Licensor Patents. Licensor shall have the first right to file, prosecute and maintain Licensor Patents in Licensor’s name.
Licensor Patents. Licensor shall have the sole right, but not the obligation, to defend and control the defense of the validity and enforceability of the Licensor Background Patents, Licensor Program Patents (other than any Selected Fcab Program Patents) and Platform Patents.
Licensor Patents. Subject to any right retained by Dartmouth and/or UT under the Dartmouth Agreement and/or the UT Agreement, Licensee shall have the first right, but not the obligation, to defend and control the defense of the validity and enforceability of the Licensor Patents at its own expense in the Licensee Territory. Licensor may participate in any such claim, suit, or proceeding in the Licensee Territory with counsel of its choice at its own expense; provided that Licensee shall retain control of the defense in such claim, suit, or proceeding. If Licensee elects not to defend or control the defense of the Licensor Patents in a suit brought in the Licensee Territory, or otherwise fails to initiate and maintain the defense of any such claim, suit, or proceeding, then Licensor may conduct and control the defense of any such claim, suit or proceeding at its own expense. Licensor shall have the right, but not the obligation, to defend and control the defense of the validity and enforceability of the Licensor Patents, at its own expense, in the Licensor Territory.
Licensor Patents. Licensor shall have the first right, but not the obligation, to prepare, file, prosecute and maintain Licensor Patents whether inside or outside the Territory. During the Term, Licensee shall cooperate, at Licensor's cost, in connection with the prosecution of patent applications included within such Licensor Patents, including periodically through SC with all material steps and developments with regard to the preparation, filing, prosecution and maintenance of the Licensor Patents in the applicable territories. If Licensor decides that it is no longer interested in filing, maintaining, or prosecuting a particular Licensor Patent on a country-by-country basis in the applicable territories during the Term, it shall inform Licensee of such decision promptly in writing and, in any event, so as to provide Licensee a reasonable amount of time to meet any applicable deadline to establish or preserve such patent in such country or region of the territory. The Licensee shall have the right to assume responsibility for continuing the prosecution, maintenance or defence of such patent in such country or region at its sole cost and expense and through counsel of its own choice, provided that it responds with its willingness to do so within thirty (30) days upon receipt of the notice. Upon transfer of such responsibility to the Licensee, Licensor shall promptly deliver copies of all necessary files related to such patent with respect to which responsibility has been transferred and shall take all actions and execute all documents reasonably necessary for the Licensee to assume such prosecution, maintenance or defence. Licensee shall grant Licensor an exclusive, royalty free, irrevocable and perpetual licence to use and exploit any such patents outside the Territory. .
Licensor Patents. Each Party shall promptly notify the other Party in writing of any alleged or threatened infringement of the Licensor Patents by a Third Party in the Territory of which such Party becomes aware (the “Licensor Patent Infringement”) (including alleged or threatened infringement based on the development, commercialization, or an application to market a product containing a Licensed Compound in the Territory (the “Product Infringement”)). As between the Parties but subject to the rights of Dartmouth under the Dartmouth Agreement and Dartmouth and UT under the UT Agreement, Licensee shall have the first right, but not the obligation, to prosecute any Product Infringement in the Licensee Territory (the “Licensee Prosecuted Infringements”) at its sole expense. In the event Licensee prosecutes any Licensee Prosecuted Infringement, Licensor shall have the right to joint as a party to such claim, suit or proceeding in the Licensee Territory and participate with its own counsel at its own expense, provided that Licensee shall retain control of the prosecution of such claim, suit or proceeding. During any such claim, suit or proceeding, Licensee shall: (i) provide Licensor with drafts of all official papers and statements (whether written or oral) prior to their submission in such claim, suit or proceeding, in sufficient time to allow Licensor to review, consider and substantively comment thereon; (ii) reasonably consider taking action to incorporate Licensor comments on all such official papers and statements; (iii) allow Licensor the opportunity to participate in the preparation of witnesses and other participants in such claim, suit or proceeding; and (iv) not settle any such claim, suit, or proceeding except in a manner that it believes in good faith is in the best interests of the Licensed Products (without taking into consideration products in Licensee’s portfolio that are not Licensed Products). If Licensee does not take commercially reasonable steps to prosecute a Licensee Prosecuted Infringement (i) within [***] days following the first notice provided above with respect to the Licensee Prosecuted Infringement, or (ii) provided such date occurs after the first such notice of the Licensee Prosecuted Infringement is provided, [***] Business Days before the time limit, if any, set forth in appropriate laws and regulations for filing of such actions, whichever comes first, then, Licensor may prosecute the Licensee Prosecuted Infringement. As between the Parties, ...
Licensor Patents. Ref Country Application No. Publication No. Grant No. [*] [*] [*] [*] [*] [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
Licensor Patents. Threshold shall have the first right to file, prosecute and maintain Licensor Patents. Threshold shall keep Merck informed of the course of the filing and prosecution of Licensor Patents or related proceedings (e.g. interferences, oppositions, reexaminations, reissues, revocations or nullifications) in a timely manner, and to take into consideration the advice and recommendations of Merck. Except as may be provided in the Co-commercialization Agreement, Licensor shall bear all costs and expenses of filing, prosecuting and maintaining Licensor Patents subject to Article 9.5 (h) below.
Licensor Patents. Licensor represents and warrants that: (a) Licensor is the owner, assignee and/or licensee of all right, title and interest in and to the Licensor Know-How and Licensor Patents in the Therapeutic Areas; and (b) Licensor has not received any written notice that the Licensor Know-How or Licensor Patents infringes the proprietary rights of any third-party nor is the Licensor aware of any infringement of third-party proprietary rights; (d) there are no claims, judgments or settlements against or owed by Licensor, or pending or threatened claims, or litigation; relating to Licensor Patents.
Licensor Patents. U.S. Patents 5,282,040 & 5,452,000; U.K. National Phase of European Patent Application 00000000.4 and Japanese Patent Application 4-511948 and any patents granted thereon as well as any other applications filed in the past or the future relating to the subject matter thereof, improvements thereto and modifications thereof to the extent developed by LICENSOR, as well as all extensions, continuations, continuations in part, divisions and reissues thereof.
Licensor Patents. Licensor shall have the first right to file, prosecute and maintain Licensor Patents in Licensor’s name. […***…] promptly and regularly informed of the course of the filing and prosecution of Licensor Patents or related proceedings (e.g. interferences, oppositions, reexaminations, reissues, revocations or nullifications) in a timely manner, and [...***...]. At Licensor’s request, Viking will provide Licensor with […***…] assistance in prosecuting Licensor Patents to the extent possible.
