Common use of Suit by Licensor Clause in Contracts

Suit by Licensor. If, within ninety (90) days after notice by either party ---------------- of any alleged infringement, LICENSEE has been unsuccessful in persuading the alleged infringer to desist and has not commenced a suit or other legal proceedings, or if LICENSEE notifies LICENSOR at any time of its intention not to bring suit or other legal proceedings against an alleged infringer, the LICENSOR shall have the right, but not the obligation, to commence suit or other legal proceedings for such infringement. The total cost of any such infringement action commenced solely by LICENSOR shall be borne by LICENSOR, and LICENSOR shall retain any recovery of damages awarded in such action, except that [the confidential material contained herein has been omitted and has been separately filed with the Commission] of any such recovery or damages, after deducting all costs and expenses to prosecute and/or settle such suits or other legal proceedings (including, without limitation, attorneys fees and the fees of consultants and experts) shall be credited against all royalties payable hereunder. LICENSEE may, at its sole expense, participate in any suit or other legal proceedings commenced by LICENSOR.

Suit by Licensor. IfIf the Licensee does not take action in the prosecution, within ninety (90) days after notice by either party ---------------- prevention, or termination of any alleged infringement, LICENSEE has been unsuccessful Infringement in persuading the alleged infringer Territory pursuant to desist Section 7.1(b) above and has not commenced negotiations with the infringer for the discontinuance of said Infringement, within 90 days after the existence of an Infringement is notified by a suit or Party to the other legal proceedingsParties pursuant to Section 7.1(a) above, or if LICENSEE notifies LICENSOR at any time of its intention not the Licensor may elect to do so. Should the Licensor elect to bring suit or other legal proceedings against an alleged infringerinfringer and the Licensee is joined as party plaintiff in any such suit, the LICENSOR Licensee shall have the rightright to approve the counsel selected by the Licensor to represent the Licensor and the Licensee, but such approval not the obligation, to commence be unreasonably withheld or delayed. The expenses of such suit or other legal proceedings for such infringement. The total cost suits that the Licensor elects to bring, including any expenses of any such infringement action commenced solely by LICENSOR shall be borne by LICENSOR, and LICENSOR shall retain any recovery of damages awarded the Licensee incurred in such action, except that [the confidential material contained herein has been omitted and has been separately filed conjunction with the Commission] prosecution of any such recovery or damages, after deducting all costs and expenses to prosecute and/or settle such suits or other legal proceedings (includingthe settlement thereof, without limitation, attorneys fees shall be paid for entirely by the Licensor and the fees Licensor shall hold the Licensee free, clear, and harmless from and against any and all costs of consultants and experts) such litigation, including attorney’s fees. The Licensor shall not compromise or settle such litigation without the prior written consent of the Licensee, which consent shall not be credited against all royalties payable hereunderunreasonably withheld or delayed. LICENSEE mayIn the event the Licensor exercises its right to sue pursuant to this section, at its sole expense, participate it may retain any sums recovered in any such suit or other legal proceedings commenced by LICENSORin settlement thereof.