Common use of Cubist Patents Clause in Contracts

Cubist Patents. Cubist shall be responsible for the filing, prosecution and maintenance of the Cubist Patents at its sole expense; provided, however, that Cubist shall (i) provide Chiron with all material documentation and correspondence from, sent to or filed with patent offices in the Territory regarding the Cubist Patents, (ii) provide Chiron with a reasonable opportunity to review and comment upon all filings with such patent offices in advance of submissions to such patent offices, and (iii) shall consider, in good faith, incorporating any reasonable comments provided by Chiron. If Cubist determines in its sole discretion to abandon or not file or maintain any claim or patent application within the Cubist Patents anywhere in the Territory, then Cubist shall provide Chiron with thirty (30) days prior written notice of such determination, or reasonable notice if the period for determination is less than thirty (30) days, and shall provide Chiron with the opportunity to file, prosecute and maintain such claim or patent application in the Territory in the name of Chiron (or an Affiliate of Chiron) as assignee and Cubist shall assign to Chiron its entire right in such claim or patent application in the Territory, and thereafter Chiron shall be responsible for all costs and expenses in connection with the filing, prosecution or maintenance of any such claim or patent application assigned by Cubist to Chiron pursuant to this Section 8.2(a). Chiron shall also pay for all costs and expenses in connection with any assignment by Cubist to Chiron of any claim or patent application pursuant to this Section 8.2(a). Cubist shall inform Chiron of any patents, information or proceeding of which Cubist becomes aware that relate to Cubist Patents that may adversely impact the validity, title or enforceability of Cubist Patents in the Territory.

Cubist Patents. Cubist shall be responsible for the filing, prosecution and maintenance of the Cubist Patents at its sole expense; provided, however, that Cubist [ ]*. Gilead shall (i) provide Chiron with all material documentation and correspondence from, sent to or filed with patent offices in have the Territory regarding the Cubist Patents, (ii) provide Chiron with a reasonable opportunity right to review and comment upon all filings such prosecution by Cubist of the Cubist Patents in the jurisdictions of the Gilead Territory. To that end, Cubist shall furnish Gilead with copies of each draft submission regarding a Cubist Patent to a patent authority of any jurisdiction of the Gilead Territory no later than [ ]* prior to the date such patent offices submission is proposed to be made, in advance the state that such submission is reasonably in at such time (which may, for example, be in the form of submissions descriptions of experiments and experimental data that may be used to demonstrate an actual reduction to practice of the relevant invention, which experiment may be ongoing) and will [ ]* thereon. If Gilead does not provide Cubist with reasonably timely comments, Cubist shall be free to proceed with its submission or other contemplated action. Cubist will make reasonable efforts to provide Gilead an update to such draft prior to filing to enable Gilead to monitor progress and further comment on the draft and shall provide Gilead with a copy of each submission to a patent offices, and (iii) shall consider, in good faith, incorporating any reasonable comments provided by Chironauthority of a jurisdiction within the Gilead Territory regarding a Cubist Patent [ ]* after making such filing. If Cubist determines in its sole discretion to abandon or not file or maintain any claim or patent application within the Cubist Patents anywhere in the Gilead Territory, then Cubist shall provide Chiron Gilead with thirty (30) days [ ]* prior written notice of such determination, or reasonable notice if the period for determination is less than thirty (30) days, and shall provide Chiron Gilead with the opportunity to file, prosecute and maintain such claim or patent application in the Gilead Territory in the name on behalf of Chiron (or an Affiliate of Chiron) as assignee and Cubist shall assign to Chiron its entire right in such claim or patent application in the Territory, and thereafter Chiron shall be responsible for all costs and expenses in connection with the filing, prosecution or maintenance of any such claim or patent application assigned by Cubist to Chiron pursuant to this Section 8.2(a). Chiron shall also pay for all costs and expenses in connection with any assignment by Cubist to Chiron of any claim or patent application pursuant to this Section 8.2(a)[ ]*. Cubist shall inform Chiron Gilead of any patents, information or proceeding of which *CONFIDENTIAL TREATMENT REQUESTED: MATERIAL HAS BEEN OMITTED AND FILED WITH THE COMMISSION. Cubist becomes aware that relate to Cubist Patents that may adversely impact the validity, title or enforceability of Cubist Patents in the Gilead Territory.

Cubist Patents. Cubist shall be responsible for the filing, prosecution and maintenance of the Cubist Patents at its sole expense; provided, however, that Cubist [*]. Gilead shall (i) provide Chiron with all material documentation and correspondence from, sent to or filed with patent offices in have the Territory regarding the Cubist Patents, (ii) provide Chiron with a reasonable opportunity right to review and comment upon all filings such prosecution by Cubist of the Cubist Patents in the jurisdictions of the Gilead Territory. To that end, Cubist shall furnish Gilead with copies of each draft submission regarding a Cubist Patent to a patent authority of any jurisdiction of the Gilead Territory no later than [ *] prior to the date such patent offices submission is proposed to be made, in advance the state that such submission is reasonably in at such time (which may, for example, be in the form of submissions descriptions of experiments and experimental data that may be used to demonstrate an actual reduction to practice of the relevant invention, which experiment may be ongoing) and will [* ] thereon. If Gilead does not provide Cubist with reasonably timely comments, Cubist shall be free to proceed with its submission or other contemplated action. Cubist will make reasonable efforts to provide Gilead an update to such draft prior to filing to enable Gilead to monitor progress and further comment on the draft and shall provide Gilead with a copy of each submission to a patent offices, and (iii) shall consider, in good faith, incorporating any reasonable comments provided by Chironauthority of a jurisdiction within the Gilead Territory regarding a Cubist Patent [*] after making such filing. If Cubist determines in its sole discretion to abandon or not file or maintain any claim or patent application within the Cubist Patents anywhere in the Gilead Territory, then Cubist shall provide Chiron Gilead with thirty (30) days [* ] prior written notice of such determination, or reasonable notice if the period for determination is less than thirty (30) days, and shall provide Chiron Gilead with the opportunity to file, prosecute and maintain such claim or patent application in the Gilead Territory in the name on behalf of Chiron (or an Affiliate of Chiron) as assignee and Cubist shall assign to Chiron its entire right in such claim or patent application in the Territory, and thereafter Chiron shall be responsible for all costs and expenses in connection with the filing, prosecution or maintenance of any such claim or patent application assigned by Cubist to Chiron pursuant to this Section 8.2(a). Chiron shall also pay for all costs and expenses in connection with any assignment by Cubist to Chiron of any claim or patent application pursuant to this Section 8.2(a)[*]. Cubist shall inform Chiron Gilead of any patents, information or proceeding of which Cubist becomes aware that relate to Cubist Patents that may adversely impact the validity, title or enforceability of Cubist Patents in the Gilead Territory.

Cubist Patents. Cubist shall be responsible for the filing, prosecution and maintenance of the Cubist Patents at its sole expense; providedPROVIDED, howeverHOWEVER, that Cubist shall (i) provide Chiron with all material documentation and correspondence from, sent to or filed with patent offices in the Territory regarding the Cubist Patents, (ii) provide Chiron with a reasonable opportunity to review and comment upon all filings with such patent offices in advance of submissions to such patent offices, and (iii) shall consider, in good faith, incorporating any reasonable comments provided by Chiron. If Cubist determines in its sole discretion to abandon or not file or maintain any claim or patent application within the Cubist Patents anywhere in the Territory, then Cubist shall provide Chiron with thirty (30) days prior written notice of such determination, or reasonable notice if the period for determination is less than thirty (30) days, and shall provide Chiron with the opportunity to file, prosecute and maintain such claim or patent application in the Territory in the name of Chiron (or an Affiliate of Chiron) as assignee and Cubist shall assign to Chiron its entire right in such claim or patent application in the Territory, and thereafter Chiron shall be responsible for all costs and expenses in connection with the filing, prosecution or maintenance of any such claim or patent application assigned by Cubist to Chiron pursuant to this Section 8.2(a). Chiron shall also pay for all costs and expenses in connection with any assignment by Cubist to Chiron of any claim or patent application pursuant to this Section 8.2(a). Cubist shall inform Chiron of any patents, information or proceeding of which Cubist becomes aware that relate to Cubist Patents that may adversely impact the validity, title or enforceability of Cubist Patents in the Territory.