Common use of Declaratory Actions Clause in Contracts

Declaratory Actions. In the event that a declaratory judgment action alleging invalidity or non-infringement of any of the Metasyn Patent Rights in the Territory shall be brought against DRL, DRL shall notify Metasyn in writing, and the parties shall consult concerning the action to be taken. Metasyn, at its sole option, shall have the right, within thirty (30) days after commencement of such action, to intervene, take over and duly prosecute the sole defense of the action at its own expense. DRL shall have no obligation to defend any such action, but DRL shall have the right to join in the defense of any such suit or action, and in such event, shall pay [ ]* of the cost of such suit or action. In such event, Metasyn will confer with DRL prior to making any decision regarding settlement or other significant decisions regarding the suit or action and no such decision will be made without DRL's consent, which consent will not be unreasonably withheld or delayed. If DRL has joined in the defense of such action, then DRL may [ ]* provided that it applies the same toward reimbursement of any expenses it has incurred in connection with such action, including reasonable attorneys fees, in accordance with the following procedures: (i) DRL may not prospectively [ ]*, but must actually incur an expense [ ]* and (ii) any expenses incurred by DRL may [ ]* in which the expenses were incurred.

Declaratory Actions. In the event that a declaratory judgment action alleging invalidity or non-infringement of any of the Metasyn MGH Patent Rights in the Territory shall be brought against DRL, DRL shall notify Metasyn and MGH in writing, and the parties shall consult concerning the action to be taken. MGH, at its option, shall have the right within thirty (30) days after commencement of such action to intervene and take over the sole defense of the action at its expense. If MGH does not exercise the said option, Metasyn, at its sole option, shall have the right, within thirty sixty (3060) days after commencement of such action, to intervene, take over and duly prosecute the sole defense of the action at its own expense. DRL shall have no obligation to defend any such action, but DRL shall have the right to join in the defense of any such suit or actionaction by Metasyn, and in such event, shall pay [ ]* of the cost of such suit or action. In such event, Metasyn will confer with DRL prior to making any decision regarding settlement or other significant decisions regarding the suit or action and no such decision will be made without DRL's consent, which consent will not be unreasonably withheld or delayed. If DRL has joined in the defense of such action, then DRL may [ ]* provided that it applies the same toward reimbursement of any expenses it has incurred in connection with such action, including reasonable attorneys fees, in accordance with the following procedures: (i) DRL may not prospectively [ ]*, but must actually incur an expense [ ]* and (ii) any expenses incurred by DRL may [ ]* in which the expenses were incurred.