Licensee’s Enforcement Rights. Licensee shall enforce the Patent Rights against any infringement by a third party in the Field in the Territory. Licensee shall be responsible for payment of all fees and expenses associated with such enforcement incurred by Licensee and incurred by Licensor in providing cooperation or joining as a party as provided in Section 9.4. Any monetary recovery for actual damages or punitive damages, in excess of Licensee’s documented, third-party expenses in enforcing the Patent Rights and amounts actually reimbursed by Licensee to Licensor under this Section 9.2 shall be shared by Licensee with Licensor in the same manner as Non-Royalty Sublicensing Consideration.
Licensee’s Enforcement Rights. If (a) Licensor notifies Licensee that Licensor does not intend to take any action in respect of any matter described in Clause 9.2 above or three (3) months have elapsed since notice of a matter described in Clause 9.2 was provided by one Party to the other without Licensor taking any action and that matter relates to: (i) a Perpetually Licensed IP Right; and (ii) a country in the Territory in which Licensee or an Affiliate of Licensee operates; or (b) the matter relates to or, in Licensee’s reasonable opinion, will impact a Novartis Product which the Licensee has Commercialised or intends to Commercialise within twenty-four (24) months from the date Licensee provided notice of the matter (or such time as otherwise agreed by the Parties on a case-by-case basis) described in Clause 9.2, then under either (a) or (b) Licensee may take action in its own name in respect of that matter and control any resulting claim(s), action(s) and proceeding(s), provided that, prior to taking any material action or decision with regards to that matter (including commencing any claim(s), action(s) or proceeding(s) or settling any dispute) Licensee shall consult in good faith with Licensor, shall seek Licensor’s consent for that material action or decision (such consent not to be unreasonably withheld) and shall not take any such action or decision without that consent. If Licensee (or its Representatives) takes any action or decision in respect of a matter under this Clause 9.4 that Licensor has not consented to, Licensee shall indemnify Licensor and its Representatives against all Costs or other liabilities as a result of that action or decision. For the avoidance of doubt, the Parties acknowledge that it shall not be unreasonable for Licensor to withhold its consent under this Clause 9.4 to the extent that Licensee’s taking of the relevant material action or decision would be detrimental to the business of Licensor or any Affiliate of Licensor (including in respect of its relationship with any of its suppliers or customers).
Licensee’s Enforcement Rights. Licensee shall enforce the Patent Rights against any infringement by a third party in the Field. Licensee shall provide MDA with written notice of its intent to file an infringement lawsuit at least 20 days before filing. Licensee shall be responsible for payment of all fees and expenses associated with such enforcement incurred by Licensee and incurred by MD Xxxxxxxx in providing cooperation or joining as a party as provided in Paragraph 9.4. Any monetary recovery for actual damages or punitive or enhanced damages in excess of Licensee’s documented, third-party expenses in enforcing the Patent Rights and amounts actually reimbursed by Licensee to MD Xxxxxxxx under this Paragraph 9.2 shall be shared by Licensee with MD Xxxxxxxx as follows: 25% of such monetary recovery shall be paid to MD Xxxxxxxx and 75% shall be retained by Licensee.
Licensee’s Enforcement Rights. Licensee may enforce the Patent Rights against any infringement by a third party. [***]
Licensee’s Enforcement Rights. Licensee shall enforce the Patent Rights against any infringement by a third party in the Field. Licensee shall provide Licensor with written notice of its intent to file an infringement lawsuit at least twenty (20) days before filing. Licensor shall be responsible for payment of all fees and expenses associated with such enforcement incurred by Licensor in providing cooperation or joining as a party as provided in Paragraph 9.4. Any monetary recovery for actual damages or punitive or enhanced damages in excess of Licensor’s documented, third-party expenses in enforcing the Patent Rights shall be shared in equal parts by Licensee and Licensor.
Licensee’s Enforcement Rights. Licensee may institute an infringement suit only with the prior written consent of Licensor, and only for an infringement of Patent Rights that have been licensed exclusively to Licensee. In such case, Licensee will keep Licensor reasonably informed of the developments and status of the suit. Licensee will obtain Licensor’s input and approval on any substantive positions taken in the suit regarding the scope, validity and enforceability of the Patent Rights. Licensee shall not prosecute, settle or otherwise compromise any such suit in a manner that adversely affects Licensor’s interests or the public’s interests, without Licensor’s prior written consent.
Licensee’s Enforcement Rights. In the event that XXXX or Licensee believes there is infringement of any Patent Rights under this Agreement, including actual or alleged infringement under 35 USC §271(e)(2) that is or would be infringing activity involving the using, making, importing, offering for sale or selling of articles that the Party reasonably believes infringes any of the Patent Rights conferred under this Agreement, or becomes aware of a filed or threatened action by a party relating to the infringement, validity, or enforceability of the Patent Rights, the Party shall notify the other Party promptly, including all information available to such Party with respect to such alleged infringement or action. Licensee shall have the first right, in its discretion, to commence abatement of the infringement in the Field of Use and in the Territory, within a period of [***] months from notice of the infringement, provided XXXX is kept fully informed and given the opportunity to advise and comment thereon. Licensee shall exercise reasonable efforts to take into account all reasonable comments timely offered from or on behalf of XXXX. Licensee shall be responsible for payment of costs associated with such abatement, including those costs and expenses incurred by XXXX in providing cooperation or joining an enforcement action as a party as provided in Section 7.3. In the event that Licensee exercises the rights conferred in this Section 7.1 and recovers any damages or other sums in such, action, suit or proceeding or in settlement thereof, such damages or other sums recovered shall first be applied to all reasonable out- of-pocket costs and expenses incurred by each of the Parties in connection therewith, including attorneys’ fees. If such recovery is insufficient to cover all such costs and expenses of both Parties, it shall be shared in proportion to the total of such costs and expenses incurred by each Party. If after such reimbursement any funds shall remain from such damages or other sums recovered, [***] percent ([***]%) of such funds shall be retained by Licensee and [***] percent ([***]%) shall be provided to XXXX.
Licensee’s Enforcement Rights. Licensee shall have the first right, but not the obligation, to enforce the Patent Rights against any infringement by a third party or defend any declaratory judgment action with respect to the validity, enforceability or scope of one or more of the Patent Rights. Licensee shall be responsible for payment of all fees and expenses associated with such enforcement incurred by Licensee and incurred by Licensor in providing cooperation or joining as a party as provided in Section 9.4. Any monetary recovery for actual damages or punitive damages in excess of Licensee’s documented, third-party expenses in enforcing the Patent Rights and amounts actually reimbursed by Licensee to Licensor under this Section 9.2 shall be shared by Licensee with Licensor in the same manner as Non-Royalty Sublicensing Consideration.
Licensee’s Enforcement Rights. With respect to any potential infringement of the Patent Rights, Licensee shall have the first and primary right, but not the obligation, to, at its expense, initiate, prosecute, and control any action or legal proceedings, and/or enter into a settlement, including any declaratory judgment action, with respect thereto. In the event Licensor provides Licensee with an SRA Notice during the SRA Notice Period, Licensee shall not file an infringement lawsuit against the third party identified in such SRA Notice for at least [*] from the date of such SRA Notice. In any such litigation brought by Licensee, Licensee shall have the right to use and xxx in Licensor’s name and join Licensor as a party to such litigation only with the prior written consent of Licensor, and Licensor shall cooperate reasonably with respect thereto, as requested and at the expense of Licensee. If, within one hundred eighty (180) calendar days of the notice in Section 9.1, Licensee has neither brought, nor is Licensee diligently prosecuting an infringement or other action with respect to such potential infringement, then Licensor shall have the right, at its expense, to bring suit to enforce such Patent Rights against such potential infringer, at its own expense, unless Licensee has provided Licensor with a reasonable strategic rationale for not taking action to Licensee: Aeglea BioTherapeutics, Inc. CONFIDENTIALExclusive PLA The University of Texas at Austin Page 18 Agreement No. PM1401501 US 4915892v.1 terminate such potential infringement. Notwithstanding the foregoing, Licensor shall not, and shall not permit any third party to, proceed against an alleged infringer of the Patent Rights in the Territory (1) unless significant damages are reasonably expected to be recovered from the infringer in such proceeding and (2) without first consulting with Licensee regarding the strategy for such proceeding and considering in good faith Licensee’s comments regarding such proceeding.
Licensee’s Enforcement Rights. Licensee has the first right to institute an infringement suit, but only with the prior written consent of Licensor, which will not be unreasonably withheld, delayed or conditioned, and only for an infringement of Patent Rights that have been licensed exclusively to Licensee in the Exclusive Field. In such case, Licensee will keep Licensor reasonably informed of the developments and status of the suit. Licensee will obtain Licensor’s input and approval on Licensee: Icosavax, Inc. CONFIDENTIAL Exclusive PLA Exhibit A any substantive positions taken in the suit regarding the scope, validity, and enforceability of the Patent Rights. Licensee shall not prosecute, settle, or otherwise compromise any such suit in a manner that adversely affects Licensor’s interests or the public’s interests, without Licensor’s prior written consent.
