Common use of Covenant Concerning Certain Gilead Patents Clause in Contracts

Covenant Concerning Certain Gilead Patents. Gilead covenants and agrees that it shall not, at any time during the term of this Agreement, bring any claim or proceeding of any kind or nature against Licensee in relation to any of the pending and issued patents identified in Appendix 4 hereto (the “Emtricitabine Patents”) to the extent that Licensee decides to make, use, sell, have sold and export any Product in the Territory that may infringe any claims covering the manufacture, use and sale of emtricitabine (or “FTC”) contained in such Emtricitabine Patents. In the event Licensee terminates its license with respect to TDF pursuant to Section 10.5 (a “TDF Termination”), Gilead covenants and agrees that it shall not, during the term of this Agreement, bring a claim or proceeding of any kind against Licensee in relation to the Emtricitabine Patents with respect to Licensee’s manufacture, use or sale of Products that incorporate TDF and FTC as active pharmaceutical ingredients (such Products, “TDF/FTC Products”) in the TDF Territory. For clarity, upon a TDF Termination, nothing set forth in this Section 7.5 shall be interpreted to prevent Gilead from enforcing any right, title or interest in any of its proprietary rights covering TDF (including the TDF Patents) against Licensee with respect to its activities related to TDF/FTC Products in the TDF-TAF Territory, or from enforcing any right, title or interest in any of its proprietary rights covering FTC (including the Emtricitabine Patents) against Licensee with respect to its activities related to TDF/FTC Products outside the TDF-TAF Territory.

Covenant Concerning Certain Gilead Patents. Gilead covenants and agrees that it shall not, at any time during the term of this Agreement, bring any claim or proceeding of any kind or nature against Licensee in relation to any of the pending and issued patents identified in Appendix 4 hereto (the “Emtricitabine Patents”) to the extent that Licensee decides to make, use, sell, have sold and export any Product in the Territory that may infringe any claims covering the manufacture, use and sale of emtricitabine (or “FTC”) contained in such Emtricitabine Patents. In the event Licensee terminates its license with respect to TDF pursuant to Section 10.5 (a “TDF Termination”), Gilead covenants and agrees that it shall not, during the term of this Agreement, bring a claim or proceeding of any kind against Licensee in relation to the Emtricitabine Patents with respect to Licensee’s manufacture, use or sale of Products that incorporate TDF and FTC as active pharmaceutical ingredients (such Products, “TDF/FTC Products”) in the TDF Territory. For clarity, upon a TDF Termination, nothing set forth in this Section 7.5 shall be interpreted to prevent Gilead from enforcing any right, title or interest in any of its proprietary rights covering TDF (including the TDF Patents) against Licensee with respect to its activities related to TDF/FTC Products in the TDF-TAF TDF Territory, or from enforcing any right, title or interest in any of its proprietary rights covering FTC (including the Emtricitabine Patents) against Licensee with respect to its activities related to TDF/FTC Products outside the TDF-TAF TDF Territory.

Covenant Concerning Certain Gilead Patents. Gilead covenants and agrees that it shall not, at any time during the term of this Agreement, bring any claim or proceeding of any kind or nature against Licensee in relation to any of the pending and issued patents identified in Appendix 4 3 hereto (the “Emtricitabine Patents”) to the extent that Licensee decides to make, use, sell, have sold and export any Product in the Territory that may infringe any claims covering the manufacture, use and sale of emtricitabine (or “FTC”) contained in such Emtricitabine Patents. In the event Licensee terminates its license with respect to TDF pursuant to Section 10.5 (a “TDF Termination”), Gilead covenants and agrees that it shall not, during the term of this Agreement, bring a claim or proceeding of any kind against Licensee in relation to the Emtricitabine Patents with respect to Licensee’s manufacture, use or sale of Products that incorporate TDF and FTC as active pharmaceutical ingredients (such Products, “TDF/FTC Products”) in the TDF Territory. For clarity, upon a TDF Termination, nothing set forth in this Section 7.5 shall be interpreted to prevent Gilead from enforcing any right, title or interest in any of its proprietary rights covering TDF (including the TDF Patents) against Licensee with respect to its activities related to TDF/FTC Products in the TDF-TAF Territory, or from enforcing any right, title or interest in any of its proprietary rights covering FTC (including the Emtricitabine Patents) against Licensee with respect to its activities related to TDF/FTC Products outside the TDF-TAF Territory.