Common use of Licensed Intellectual Property Rights Clause in Contracts

Licensed Intellectual Property Rights. During the Initial Term, and after the Initial Term if Toshiba and SanDisk both exercise their option to take [*] license in accordance with Section 4.2, Toshiba and/or SanDisk shall have the right, but not the obligation, to take reasonable legal action to enforce the Licensed IP without consultation with Intermolecular. If one or both of such parties decides to take legal action to enforce such Licensed IP against a Third Party, then the enforcing party may request that Intermolecular participate (and Intermolecular shall participate) in such action as may be reasonably necessary to enforce such rights; provided, however, that Intermolecular’s participation shall be conditioned upon the enforcing party bearing Intermolecular’s reasonable costs to participate in such enforcement action and indemnifying Intermolecular against any liabilities, losses, damages, costs and expenses, including reasonable attorneys’ fees, incurred by Intermolecular as a result of participating in any such action.