Common use of Trademark Enforcement Clause in Contracts

Trademark Enforcement. The Party that owns (the “Trademark Owner”) the applicable Trademark (whether AcelRx Trademarks, Assigned Trademarks or Grünenthal Trademarks), shall have the right to take appropriate steps to protect its Trademark from all harmful or wrongful activities of Third Parties in the Territory. The steps the Trademark Owner may take include, but are not limited to, the filing and prosecution of: (a) litigation against infringement or unfair competition by Third Parties; (b) opposition proceedings against applications for trademark or service xxxx registration for marks that are confusingly similar to any one or more of such Trademarks; (c) cancellation proceedings against registration of marks that are confusingly similar to any one or more of such Trademarks; and (d) other appropriate administrative actions. The Trademark Owner shall have the right to include the other Party, at the Trademark Owner’s cost, in such litigation, opposition, cancellation or other proceedings when necessary or appropriate. Such other Party shall cooperate with the Trademark Owner in any such proceeding by providing oral testimony and documentary and other relevant evidence at reasonable cost to the Trademark Owner. Any amounts obtained in connection with any such proceeding (whether awarded by a court, received in settlement or otherwise) shall be paid to the Trademark Owner. If the Trademark Owner and the other Party mutually agree to jointly participate in any litigation or other proceeding with respect to such any Trademark, their respective responsibilities, contributions to the costs and their participation in any recoveries will be agreed upon in writing before undertaking such action. If the other Party desires to file litigation or other proceeding against a Third Party, and the Trademark Owner declines to commence such litigation or proceeding, the other Party shall be entitled to commence and prosecute the litigation or proceeding at its own expense, and shall be entitled to all monetary damages and other benefits received as a result, and in such event, at the other Party’s expense, the Trademark Owner shall cooperate with such other Party in the prosecution of such litigation or proceeding. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Trademark Enforcement. The Party 5.1 In the event that owns (Burgers learns of any infringement or unauthorized use of any of the “Trademark Owner”) the applicable Trademark (whether AcelRx Trademarks, Assigned Trademarks or Grünenthal Trademarks), it shall have promptly notify BYB. BYB has the right to take appropriate steps transmit notices of infringement to protect its Trademark from all harmful or wrongful activities of Third Parties in the Territorybring infringement actions against infringing parties. The steps the Trademark Owner may take includeIf requested to do so, but are not limited to, the filing and prosecution of: (a) litigation against infringement or unfair competition by Third Parties; (b) opposition proceedings against applications for trademark or service xxxx registration for marks that are confusingly similar to any one or more of such Trademarks; (c) cancellation proceedings against registration of marks that are confusingly similar to any one or more of such Trademarks; and (d) other appropriate administrative actions. The Trademark Owner shall have the right to include the other Party, at the Trademark Owner’s cost, in such litigation, opposition, cancellation or other proceedings when necessary or appropriate. Such other Party Burgers shall cooperate with the Trademark Owner and assist BYB in any such proceeding by providing oral testimony and documentary and other relevant evidence action, including joining the action as a party if necessary, at reasonable cost to the Trademark OwnerBYB's expense. Any amounts obtained award, or portion of an award, recovered by BYB in connection with any such action or proceeding (whether awarded commenced by a courtBYB shall belong solely to BYB after recovery by both parties of their respective actual out-of-pocket costs. 5.2 If BYB determines not to bring any such action, received Burgers may then bring such action in settlement or otherwise) its own name at its own expense provided it obtains the consent of BYB, which consent shall not be paid to the Trademark Ownerunreasonably withheld. If the Trademark Owner and the other Party mutually agree requested to jointly participate do so, BYB shall cooperate with Burgers in any litigation such action, including joining the action as a party if necessary, at Burgers' expense. Any award, or other proceeding with respect portion of an award, recovered by Burgers shall belong solely to such any Trademark, Burgers after recovery by both parties of their respective responsibilitiesactual out-of-pocket costs. 5.3 In the event a third party institutes an infringement action against Burgers for its use of the Trademarks as provided in this Agreement, contributions to the costs and their participation Burgers shall promptly notify BYB of such suit in any recoveries will be agreed upon in writing before undertaking such actionwriting. If the other Party desires to file litigation or other proceeding against a Third PartyBYB shall defend, and the Trademark Owner declines to commence such litigation or proceeding, the other Party shall be entitled to commence and prosecute the litigation or proceeding at its own expense, and shall be entitled to all monetary damages and other benefits received as a resultany such action, and Burgers shall cooperate in such eventdefense as reasonably requested by BYB, at the other Party’s BYB's expense, the Trademark Owner . BYB shall cooperate with pay all judgments and settlements resulting from such other Party suits. Any award received by BYB in the prosecution of such litigation or proceeding. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted an action shall belong solely to BYB. 5.4 BYB and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 Burgers shall keep one another informed of the Securities Exchange Act of 1934status of, as amendedand their respective activities regarding, any litigation concerning the Trademarks. Burgers may not enter into a settlement or consent judgment involving the trademarks, however, unless it obtains BYB's prior written consent.