Division of Recoveries. Any recovery received in connection with a suit brought by a Party pursuant to this Section 11.3 shall be retained by the Party initiating such suit. If Cephalon was a party to the suit, then any recovery received in connection with a suit brought pursuant to this Section 11.3 shall be used first to reimburse each Party pro rata for expenses (including attorneys’, professional and expert fees) incurred in such suit, and any balance shall be retained by the Cephalon subject to a payment to the other Party of such other Party’s lost royalties.
Division of Recoveries. All court-awarded judgments recovered in an Enforcement Action shall be first applied to reimburse the controlling Party and then the non-controlling Party's unreimbursed expenses, including without limitation, reasonable attorneys' fees and court costs. Any remainder shall be divided with [*] of the remainder being paid to the controlling Party, and [*] of the remainder being paid to the non-controlling Party.
Division of Recoveries. (i) Any recovery received in connection with a suit brought by RPI pursuant to this Section 13.6 shall be used first to reimburse the Party conducting such suit for expenses (including attorneys', professional and expert fees) incurred in such suit, and any remainder treated as set forth below:
Division of Recoveries. All recoveries from an Enforcement Action shall be first applied to reimburse the controlling party and then the non-controlling party’s unreimbursed expenses, including without limitation, reasonable attorneys’ fees and court costs. Any remainder shall be divided between the parties as follows:
Division of Recoveries. (i) Any recovery received in connection with a suit brought by Schering or RPI pursuant to Section 13.5(a) or (b) shall be used first to reimburse the Party conducting such suit for expenses (including attorneys',
Division of Recoveries. Any recovery of damages received in connection with a suit (including by way of settlement) under Section 8.4(a) involving Program Technology set forth in Section 8.1 (a) or (b) shall be retained by the Party that owns said Program Technology; PROVIDED that any recovery of ordinary damages (including by way of settlement) based upon infringement of Program Technology set forth in Section 8.1 (a) shall be deemed to be Net Sales and Celltech shall pay NeoGenesis an amount calculated in accordance with Section 6.2 to reimburse NeoGenesis for royalties due in respect of lost sales of Licensed Products represented by such ordinary damages. Any recovery of damages received in connection with a suit (including by way of settlement) under Section 8.4(a) involving the Program Technology set forth in Section 8.1 (c) brought by NeoGenesis or Celltech shall be retained by the Party that conducted such suit. Any recovery of damages received in connection with a suit (including by way of settlement) jointly brought by NeoGenesis and Celltech (other than the * = CONFIDENTIAL TREATMENT REQUESTED: MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. assistance that each party is required to provide to the litigating party pursuant to Section 8.4(d) and for which it has been reimbursed) shall be used first to reimburse the Parties, on a pro-rata basis, for all expenses actually incurred in such suit, and any remainder shall divided equally between Celltech and NeoGenesis after payment by Celltech of any obligations it may have to any sublicensee in relation to any recovery.
Division of Recoveries. Any recovery of damages received in connection with a suit (including by way of settlement) under Section 11.3.3(a) involving a Program Invention set forth in Section 11.2.3(a) or (b) shall be retained by the Party that owns said Program Invention. Any recovery of damages received in connection with a suit (including by way of settlement) under Section 11.3.3(a) involving a Program Invention set forth in Section 11.2.3(c) brought by SGI or Celltech shall be retained by the Party that conducted such suit (other than the assistance that each party is required to provide to the litigating party pursuant to Section 11.5 and for which it has been reimbursed). Any recovery of damages received in connection with a suit under Section 11.3.3(a) (including by way of settlement) jointly brought by SGI and Celltech (other than the assistance that each party is required to provide to the litigating party pursuant to Section 11.5 and for which it has been reimbursed) shall be used first to reimburse the Parties, on a pro-rata basis, for all expenses actually incurred in such suit, and any remainder shall be divided equally between Celltech and SGI after payment of any obligations to any Third Party in relation to any recovery; provided, however, that to the extent that any award recovered under this section 11.3.3(c) is attributable to loss of sales of a Licensed Product, the Parties shall negotiate in good faith an appropriate allocation of such award to reflect the economic interests of the Parties under this Agreement with respect to such Licensed Product.
Division of Recoveries. Any recovery obtained by either or both Lilly and BCGT (or any of their respective Affiliates) in connection with or as a result of any action contemplated by this Section 8.5 involving Products or BioNTech Products, whether by settlement or otherwise, shall be shared in order as follows:
Division of Recoveries. Any damages or other monetary awards recovered pursuant to this Section 10.7 shall be allocated first to the costs and expenses of the Party bringing or maintaining the defense of such suit, then to the costs and expenses, if any, of the other Party. In the event that Licensee brings such action, any amounts remaining shall be distributed as follows: the remaining amount of the recovery shall be treated as Net Sales in the calendar quarter received and Schering shall be entitled to a portion of the royalties it would have received on such Net Sales. In the event that Schering brings such action, [*] percent ([*]%) of any amounts remaining shall be payable to Schering and the remaining [*]percent ([*]%) to Licensee.
Division of Recoveries. (i) Any recovery received in connection with a suit brought by Serono pursuant to Section 9.6(a)(i) shall be used first to reimburse Serono for expenses (including reasonable attorneys’ fees) incurred by Serono. Any recovery remaining after reimbursement of Serono’s expenses shall be retained by Serono and deemed to be Net Sales, subject to the royalty fees set forth in Section 7.3. Serono shall pay the applicable royalty fees on such amount as if such amounts had been earned during such calendar quarter.
