Rights to Enforce. Project Co may assign its interest in the Construction Contract to Agent as security for the Financing. Such assignment as security includes all of Project Co’s Enforcement Rights in order that Agent may enforce the provisions of the Construction Contract as against Contractor in the event of any default under the Construction Contract subject to and in accordance with the provisions of the Lender’s Direct Agreement. Project Co and Contractor acknowledge and agree that Hospital shall, subject to Xxxxxx’s prior security interest therein and subject to and in accordance with the terms of the Lender’s Direct Agreement, be entitled to exercise all of Project Co’s rights and enforce all of Contractor’s covenants and obligations in accordance with the terms of the Construction Contract.
Rights to Enforce. Subject to the terms of the Agreement, this Assignment shall be binding upon, and inure to the benefit of, the parties hereto and their successors and transferees. Nothing in this Assignment, whether express or implied, shall be construed to give any person or entity (other than City and the parties hereto and their respective successors and Assignees) any legal or equitable right, remedy or claim under or in respect of this Assignment or any covenants, conditions or provisions contained herein.
Rights to Enforce. Subject to the provisions of Section 10.4, Declarant, the Association and/or any Owner shall have the power to enforce the provisions of the Project Documents in any manner provided by law or in equity and in any manner provided in this Declaration. In addition to instituting appropriate legal action, the Association may temporarily suspend an Owner's voting rights and/or levy a fine against an Owner in a standard amount to be determined by the Board from time to time. No determination of whether a violation has occurred may be made until Notice and Hearing has been provided to the Owner pursuant to the Bylaws. If legal action is instituted by the Association, any judgment rendered shall include all appropriate Additional Charges. Notwithstanding anything to the contrary contained in this Declaration, the Association has no power to cause a forfeiture or abridgement of an Owner's right to the full use and enjoyment of the Owner's Parcel, including access thereto over and across the Common Area, due to the Owner's failure to comply with the provisions of the Project Documents unless the loss or forfeiture is the result of the judgment of a court, an arbitration decision, a foreclosure proceeding or a sale conducted pursuant to this Declaration. The provisions of this Declaration are equitable servitudes, enforceable by any Owner or the Association against the Association or any other Owner in the Project. Except as otherwise provided, Declarant, the Association or any Owner(s) has the right to enforce, in any manner permitted by law or in equity, any and all of the provisions of the Project Documents, including any decision made by the Association, upon the Owners, the Association or upon any property in the Project.
Rights to Enforce. KHK will have the right, but not the obligation, to take any reasonable measures it deems appropriate to: (a) stop infringing activities described in Section 9.3.1 in respect of the KHK Technology in the Territory including initiating or prosecuting an infringement or other appropriate suit or action against the alleged infringer, but not granting adequate rights and licenses necessary for continuing such activities by the alleged infringer or (b) defend the KHK Technology in the Territory against any declaratory judgment, opposition, patentability or invalidity actions (“Defensive Actions”). KHK may request that Medgenics grant such adequate rights and licenses; provided that Medgenics will have no obligation to grant any such rights or licenses; and provided further that upon making such request, Medgenics will have the right to participate in all negotiations with the alleged infringer concerning such adequate rights and licenses. Before KHK takes any action to stop the infringing activity against an alleged infringer of the KHK Technology in the Territory, KHK will consult in good faith with Medgenics concerning the alleged infringement, including selection of counsel, litigation strategy, litigation risks, the damage being caused to KHK and/or Medgenics and any other matter relevant to enforcement of the KHK Technology against the alleged infringer in the Territory. In particular, KHK will consider in good faith a request from Medgenics to not take any actions to enforce the KHK Technology against the alleged infringer in the Territory and only take such actions, in light of such request from Medgenics, if KHK is suffering material harm from the infringement in the Territory. Subject to the provisions of the LJI Agreement, in the event that KHK elects to not take action or cease action with respect to the KHK Managed Patent Rights pursuant to this Section 9.3.2 with respect to the Territory, including declining or ceasing to defend Defensive Actions, KHK will so notify Medgenics in writing of its intention ***** prior to any deadlines by which an action must be taken to establish, preserve or maintain any enforcement rights or defend or continue to defend the Defensive Action, and, subject to Section 9.3.4, Medgenics will have the right, but not the obligation, to take any such reasonable measures to stop such infringing activities by such alleged infringer or defend the Defensive Action, in which event, upon Medgenics’ request, KHK will exercise its ...
Rights to Enforce. Cephalon and Ambit shall have the right to initiate legal action to enforce the Patents within the Collaboration IP or Licensed Compound IP against infringement or misappropriation by Third Parties or to defend any declaratory judgment action relating thereto. Each Party, at its sole expense, shall have the initial right but not the obligation to initiate and conduct legal proceedings including, without limitation, to enforce against any infringement of, or defend any declaratory judgment action involving, any Patent rights, the prosecution and maintenance for which that Party is responsible, pursuant to Section 11.2.3 or 11.2.4. Each Party shall notify the other Party of its decision to bring proceedings or not within sixty (60) days of the date that the infringement has come to its knowledge. If the actual or threatened infringement relates to the manufacture, use or sale of a product or material which is a competing product to a Collaboration Product or Licensed Product and Ambit is the Party conducting the suit with regard to the applicable Collaboration Product or Licensed Product, then Cephalon shall have the right at its option, to join with Ambit in the suit and participate in all meetings, negotiations, discussions and proceedings in respect of issues which relate to the infringement of the Patent(s) by such competing product. Where the conduct of the action relates to matters relevant only to issues of infringement by the competing product and not the scope or validity of Ambit’s Patents, Ambit shall follow Cephalon’s reasonable directions in the conduct of that part of the proceedings. In respect of other parts of the proceedings, Ambit agrees to take into account Cephalon’s reasonable views and comments. Subject to Section 11.3.8, in the circumstances outlined in this Section 11.3.1 where Cephalon exercises its right to participate in the suit, Cephalon shall bear […***…]of the costs of such proceedings. ***Confidential Treatment Requested
Rights to Enforce. (a) Subject to the provisions of any Tekmira In-License and the provisions of the UBC Sublicense Documents, in respect of the Alnylam Royalty Products in the Alnylam Field in the Territory, Alnylam shall have the sole and exclusive right to initiate an infringement or other appropriate suit anywhere in the world against any Third Party who at any time has infringed, or is suspected of infringing, any Patent Rights, or of using without proper authorization, any Know-How, comprising any of the Exclusively Licensed Tekmira IP, with respect to such Alnylam Royalty Products.
Rights to Enforce. Clearside shall have the sole and exclusive right (but not obligation) to initiate an infringement or other appropriate suit anywhere in the world against any Third Party who at any time has infringed or misappropriated, or is suspected of infringing or misappropriating, any Licensed IP or Sublicensed IP in the Field, subject to Aura’s rights below. Clearside will consider in good faith any request from Aura to initiate an infringement or other appropriate suit against any Third Party with respect to matters described in Section 9.4.1 occurring in the Territory in the Field; provided, however, that Clearside shall not be required to initiate any such suit. In the event that Clearside does not promptly initiate and diligently prosecute such a suit reasonably requested by Aura within three (3) months of the request, then, subject to the Emory/GTRC License Agreement: (a) if Aura is the only exclusive licensee of such Licensed IP or Sublicensed IP, Aura shall have the right, at its expense, to initiate and conduct such suit in the Territory, subject, as applicable to the terms of any Clearside In-License; or (b) if Aura is not the only exclusive licensee of such Licensed IP or Sublicensed IP, Aura and the other exclusive licensees shall negotiate in good faith regarding the initiation and conduct of such suit in the Territory and the allocation of such expenses among such exclusive licensees, subject, as applicable to the terms of any Clearside In-License.
Rights to Enforce. Notwithstanding the foregoing provisions of this Article 10, Guaranty, the Acquirers, and the FDIC Manager shall retain their respective rights to enforce this Agreement.
Rights to Enforce. [***] in the Territory. As between the Parties, [***] will have the first right, but not the obligation, to attempt to resolve such Third Party activity in the Territory that infringes (or that is directed to the Development of a product that would infringe) [***] by commercially appropriate steps at its own expense, including the filing of an infringement suit to enforce the [***] using counsel of its own choice; provided that [***] will be entitled to [***] related to such infringement suit (to the extent relevant, together with its own counsel, at its own expense). If [***] fails to initiate a suit or take other action to terminate such alleged infringement within [***] after the notice provided under Section 10.7.1 (Notice of Infringement) and [***], then [***] will have the second right, but not the obligation, to attempt to resolve such Third Party activity in the Territory by commercially appropriate steps at its own expense, including the filing of an infringement suit to enforce the [***] using counsel of its own choice. Notwithstanding the foregoing, in the event either Party receives a [***], [***] will either file an action or enable [***] to file an action pursuant to such regulations within [***] after the [***] or other applicable deadline under a similar Applicable Law in any other country in the Territory.
Rights to Enforce. All rights hereunder may be enforced by the parties hereto and by those persons listed in 38 M.R.S.A. § 3011. Enforcement may include, without limitation, any action or proceeding, at law or in equity, to enjoin, or restrain violation hereof, to compel compliance herewith, and/or to recover damages and costs for violation hereof. Such recoverable damages and costs shall include, without limitation, damages for injury to persons and/or for reimbursement of any costs incurred by the Town of Plymouth, the State of Maine, the Holder and Grantee or its designee, or any member or agent thereof in seeking compliance herewith and in undertaking measures necessary to prevent risk of harm to other persons and/or properties for failure to comply herewith. Any forbearance as to enforcement of any of the terms hereof shall not be deemed a waiver of the right to seek and obtain enforcement at any time thereafter as to the same violation or as to any other violation.
