Common use of Third Party Claims of Infringement Clause in Contracts

Third Party Claims of Infringement. If the manufacture, use, or sale of any Program Technology pursuant to this Agreement results in any claim, suit, or proceeding alleging patent infringement against Symyx or ExxonMobil (or their Affiliates or Licensees), such party shall promptly notify the other party hereto in writing setting forth the facts of such claims in reasonable detail. Each party agrees to use commercially reasonable efforts to render assistance to the other party in defending such claims of infringement as the defendant may reasonably request. The defendant shall have the * right and obligation to defend and control the defense of any such claim, suit, or proceeding, at its own expense, using counsel of its own choice; provided, however, it shall not enter into any settlement that admits or concedes that any Program Patent is invalid or unenforceable without the prior written consent of the other party, which shall not be unreasonably withheld. The defendant shall keep the other party hereto reasonably informed of all material developments in connection with any such claim, suit, or proceeding. Additionally, Symyx will notify ExxonMobil of any claim, suit, or proceeding alleging patent infringement against Symyx relating to Combinatorial Chemistry activities performed by Symyx under this Agreement.

Third Party Claims of Infringement. If the manufacture, use, use or sale of any Program Technology pursuant to this Agreement results in any claim, suit, suit or proceeding alleging patent infringement against Symyx Guardian or ExxonMobil (Intermolecular, the party named as the defendant in that claim, suit or their Affiliates or Licensees), such party [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. proceeding shall promptly notify the other party hereto in writing setting forth the facts of such claims in reasonable detail. Each party agrees to use commercially reasonable efforts to render assistance to the other party in defending such claims of infringement as the defendant may reasonably request. The named defendant shall have the * exclusive right and obligation to defend and control the defense of any such claim, suit, or proceeding, at its own expense, using counsel of its own choice; provided, however, it defendant shall not enter into any settlement that which admits or concedes that any aspect of the Program Patent Technology is invalid or unenforceable unenforceable, without the prior written consent of the other party, which shall such consent not to be unreasonably conditioned, delayed or withheld. The named defendant shall keep the other party hereto reasonably informed of all material developments in connection with any such claim, suit, suit or proceeding. AdditionallyThe other party shall, Symyx will notify ExxonMobil upon request, provide reasonable assistance and cooperation to the named defendant and may elect to participate in the defense of any the claim, suitsuit or proceeding, or proceeding alleging patent infringement against Symyx relating to Combinatorial Chemistry activities performed by Symyx under this Agreementat its own expense using counsel of its own choice.

Third Party Claims of Infringement. If the manufacture, use, use or sale of any Program Technology pursuant to this Agreement results in any claim, suit, suit or proceeding alleging patent infringement against Symyx Kronos or ExxonMobil (Tessera, the party named as the defendant in that claim, suit or their Affiliates or Licensees), such party proceeding shall promptly notify the other party hereto in writing setting forth the facts of such claims in reasonable detail. Each party agrees to use commercially reasonable efforts to render assistance Kronos, to the other party in defending extent that such claims claim, suit or proceeding relates to electrostatic fluid accelerators outside of infringement as the defendant may reasonably request. The defendant Field, or Tessera, to the extent that such claim, suit or proceeding relates to the Field, shall have the * exclusive right and obligation to defend and control the defense of any such claim, suit, or proceeding, at its own expense, using counsel of its own choice; provided, however, it neither the defendant nor the defending party shall not enter into any settlement that which admits or concedes that any aspect of the Program Patent Technology is invalid or unenforceable or materially affects the rights of the other party, or does not unconditionally release the other party from liability, without the prior written consent of the other party, which shall not be unreasonably withheld. The defendant defending party shall keep the other party hereto reasonably informed of all material developments in connection with any such claim, suit, suit or proceeding. AdditionallyThe other party shall, Symyx will notify ExxonMobil upon request, provide reasonable assistance and cooperation to the defending party and may elect to participate in the defense of any the claim, suitsuit or proceeding, or proceeding alleging patent infringement against Symyx relating to Combinatorial Chemistry activities performed by Symyx under this Agreementat its own expense using counsel of its own choice.