event a claim of patent infringement is made against Lilly ICI by a Third Party in the Territory by reasons of LillyICI's commercial activities hereunder, Lilly ICI and Arena shall meet to analyze the infringement claim and avoidance of the same. If it is necessary to obtain an appropriate license from such a Third Party, the Parties shall, in negotiating such a license, make every effort to minimize the amount of license fees and/or royalties payable to such Third Party and (i) in case that such license is related to CART Arena Activation Technology, a CART Activated Receptor and/or an Enabled Screening Assay, 11 CONFIDENTIAL Arena shall be responsible for such license fees and/or royalties, (ii) in the case that such license is related to a CART Identified Compound(s) Compound, and/or Drug Product(s)Product, Lilly ICI shall be responsible for such license fees and/or royalties, and (iii) in all other cases, Arena shall be responsible a for such license fees and/or royalties.