Common use of Third Party Infringement Claims Clause in Contracts

Third Party Infringement Claims. Each Party shall promptly notify the other in writing of any allegation by a Third Party that the activity of either of the Parties pursuant to this Agreement infringes or may infringe the intellectual property rights of such Third Party. Each Party shall have the sole right to control defense of any such claim involving alleged infringement of Third Party rights by such Party’s activities at its own expense and by counsel of its own choice. Neither Party shall have the right to settle any patent infringement litigation under this Section 4.5 relating to the Licensed Patents in a manner that admits liability on the part of, or diminishes the rights or interests of, the other Party without the consent of such other Party (which shall not be unreasonably withheld, conditioned, or delayed).

Third Party Infringement Claims. Each Party party shall promptly notify the other in writing of any allegation by a Third Party that the activity of either of the Parties parties pursuant to this Agreement infringes or may infringe the intellectual property rights of such Third Party. Each Party A party shall have the sole right to control any defense of any such claim involving alleged infringement of Third Party rights by such Partyparty’s activities at its own expense and by counsel of its own choice. Neither Party party shall have the right to settle any patent infringement litigation under this Section 4.5 5.5 relating to the Licensed Patents or Program Patents in a manner that admits liability on the part of, or diminishes the rights or interests of, of the other Party party without the consent of such other Party party (which shall not be unreasonably withheld, conditioned, or delayed).