Third Party Challenges. There are no claims, judgments, or settlements against, or amounts with respect thereto, made against Landos or any of its Affiliates relating to the Licensed Patent Rights or the Licensed Know-How, and no written claim or litigation has been received by Landos or its Affiliates or, [***], threatened by any Person (i) alleging that the Licensed Patent Rights are invalid or unenforceable, (ii) asserting the misuse of any of the Licensed Patent Rights, (iii) challenging Landos’ Control of the Licensed Patent Rights (i.e., alleging that a Third Party has a right or interest in or to the Licensed Technology), or (iv) alleging misappropriation of the Know-How of any Third Party used in the Development, Manufacture or Commercialization of Licensed Products by or on behalf of Landos prior to the Effective Date.
Third Party Challenges. There are no claims, judgments, or settlements against, or amounts with respect thereto, made against Lyra or any of its Affiliates relating to the Licensed Patent Rights or the Licensed Know-How, and no claim or litigation has been received by Lyra or its Affiliates or, to Lyra’s knowledge, threatened by any Person (i) alleging that the Licensed Patent Rights are invalid or unenforceable, (ii) asserting the misuse of any of the Licensed Patent Rights, (iii) challenging Lyra’s Control of the Licensed Patent Rights (i.e., alleging that a Third Party has a right or interest in or to the Licensed Technology), or (iv) alleging misappropriation of the Know-How of any Third Party used in the Development, Manufacture or Commercialization of Licensed Products by or on behalf of Lyra prior to the Effective Date.
Third Party Challenges. There are no claims, judgments, or settlements against, or amounts with respect thereto, made against Surface or any of its Affiliates relating to the Licensed Patents or the Licensed Know-How. No claim or litigation has been received by Surface or its Affiliates or, to Surface’s knowledge, threatened by any Person (i) alleging that the Licensed Patents are invalid or unenforceable, (ii) challenging Surface’s Control of the Licensed Technology (i.e., alleging that a Third Party has a right or interest in or to the Licensed Technology) or (iii) alleging misappropriation of the Know-How of any Third Party used in the Development, Manufacture or Commercialization of Licensed Antibodies or Licensed Products by or on behalf of Surface prior to the Effective Date.
Third Party Challenges. If a POZEN Patent becomes the subject of any proceeding commenced by a Third Party in connection with an opposition, reexamination request, action for declaratory judgment, nullity action, interference or other attack upon the validity, title or enforceability thereof, then GSK will have the primary right, but not the obligation, to control such defense at its sole cost. GSK will permit POZEN to participate in the proceeding to the extent permissible under law, and to be represented by its own counsel in such proceeding at its expense. If GSK elects not to defend against such action, it will notify POZEN thereof in writing without delay and not less than 30 days prior to any deadline for the initial response or other initial filing in any such proceeding, and POZEN will then have the right to assume defense of such Third Party action at its own expense. If POZEN controls such action, it will not enter into any settlement or other voluntary final disposition of a defense under this Section 8.5 relating to a POZEN Patent if the rights and privileges of GSK under this Agreement would be materially impaired thereby without the prior consent of GSK, such consent not to be unreasonably withheld or delayed. If GSK controls such action, it will not enter into any settlement or other voluntary final disposition of a defense under this Section 8.5 relating to a POZEN Patent without the prior written consent of POZEN, such consent not to be unreasonably withheld or delayed. The control of any enforcement proceeding brought in connection with a Third-Party challenge and the allocation of any recovery arising from such an enforcement action will be subject to Section 8.4(d).
Third Party Challenges. Each Party shall bear its own attorneys’ fees and costs in the defense of any third-party action or proceeding to attack, set aside, void or annul any action by the City on the Specific Plan, or any of the proceedings, acts or determinations taken, done or made prior to or concurrently with the Specific Plan.
Third Party Challenges. Company has not received any written notice of any, and, [***], there are no, Actions, claims, judgments, or settlements against, or amounts with respect thereto, made against Company or any of its Affiliates relating to the Licensed Patents or the Licensed Know-How. [***], no Action, claim or litigation has been brought or, [***], threatened by any Person (i) alleging that the Licensed Patents are invalid or unenforceable, (ii) asserting the misuse or non-infringement or invalidity of any of the Licensed Patents, (iii) challenging Company’s Control of the Licensed Patents, or (iv) alleging misappropriation of the Know-How used in the Development, Manufacture or Commercialization of Licensed Products by or on behalf of Company prior to the Effective Date.
Third Party Challenges. There are no claims, judgments, or settlements against, or amounts with respect thereto, made or, to Sutro’s knowledge, threatened by any Person against Sutro or any of its Affiliates relating to the Licensed Patents or the Licensed Know-How. No claim or notice of proceeding has been received by Sutro or its Affiliates or, to Sutro’s knowledge, threatened by any Person (i) alleging that the Licensed Patents are invalid or unenforceable, (ii) asserting the misuse of any of the Licensed Patents, (iii) challenging Sutro’s Control of the Licensed Patents (i.e., alleging that a Third Party has a right or interest in or to the Licensed Technology) or (iv) alleging misappropriation of the Know-How of any Third Party used in the Development, Manufacture or Commercialization of the Licensed Compound or Licensed Products by or on behalf of Sutro prior to the Effective Date.
Third Party Challenges. Sonder agrees that if (i) Xxxxxx loses the rights to use any Sonder Proprietary Marks or Third Party Marks, or (ii) the use of any Sonder Proprietary Marks or Third Party Marks is challenged by a third party, Marriott may require that (1) if the impacted Sonder Proprietary Marks or Third Party Marks are used in the name of a Property, that the applicable Property be renamed to a name that does not include the applicable Sonder Proprietary Marks or Third Party Marks, or (2) the Collection be renamed to a name that does not include the applicable Sonder Proprietary Marks. Sonder further agrees that if (x) the use of any Sonder Proprietary Marks or Third Party Marks is challenged by a third party, or (y) a Marriott Party is served with a lawsuit or other legal proceeding seeking injunctive relief or damages in relation to a Sonder Proprietary Mark or Third Party Marks, Marriott may immediately cease using the applicable Sonder Proprietary Marks or Third Party Marks within the Marriott Channels (with the Sonder Proprietary Marks or Third Party Marks replaced in the Marriott Channels with a geographic based name). If Marriott ceases to use any Sonder Proprietary Marks or Third Party Marks within Marriott Channels pursuant to this Section 10.5.E, Xxxxxx will nevertheless maintain the right to use the Sonder Proprietary Marks or Third Party Marks outside the Marriott Channels in accordance with this Agreement. 3632659v2 –License Agreement 26
Third Party Challenges. 10.1 In the event that any third party alleges that a Product infringes any intellectual property rights of such third party, Licensor shall indemnify and hold harmless Licensee against any and all claims or damages resulting from such infringement.
10.2 If a Product is held to infringe the intellectual property rights of a third party and Licensee is required to pay a royalty to such party for the right to continue to sell such Product, or if settlement of any claim of rights similarly so requires, Licensor shall be required make such payments or Licensee may terminate this Agreement for cause in accordance with Section 16.0.
Third Party Challenges. In the event any legal action or proceeding is instituted challenging the validity of any provision of this Agreement, the Parties shall cooperate in defending against such challenge. City shall promptly notify Developer of any third-party challenge instituted against the City challenging the validity of this Agreement. Cooperation in defense of all other third-party challenges to the approvals related to the Project or Project Site shall be as provided in the DDA.
