Common use of Rain Responsibility Clause in Contracts

Rain Responsibility. Subject to Section 6.4.2.2, Rain will have the first right, but not the obligation, to institute an infringement suit, initiate administrative proceedings, or take other appropriate action against a Third Party for any alleged infringement of any Daiichi Sankyo Patents or Joint Patents anywhere within the Territory, including a defense or counterclaim in connection with any Third Party infringement claim, at its sole cost and expense, using counsel of its own choice. If Rain does not secure actual cessation of the offending activities, or institute an infringement proceeding or other administrative proceeding against an offending Third Party, Rain will notify Daiichi Sankyo of such circumstances as soon as reasonably practicable, but in any case no later than [***] (or such shorter period as necessary to preserve rights, in the case of ▇▇▇▇▇-▇▇▇▇▇▇ Case, within [***] after such receipt) of learning of such infringement or threatened infringement. Upon receiving such notice, Daiichi Sankyo will have the right, but not the obligation, at its sole discretion, to take appropriate actions in the name of either Party or both Parties. Each Party will execute all necessary and proper documents, and take such actions as are necessary and appropriate to allow the other Party to institute and prosecute such infringement actions and will otherwise cooperate in instituting and prosecuting such actions (including, without limitation, consenting to being named as a nominal party thereto).