Common use of PATENTS; PROSECUTION AND LITIGATION Clause in Contracts

PATENTS; PROSECUTION AND LITIGATION. (a) Corixa shall have the right and the obligation to prosecute and maintain all Corixa Patents and Joint Research Program Patents and shall do so in a timely manner. Corixa shall disclose to SB the complete texts of all patents and patent applications filed by Corixa which relate to any Product (including Corixa Patents and Joint Research Program Patents) as well as all information received concerning the institution or possible institution of any interference, opposition, re-examination, reissue, revocation, nullification or any official proceeding involving any patent licensed herein anywhere in the Territory. SB shall have the right to review all such pending applications and other proceedings and make recommendations to Corixa concerning them and their conduct. Corixa agrees to keep SB promptly and fully informed of the course of patent prosecution or other proceedings including by providing SB with copies of substantive communications, search reports and Third Party observations submitted to or received from patent offices throughout the Territory. Corixa shall provide such patent consultation to SB at no cost to SB. SB shall hold all information disclosed to it under this Section as confidential. SB shall reimburse Corixa for all reasonable and documented costs incurred by Corixa prior to the Effective Date in connection with the filing, prosecution and maintenance of the Corixa Patents and for all reasonable and documented costs incurred by Corixa during the term of this Agreement in connection with the filing, prosecution and maintenance of the Corixa Patents and/or the Joint Research Program Patents up to an amount of [***] per year. Any costs incurred by Corixa in connection with the filing, prosecution and maintenance of Corixa Patents and/or Joint Research Program Patents in excess of said [***] shall be reimbursed by SB to Corixa only if they have been specifically approved and authorized by the Joint Research Team, in its reasonable discretion, and if they are reasonable and documented. In determining whether to approve such additional expenses, the Joint Research Team shall apply reasonable standards taking into consideration the norms of the biotech industry in general.

PATENTS; PROSECUTION AND LITIGATION. (a) Corixa shall have the right and the obligation to prosecute and maintain all Corixa Patents and Joint Research Program Patents and shall do so in a timely manner. Corixa shall disclose to SB the complete texts of all patents and patent applications filed by Corixa which relate to any Product (including Corixa Patents and Joint Research Program Patents) as well as all information received concerning the institution or possible institution of any interference, opposition, re-examination, reissue, revocation, nullification or any official proceeding involving any patent licensed herein anywhere in the Territory. SB shall have the right to review all such pending applications and other proceedings and make recommendations to Corixa concerning them and their conduct. Corixa agrees to keep SB promptly and fully informed of the course of patent prosecution or other proceedings including by providing SB with copies of substantive communications, search reports and Third Party observations submitted to or received from patent offices throughout the Territory. Corixa shall provide such patent consultation to SB at no cost to SB. SB shall hold all information disclosed to it under this Section as confidential. SB shall reimburse Corixa for all reasonable and documented costs incurred by Corixa prior to the Effective Date in connection with the filing, prosecution and maintenance of the Corixa Patents and for all reasonable and documented costs incurred by Corixa during the term of this Agreement in connection with the filing, prosecution and maintenance of the Corixa Patents and/or the Joint Research Program Patents up to an amount of [***] per yearyear to the extent same are not already reimbursed by SB to Corixa pursuant to the Breast Cancer Collaboration and Licence Agreement of even date herewith. Any such costs incurred by Corixa in connection with the filing, prosecution and maintenance of Corixa Patents and/or Joint Research Program Patents in excess of said [***] shall be reimbursed by SB to Corixa only if they have been specifically approved and authorized by the Joint Research Team, in its reasonable discretion, and if they are reasonable and documented. In determining whether to approve such additional expenses, the Joint Research Team shall apply reasonable standards taking into consideration the norms of the biotech industry in general.

PATENTS; PROSECUTION AND LITIGATION. (a) 11.1 Corixa shall have the right and the obligation to prosecute and maintain all Corixa Patents and Joint Research Program Patents as provided in this Section 11 and shall do so in a timely manner. Corixa shall disclose in writing at least once per year to SB ZKC the complete texts of all patents and patent applications filed by Corixa which relate to any Product (including Corixa Patents and Joint Research Program Patents) Patents as well as all information received concerning the institution or possible institution of any interference, opposition, re-examination, reissue, revocation, nullification or any official proceeding involving any patent licensed herein anywhere in the Territory. SB shall have the right to review all such pending applications and other proceedings and make recommendations to Corixa concerning them and their conductherein. Corixa agrees to keep SB ZKC promptly and fully informed of the course of patent prosecution or other proceedings including by providing SB ZKC with copies of substantive communications, search reports and Third Party observations submitted to or received from patent offices throughout offices. ZKC shall have the right to review all such pending applications, patents, substantive communications and other proceedings and make recommendations to Corixa concerning them and their conduct in the Territory. Corixa shall provide such patent consultation to SB at no cost to SB. SB ZKC shall hold all information disclosed to it under this Section 11 as confidentialconfidential information under Section 12. SB ZKC shall reimburse Corixa for all prior reasonable and documented costs incurred by Corixa prior to the Effective Date in connection with for the filing, prosecution and maintenance of the Corixa Patents and for all Joint Patents in the Licensed Field in the Territory that contain claim(s) directed to the Licensed Product in the Licensed Field and reasonable and documented costs for the filing, prosecution and maintenance of the Corixa Patents and Joint Patents in the Licensed Field incurred by Corixa during the term of this Agreement in connection with the Territory that contain claim(s) directed to the Licensed Product in the Licensed Field. The amount payable by ZKC on the Effective Date for such prior costs shall be $12,982. All expenses to be paid or reimbursed by ZKC pursuant to this Section shall be obligations that are separate and apart from other payment obligations described in this Agreement and shall be invoiced and paid separately. In the event Corixa sublicenses its rights under Section 4.1(b) to one or more Third Party(ies), Corixa shall reimburse [*] of all reasonable and documented costs incurred prior to the effective date of such sublicense agreement for the filing, prosecution and maintenance solely in the territory that is the subject of such sublicense(s) of the Corixa ZKC Patents and/or in the Joint Research Program Patents up Licensed Field that contain claim(s) directed to an amount of [***] per year. Any the Licensed Product in the Licensed Field and reasonable and documented costs incurred by Corixa in connection with for the filing, prosecution and maintenance solely in the territory that is the subject of Corixa Patents and/or Joint Research Program such sublicense(s)of the ZKC Patents in excess the Licensed Field incurred after the effective date of said such sublicense agreement and during the term of this Agreement that contain claim(s) directed to the Licensed Product in the Licensed Field. In addition, in the event Corixa directly markets Licensed Product in the Licensed Field, Corixa shall reimburse [***] shall be reimbursed by SB to Corixa only if they have been specifically approved and authorized by the Joint Research Team, in its reasonable discretion, and if they are of all reasonable and documented. In determining whether documented costs incurred prior to approve such additional expensesCorixa's commercial launch of Licensed Product in the Licensed Field for the filing, prosecution and maintenance solely in the Joint Research Team shall apply reasonable standards taking into consideration territory in which Corixa is directly marketing Licensed Product in the norms Licensed Field of the biotech industry ZKC Patents in generalthe Licensed Field that contain claim(s) directed to the Licensed Product in the Licensed Field and reasonable and documented costs for the filing, prosecution and maintenance solely in the territory that is the subject of such sublicense(s) of the ZKC Patents in the Licensed Field incurred after Corixa's commercial launch of Licensed Product in the Licensed Field and during the term of this Agreement that contain claim(s) directed to the Licensed Product in the Licensed Field.

PATENTS; PROSECUTION AND LITIGATION. (a) (i) Subject to Subsection 10(a)(ii), Corixa shall have the right and the obligation to prosecute and maintain all Corixa Patents and Joint Research R&D Program Patents and shall do so in a timely manner. Corixa shall disclose to SB the complete texts of all patents and draft patent applications to be filed by Corixa which relate to any Product (including Corixa Patents and Joint Research R&D Program Patents) as well as all information received concerning the institution or possible institution of any interference, opposition, re-examination, reissue, revocation, nullification or any official proceeding involving any patent licensed herein anywhere in the Territory. SB shall have the right to review all such pending applications and other proceedings and make recommendations to Corixa concerning them and their conduct. Corixa agrees to keep SB promptly and fully informed of the course of patent prosecution or other proceedings proceedings, including by providing SB with copies of substantive communications, search reports and Third Party observations submitted to or received from patent offices throughout the Territory. Corixa shall provide such patent consultation to SB at no cost to SB. SB shall hold all information disclosed to it under this Section 10 as confidentialconfidential in accordance with Section 11 hereof. Corixa agrees that it will use prudent scientific and legal judgment in determining the number and types of patent applications filed by Corixa pursuant to this Agreement. SB shall reimburse Corixa for all reasonable and documented costs incurred by Corixa prior to the Effective Date in connection with the filing, prosecution and maintenance of the Corixa Patents (to the extent such costs have not already been reimbursed pursuant to the Tb Agreement, the BC Agreement and/or the PC Agreement) and for all reasonable and documented costs incurred by Corixa during the term of this Agreement in connection with the filing, prosecution and maintenance of the Corixa Patents and/or the Joint Research R&D Program Patents up to an amount of U.S.[***] per year for each individual Field, provided that if Corixa incurs less than U.S.[***] of such costs during any given year for a particular Field, then subject to the last two sentences of this Subsection 10(a)(i), Corixa shall be allowed to apply the remaining amount for such Field to costs incurred during such year for any other Field(s) to the extent Corixa incurred over U.S.[***] of any costs for such other Field(s) in such year. Any costs incurred by Corixa in connection with the filing, prosecution and maintenance of Corixa Patents and/or Joint Research R&D Program Patents in any particular Field in excess of said U.S.[***] shall be reimbursed by SB to Corixa only if they have been specifically approved and authorized prior to expenditure by the Joint Research TeamR&D Steering Committee, in its reasonable discretion, and if they are reasonable and documented. In determining whether to approve such additional expenses, the Joint Research Team R&D Steering Committee shall apply reasonable standards standards, taking into consideration the norms of the biotech biotechnology industry in general.