Common use of Second Right to Prosecute Clause in Contracts

Second Right to Prosecute. If, during the Term, SUTRO in any country in the world decides not to file any Product-Specific SUTRO Patent or intends to allow such Patent to lapse or become abandoned without having first filed a substitute, it shall notify and consult with CELGENE of such decision or intention at least sixty (60) days prior to the date upon which the subject matter of such Patent shall become unpatentable or such Patent shall lapse or become abandoned, and CELGENE shall thereupon have the right (but not the obligation) to assume the Prosecution and Maintenance thereof at CELGENE’s expense with counsel of its choice. For clarity, CELGENE shall not have the right pursuant to this Section 9.5.1(b) to assume the Prosecution and Maintenance of any SUTRO Expression Patent, or any SUTRO Patent other than a Product-Specific SUTRO Patent.

Second Right to Prosecute. If, during the Term, SUTRO CELGENE in any country in the world decides not to file any Product-Specific SUTRO CELGENE Patent or intends to allow such Patent to lapse or become abandoned without having first filed a substitute, it shall notify and consult with CELGENE SUTRO of such decision or intention at least sixty (60) days prior to the date upon which the subject matter of such Patent shall become unpatentable or such Patent shall lapse or become abandoned, and CELGENE SUTRO shall thereupon have the right (but not the obligation) to assume the Prosecution and Maintenance thereof at CELGENESUTRO’s expense with counsel of its choice. For clarity, CELGENE SUTRO shall not have the right pursuant to this Section 9.5.1(b9.5.2(b) to assume the Prosecution and Maintenance of any SUTRO Expression Patent, or any SUTRO Patent in the CELGENE IP other than a Product-Specific SUTRO CELGENE Patent.