Examples of Santarus Patents in a sentence
It is understood and agreed that, with respect to Patents within the Santarus Patents that are owned by a Third Party and licensed to Santarus, the provisions set forth in this Section 8.4 shall apply only to the extent consistent with Santarus’ rights under the applicable in-license for such Santarus Patents.
As between the Parties, Santarus shall have the right, to control the Prosecution and Maintenance of the Santarus Patents using counsel of its choice and GSK agrees to reimburse Santarus for Santarus’ reasonable out-of-pocket expenses (including amounts reimbursed therefor to UMissouri or any other licensor of Santarus Patents) in connection with such activities with respect to the GSK Territory as they are incurred.
There are no existing or, to Santarus’ knowledge, threatened litigation actions, suits, claims, proceedings or governmental investigations in the GSK Territory involving Licensed Products or Santarus Patents by or against Santarus or any of its Affiliates.
Unless the Parties otherwise mutually agree in writing, Santarus shall have the initial right, using counsel of its choice, to enforce the Santarus Patents or defend any declaratory action with respect thereto (an “Enforcement Action”), at its expense, and GSK shall give all reasonable assistance (excluding financial assistance) to Santarus in such Enforcement Action, at Santarus’ expense.
Upon the request of GSK, the Parties shall discuss in good faith the filing at GSK’s expense of any continuation, continuation-in-part or divisional to any patent or patent application within the Santarus Patents to be filed in the GSK Territory beyond those Santarus may elect to file, which continuation, continuation-in-part or divisional contains claims that are subject to GSK’s license rights under this Agreement.
Except as provided in the Missouri Agreement or as otherwise described on Exhibit 1.36, Santarus is the sole and exclusive owner or exclusive licensee of the rights under each of the Santarus Patents granted to GSK pursuant to Section 2.1.1, and to Santarus’ knowledge, all maintenance fees and annual payments due for the Santarus Patents have been paid.
For the sole purpose of verifying amounts relating to this Agreement, Santarus shall have the right no more than one time each calendar year, at its own expense, to have agents or representatives of Santarus or any of its licensors of Santarus Patents review such records for the twelve (12) Calendar Quarters preceding such review in the location(s) where such records are maintained by GSK and its Affiliates upon reasonable notice and during regular business hours.
GSK may elect upon thirty (30) days’ prior written notice to Santarus not to continue paying for Prosecution and Maintenance of any Santarus Patent, in which case, the Patent shall be excluded from the Santarus Patents and all of GSK’s license rights under such Patent shall cease as of the effective date of GSK’s notice.
As between the Parties, Santarus shall have the sole right, to control the Prosecution and Maintenance of the Other Santarus Patents using counsel of its choice and Norgine agrees to reimburse Santarus for Santarus’ reasonable out-of-pocket expenses (including amounts reimbursed therefor to any other licensor of Santarus Patents) in connection with such activities with respect to the Territory as they are incurred.
Unless the Parties otherwise mutually agree, Santarus shall have the initial right, using counsel of its choice, to enforce the Santarus Patents or defend any declaratory action with respect thereto, at its expense, and Schering shall give all reasonable assistance (excluding financial assistance) to Santarus in such action, at Santarus’ expense.