THE PATENTS Sample Clauses

THE PATENTS. We have assumed in this agreement that the inventor does not wish to become involved in the expense and time of a patent application. Instead, he is happy to allow the buyer to apply at his own ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .

THE PATENTS. 4.1. During the life of this Agreement Licensor in its sole discretion shall decide what steps shall be taken to obtain patents that have been applied for and to maintain the patents already granted. All costs connected with the maintenance and issuance of patents shall be paid by Licensor. 4.2. Licensee has been informed that Licensor may at its sole discretion discontinue the maintenance of the Licensed Patents or part thereof, and Licensee agrees that it shall not have any right of compensation or any other claim against Licensor based on the fact that the Licensed Patents or some of them may lapse.

THE PATENTS. The original patent application, any patents resulting from said original patent application either directly or indirectly, and any other patent applications or patents granted on The Inventions will be referred to herein as "The Patents".

THE PATENTS. 14.1 DISTRIBUTOR agrees that any Products distributed, promoted, marketed and sold by it will be marked with a notice of patent rights to be provided in due time by HHC, if necessary or required by applicable law to enable the Patents to be enforced to the maximum degree. 14.2 DISTRIBUTOR shall co-operate with HHC as may be reasonably requested by HHC for the purpose of filing for and obtaining patent extensions and supplementary or complementary protection certificates, if available, of the Patents under the relevant applicable laws of the Territory. 14.3 HHC hereby undertakes that it shall use commercially reasonable efforts for the purpose of causing Xxxxxxxx to comply with its obligations under the Xxxxxxxx Agreement with regard to prosecution, maintenance, defence and enforcement of the Patents in the Territory. 14.4 DISTRIBUTOR shall promptly inform HHC in writing upon its becoming aware of any possible third party infringement of the Patents. HHC shall thereafter promptly report the case to Xxxxxxxx in accordance with the relevant provisions of the Xxxxxxxx Agreement, for appropriate action by Xxxxxxxx and/or HHC. DISTRIBUTOR shall provide assistance, bearing exclusively its own reasonable internal costs (where reasonable internal costs in no event shall exceed 10 FTE days), as may be reasonably requested by HHC. 14.5 DISTRIBUTOR shall promptly inform HHC in writing upon its becoming aware of any notice or claim that the distribution, promotion, marketing and sale of the Products in the Territory for the Field in accordance with the terms and conditions of this Agreement infringe any third party’s patent rights, or in the event of the commencement of any suit or action for infringement of any such third party’s rights. HHC shall therefore promptly report the case to Xxxxxxxx in accordance with the relevant provisions of the Xxxxxxxx Agreement, for appropriate action. DISTRIBUTOR shall not settle or compromise any such suit or action without the prior written consent of HHC and shall provide assistance, bearing exclusively its own reasonable internal costs (where reasonable internal costs in no event shall exceed 10 FTE days), as may be reasonably requested by HHC. 14.6 DISTRIBUTOR shall fully co-operate with HHC in connection with any action or proceeding relating to the validity of the Patent, including if required being joined as a necessary party to such action or proceeding.

THE PATENTS. Trademark registrations and Copyright registrations listed in Schedule 1 have been duly and properly issued, and are valid and enforceable;

THE PATENTS. 13.1. LICENSEE shall mark, and shall cause its Affiliates and permitted sublicensees to mark, any Product Commercialized by it with a notice of patent rights or indicia as necessary or desirable under applicable law to enable the Patents to be enforced to the maximum extent permissible under applicable laws. 13.2. LICENSEE shall co-operate with LICENSOR and perform such activities, at LICENSOR’s cost and expense, as may be reasonably requested by LICENSOR from time to time for the purpose of filing for and obtaining patent extensions and supplementary or complementary protection certificates, if available, of the Patents under the relevant applicable laws of each country of the Territory. In addition, LICENSEE shall at the reasonable request of LICENSOR, use Commercially Reasonable Efforts to cooperate with LICENSOR in connection with any Proceeding relating to the validity of the Patents, including, if so required under applicable law, by being joined as a necessary party to any such Proceeding. LICENSOR will reimburse LICENSEE for [**] percent ([**]%) of all reasonable out-of-pocket costs incurred by LICENSEE in joining any such Proceeding. 13.3. Subject to Article 13.4, LICENSOR has the first right to, at LICENSOR’s discretion and expense, file, conduct prosecution with respect to, and maintain, all Patents, in LICENSOR’s name, but LICENSOR shall consult in good faith with LICENSEE regarding such prosecution. LICENSEE will reimburse LICENSOR for [**] percent ([**]%) of all reasonable out-of-pocket costs incurred by LICENSOR in filing, prosecuting, and maintaining the Patents in the Territory within [**] after receipt of any invoice therefor. LICENSOR shall use Commercially Reasonable Efforts to file, conduct prosecution with respect to, and maintain, all Patents sublicensed to LICENSEE under the [**] Contract. 13.4. Subject to Article 13.3, in the event that LICENSOR elects not to seek or continue to seek or maintain patent protection on any Patent in any country in the Territory, with the intent to abandon such Patent without filing any divisional, continuation, continuation-in-part or replacement thereof, then LICENSEE shall have the right (but not the obligation), at its expense, to seek, prosecute and maintain patent protection on such Patent in such country in the Territory in its own name (except that, with respect to any Patent sublicensed to LICENSEE under the [**] Contract, LICENSEE shall only have such right to the extent permitted under the [...

THE PATENTS. 13.1 Both Parties acknowledge and confirm that they are not aware of any Patents being or to be transferred or involved for the purpose of this Agreement.

THE PATENTS. 8.1 The Licensor or the Licensee (as the case may be) shall at the other's written request and cost execute a license in such terms as may be required by or permissible under the relevant Law (but substantially as far as possible in the form set out in schedule 2) in respect of the Patents for registration by the other (and at the other's costs) at the relevant Patent Offices in the Territory so that this present Agreement shall not in any circumstances be registered or recorded unless the parties are required by law so to do. If there shall be any inconsistencies between the terms of any such formal license and the provisions of this Agreement the latter shall prevail.

THE PATENTS the Know-How;

THE PATENTS. 3.1 The Licensor shall not amend the specification of the Patents without the p or approval writing of the Licensee which approval shall not be unreasonably withheld. 3.2 Nothing herein shall impose an obligation on the Licensor to defend any action or proceeding in which a claim or counter-claim is made for revocation of any of the Patents but should the Licensor decide to defend the Patents it shall do so at its own cost.