Patent Defense. Licensee shall pay for any and all costs incurred for patent maintenance, enforcement and defense of the Patent or the Patent Rights in the Territory.
Patent Defense. Subsidiary agrees that it shall notify Masimo of any claim by a third party that such third party believes any Masimo patents are invalid. Subsidiary agrees to promptly notify Masimo of any such claim whether or not such claim is asserted in court by such third party. SCHEDULE 2 Exhibit A PRODUCT PRICES Subsidiary Net Sales: A Subsidiary Intercompany Cost of Goods Sold: B Subsidiary Operating Expenses (Budget): C (A-B-C)/A = X, Where X shall be a value within the arm’s length interquartile range of operating margins as determined annually in the transfer pricing study. The transfer price B is therefore equivalent to: B=A (1-X) -C
Patent Defense. ATOM agrees that it shall notify MASIMO any claim by a third party that such third party believes that MASIMO Patents or Patent Rights are invalid. ATOM agrees to promptly notify MASIMO of any such claim whether or not such claim is asserted in court by such third party.
Patent Defense. If Mobileye or its Affiliate is sued by a practicing company for infringement of a radar patent, Intel will assist Mobileye or its Affiliate consistent with the terms and procedures in Exhibit F.
Patent Defense. If, as the result of an action brought by Baxter under Section 3.3, a Third Party raises a defense or otherwise alleges the invalidity or unenforceability of any of the Patent rights contained within the scope of the Kamada Licensed Patent Rights being asserted in such action, Baxter shall consult with Kamada regarding the defense of the invalidity claim and Baxter shall reasonably consider Kamada’s comments in defending such claim. Notwithstanding the foregoing, Baxter agrees that it shall not enter into any settlement, consent, order, consent judgment or other voluntary final disposition of any action referred to under this Section 3.4 without the prior written consent of Kamada (which consent shall not be unreasonably withheld, conditioned or delayed).
Patent Defense. If (i) a XOMA Patent becomes the subject of any proceeding commenced by a Third Party in the Zydus Territory, (ii) a Zydus Patent becomes the subject of any proceeding commenced by a Third Party in either Territory, or (iii) a Collaboration Patent becomes the subject of any proceeding commenced by a Third Party in either Territory, in each of case (i), (ii) and (iii), in connection with an opposition, action for declaratory judgment, nullity action, invalidation action or other post-issuance attack upon the validity, title, or enforceability thereof (except insofar as such action is a counterclaim to or defense of, or accompanies a defense of, an action for infringement against a Third Party under Section 9.3, in which case the provisions of Section 9.3 shall govern), the Parties shall promptly confer to determine whether to defend against such action in accordance with the following:
Patent Defense. During the term of this Agreement, Net1 shall notify Visa promptly in writing of any claim asserted against Net1 by any third party alleging infringement of any patent owned by such third party in connection with Visa's use of the Technology Rights.
Patent Defense. In the event any action or proceeding is filed against Licensor or Licensee alleging that the Patent is invalid or infringes on any other patent or intellectual property right of any third party, Licensor may, but shall not be obligated to defend such action or proceeding at its sole expense. If Licensor elects to defend such action or proceeding, Licensee agrees to cooperate fully with Licensor and its representatives in the defense of any such action. Licensor may settle or otherwise dispose of any action brought by it in any manner it sees fit, including without limitation consenting to the entry of any judgement or binding judicial determination, notwithstanding that such entry of judgement or binding judicial determination might impair the validity of or materially adversely affect the Patent or any claims thereof.
Patent Defense. Licensee shall pay for any and all costs incurred for patent maintenance, enforcement and defense of the Patent or the Patent Rights in the Territory other than re-examination costs as noted below. Brunner may, at his own xxxxxxe, join with the Licensee in the enforcement or the defense of the Patent or the Patent Rights in the Territory. In case Licensee, after due consideration expressly indicates its refusal in writing to Brunner to enforce or dxxxxx xhe Patent or the Patent Rights in the Territory then Brunner may take his owx xxxxx to enforce or defend the Patent at his own expense. Brunner has no obligatixx xxx such participation, defense or enforcement at own expenses. Licensee may deduct the allocated costs for one reexamination procedure of US letters patent 6,245,038 incurred under this section 14 from future Royalty Payments and Sublicense Fees payable to Brunner under sections 0 xxx 0.
Patent Defense. Licensor shall have the absolute right to assume the defense of any claim concerning the scope of validity of any Licensed Patent. Licensee will cooperate with Licensor in the defense of any such claim arising from exercise of rights of Licensee or Licensee sublicensees under this Agreement.
