INFRINGEMENT AND OTHER TRADEMARK LITIGATION Sample Clauses

INFRINGEMENT AND OTHER TRADEMARK LITIGATION. A) Licensee shall apprise Licensor as soon as practicable of any possible infringement of the Trademarks which comes to the attention of Licensee. Licensor at its sole cost and expense, and in its own name, shall prosecute and defend any action or proceeding which Licensor deems necessary or desirable to protect the Trademarks, including but not limited to actions or proceedings involving their infringement. Upon written request by Licensor, Licensee shall join Licensor at Licensor's sole cost in any such action or proceeding. In no event shall Licensee commence any action or proceeding to protect the Trademarks or any action or proceeding alleging infringement thereof without the prior written consent of Licensor. In addition, Licensee shall not unilaterally defend any infringement action unless it shall first make written demand upon Licensor so to do, and Licensor shall fail to do so in a timely manner. Any and all damages recovered in any action or proceeding commenced by Licensor shall belong solely and exclusively to Licensor. Notwithstanding the foregoing, Licensee may prosecute and defend, at its sole cost and expense, and in its own name, any action or proceeding to protect its designs or styles, provided, however, that, in connection therewith, Licensee shall indemnify and hold Licensor harmless from any liability (including attorney's fees and costs of defense) arising from any such action or proceeding, or from Licensee's creation or use of its designs or styles.
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INFRINGEMENT AND OTHER TRADEMARK LITIGATION. LICENSOR hereby ------------------------------------------- indemnifies LICENSEE (including its officers and directors) and shall defend it against any claims or suits and hold it harmless against any damages awarded by judgment of a court of competent jurisdiction arising out of or in connection with any claims of Trademark infringement asserted against LICENSEE by third parties relating to LICENSEE's use of the Trademarks as authorized by this Agreement, provided that LICENSEE shall give reasonably prompt notice, cooperation and assistance, other than financial assistance, to LICENSOR relative to any claim or suit, and further provided that LICENSOR shall have the option to undertake the conduct and defense of any suit so brought. LICENSEE shall give written notice to LICENSOR as soon as practicable of any infringement of the Trademarks which comes to the attention of LICENSEE. LICENSOR, at its sole cost and expense and in its own name and at its sole discretion, may prosecute any action or proceeding which LICENSOR deems necessary or desirable to protect the Trademarks, including, but not limited to, actions or proceedings involving infringement of the, Trademarks. LICENSEE may, and upon written request by LICENSOR shall, join LICENSOR in any such action or proceeding. LICENSEE shall not commence any action or proceeding alleging infringement of the Trademarks without prior written consent of LICENSOR. Any and all damages recovered in -any action or proceeding commenced by LICENSOR shall belong solely and exclusively to LICENSOR.
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INFRINGEMENT AND OTHER TRADEMARK LITIGATION. Licensee shall notify Licensor as soon as practicable of any infringement of the Trademarks, or any of them, which comes to Licensee's attention. Licensor at its sole expense, and in its own name, shall prosecute and defend any action or proceeding which Licensor deems necessary or desirable to protect the Trademarks. Licensee may, and upon written request by Licensor shall, join Licensor at Licensor's sole cost in any such action or proceeding. Licensee shall not commence any action or proceeding to protect the Trademarks without the written consent of Licensor and shall not defend any such action without Licensor's written consent. Any damages recovered in any action or proceeding commenced by Licensor shall belong solely and exclusively to Licensor. Licensor shall have no liability to Licensee for any damages awarded or recovered against Licensee, nor shall Licensor have any liability to any other person for any damages awarded to or recovered by such other person, including but not limited to any action or proceeding alleging any violation of any antitrust, trade regulation, unfair competition, or similar statute. If Licensor is made a party to any such action or proceeding, Licensee shall indemnify and hold Licensor harmless from any and all attorneys' fees, costs, damages, liabilities and awards as may be incurred, assessed, imposed or adjudicated by reason thereof; provided, however, that such action or proceeding results from the manufacture or marketing by Licensee of the Licensed Items. Licensor shall indemnify and hold Licensee harmless from any liability arising solely from Licensee's use of the Trademarks licensed hereunder. Licensee may, at its option, choose to be represented in any threatened or actual action or proceeding to which this Paragraph pertains by Licensor's counsel at no cost to Licensee, in which event Licensor shall control such representation. If Licensor's counsel cannot thereafter represent both Licensor and Licensee, Licensor's counsel shall continue to represent Licensor only.
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INFRINGEMENT AND OTHER TRADEMARK LITIGATION 
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Related to INFRINGEMENT AND OTHER TRADEMARK LITIGATION

  • Infringement and Litigation 11.1 Each party shall promptly notify the other in writing in the event that it obtains knowledge of infringing activity by third parties, or is sued or threatened with an infringement suit, in any country in the LICENSED TERRITORY as a result of activities that concern the LICENSED PATENTS, and shall supply the other party with documentation of the infringing activities that it possesses.

  • Intellectual Property Claims Borrower is the sole owner of, or otherwise has the right to use, the Intellectual Property. Except as described on Schedule 5.9,(i) each of the material Copyrights, Trademarks and Patents is valid and enforceable, (ii) no material part of the Intellectual Property has been judged invalid or unenforceable, in whole or in part, and (iii) no claim has been made to Borrower that any material part of the Intellectual Property violates the rights of any third party. Exhibit D is a true, correct and complete list of each of Borrower’s Patents, registered Trademarks, registered Copyrights, and material agreements under which Borrower licenses Intellectual Property from third parties (other than shrink-wrap software licenses), together with application or registration numbers, as applicable, owned by Borrower or any Subsidiary, in each case as of the Closing Date. Borrower is not in material breach of, nor has Borrower failed to perform any material obligations under, any of the foregoing contracts, licenses or agreements and, to Borrower’s knowledge, no third party to any such contract, license or agreement is in material breach thereof or has failed to perform any material obligations thereunder.

  • Trademark Licenses The parties hereby grant to each other non-exclusive, fully-paid, royalty-free licenses to utilize the other party’s trademarks, as follows:

  • Trademark Infringement (a) If either Party learns that a third party is infringing the ACTIMMUNE xxxx, it shall promptly notify the other in writing. The Parties shall use reasonable efforts in cooperation with each other to stop such trademark infringement without litigation.

  • Intellectual Property Matters Each Credit Party and each Subsidiary thereof owns or possesses rights to use all material franchises, licenses, copyrights, copyright applications, patents, patent rights or licenses, patent applications, trademarks, trademark rights, service xxxx, service xxxx rights, trade names, trade name rights, copyrights and other rights with respect to the foregoing which are reasonably necessary to conduct its business. No event has occurred which permits, or after notice or lapse of time or both would permit, the revocation or termination of any such rights, and no Credit Party nor any Subsidiary thereof is liable to any Person for infringement under Applicable Law with respect to any such rights as a result of its business operations.

  • Intellectual Property Infringement To the knowledge of the Company and the Operating Partnership and except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, neither the Company nor any of its Subsidiaries has infringed or is infringing the intellectual property of a third party, and neither the Company nor any of its Subsidiaries has received notice of a claim by a third party to the contrary, except for any such notice that would not reasonably be expected to have a Material Adverse Effect.

  • Patent Licenses (a) Upon payment of the applicable fees as set forth in Appendix B3 and subject to the provisions of this Agreement, Lucent hereby grants to Company during the License Term, a personal, non-transferable (except as permitted in Section 5.08) and non-exclusive license (without any right to sublicense) under (a) patents and/or patent applications listed in Appendix C, (b) patents on sole inventions (as defined in Section 2.03(a) owned by Lucent, to (i) perform the Development Project during the Development Period, and (ii) to make, have made, use, lease, sell, offer to sell and import Licensed Product.

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

  • Infringement Controlled Affiliate shall promptly notify Plan and Plan shall promptly notify BCBSA of any suspected acts of infringement, unfair competition or passing off that may occur in relation to the Licensed Marks and Name. Controlled Affiliate shall not be entitled to require Plan or BCBSA to take any actions or institute any proceedings to prevent infringement, unfair competition or passing off by third parties. Controlled Affiliate agrees to render to Plan and BCBSA, without charge, all reasonable assistance in connection with any matter pertaining to the protection of the Licensed Marks and Name by BCBSA.

  • Infringement of Patents by Third Parties (a) Except as expressly provided in the remainder of this Section 6.3, Intrexon shall have the sole right to take appropriate action against any person or entity directly or indirectly infringing any Intrexon Patent (or asserting that an Intrexon Patent is invalid or unenforceable) (collectively, “Infringement”), either by settlement or lawsuit or other appropriate action.

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