Joint Action. Except as otherwise expressly set forth above, the ------------ Joint Operations Committee shall take all other actions that have been approved by a majority of the Committee Members.
Joint Action. If Arcutis notifies Hengrui that it (and/or its Sublicensee) desires to institute suit against such Third Party with respect to a Covered Infringement, and Hengrui notifies Arcutis within thirty (30) days after receipt of such notice that Hengrui desires to institute suit jointly, the suit shall be brought jointly in the names of both Parties and all costs thereof shall be borne equally. Recoveries, if any, whether by judgment, award, decree or settlement, shall, after the reimbursement of each of Hengrui and Arcutis for its share of the joint costs in such action, be shared in relation to the damages suffered by each Party.
Joint Action. If a third party infringes any Patent Rights and any relevant patent owned by Licensee, Licensor and Licensee may elect to jointly bring (or jointly defend in a declaratory judgement action) a suit, action or proceeding to stop all Third Party Infringement and infringement of patents owned by Licensee, and will equally share all costs and expenses, including reasonable attorneys' fees, involved in such suit. In the event that Licensor and Licensee jointly bring a suit, any sums recovered in such suit or in settlement thereof shall be distributed as follows: (i) first to Licensor and Licensee for reimbursement for all costs and expenses, including reasonable attorneys' fees, involved in such suit; (ii) second to Licensor for accrued and unpaid royalties; if any; and (iii) the balance, if any, *** percent (***%) to Licensee and *** percent (***%) to Licensor. If one party hereto elects not to join in such suit after ninety (90) days notice, the other party many proceed with the suit as provided in Section 10.a or 10.b, as the case may be.
Joint Action. Notwithstanding anything to the contrary herein, the Parties may mutually agree to institute and prosecute actions jointly with respect to infringement of the Licensed RFSP Patents or Licensed RFSP Technology and subject to the terms of University License Agreement, with respect to the Licensed University Patents. In the event that the Parties agree to institute and prosecute actions jointly, the Parties shall cooperate in good faith in the litigation of such action or proceeding using such counsel as they may mutually agree, shall share the expense of such action or proceeding in accordance with such proportionate share as the Parties may mutually agree, and otherwise conduct the litigation of such action or proceeding in accordance with such other arrangements as the parties may mutually agree. Neither Party shall enter into any settlement, consent, judgment or other voluntary final disposition of any such an action or proceeding which adversely affects the other Party’s rights in the Licensed Patents or Licensed Technology Rights without the consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed. Any recovery obtained as a result of any such action or proceeding, by settlement or otherwise, shall be applied in the following order of priority: (A) first, to reimburse each Party for all costs and expenses in connection with such action or proceeding paid by that Party and not otherwise recovered (on a pro rata basis based on each Party’s respective litigation costs, to the extent the recovery was less than all such litigation costs); and (B) the remainder of the recovery shall be shared based on each Party’s respective contribution to the litigation costs.