Common use of Patent Invalidity Claim Clause in Contracts

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI or Xxxxxx pursuant to Section 10.3 or in an action brought against CTI or Xxxxxx under Section 10.4, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 2 contracts

Samples: License Agreement (Critical Therapeutics Inc), License Agreement (Critical Therapeutics Inc)

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Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI or Xxxxxx Abbott pursuant to Section 10.3 or in an action brought against CTI or Xxxxxx Abbott under Section 10.4, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the prior written consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 2 contracts

Samples: License Agreement (Critical Therapeutics Inc), License Agreement (Critical Therapeutics Inc)

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Licensed Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI Dyne or Xxxxxx UMONS pursuant to Section 10.3 5.2 or in an action brought against CTI Dyne or Xxxxxx under UMONS referred to in Section 10.45.3, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: License Agreement (Dyne Therapeutics, Inc.)

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Licensed Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI ACHILLION or Xxxxxx UMBC pursuant to Section 10.3 or 5.2, in an action brought against CTI ACHILLION or Xxxxxx UMBC under Section 10.45.3 or in an interference proceeding, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: License Agreement (Achillion Pharmaceuticals Inc)

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Licensed Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI Achillion or Xxxxxx FOB pursuant to Section 10.3 7.3 or in an action brought against CTI Achillion or Xxxxxx under FOB referred to in Section 10.47.4, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed.

Appears in 1 contract

Samples: License Agreement (Achillion Pharmaceuticals Inc)

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Patent Invalidity Claim. If a Third Party third party at any time asserts a claim that any Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI Licensee or Xxxxxx Licensor pursuant to Section 10.3 6.3 or in an action brought against CTI Licensee or Xxxxxx Licensor under Section 10.46.4, the Parties parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party party shall settle or compromise any Invalidity Claim without the consent of the other Partyparty, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: Development and Commercialization Agreement (Medicines Co/ Ma)

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Licensed Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI NAVB or Xxxxxx ALSE pursuant to Section 10.3 5.2 or in an action brought against CTI NAVB or Xxxxxx under ALSE referred to in Section 10.45.3, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: Sublicense Agreement (Navidea Biopharmaceuticals, Inc.)

Patent Invalidity Claim. If a Third Party at any time asserts a claim that any Licensed Patent Right is invalid or otherwise unenforceable (an "Invalidity Claim"), whether as a defense in an infringement action brought by CTI Licensor or Xxxxxx Licensee pursuant to Section 10.3 6.3 or in an action brought against CTI Licensor or Xxxxxx Licensee under Section 10.46.4, the Parties shall cooperate with each other in preparing and formulating a response to such Invalidity Claim. Neither Party shall settle or compromise any Invalidity Claim without the consent of the other Party, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: License Agreement (Curagen Corp)

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