In the event that an action alleging invalidity or non-infringement of any of the Teikoku Patent Rights shall be brought against Teikoku or Licensee, Teikoku, at its sole discretion, shall have the right, but not be obligated, within [ * ] after the commencement of such action, to take or regain control of the action at its own expense.
Teikoku shall have the right, but not be obligated, at its sole discretion, on its own behalf, to institute, prosecute and control any action or proceeding to restrain infringement of any Teikoku Patent Rights.
The Licensee Royalties set forth in Section 5.1 shall be payable as to each particular Licensed Product sold in the Territory during the Licensee Royal Term; provided, however, that the applicable royalty rate under Section 5.1 shall be reduced by [ * ] for any period during which the manufacture, sale or importation of such Licensed Product in the Territory is not covered by any Valid Claim within the Teikoku Patent Rights.
In the event that Licensee has granted any sublicense under this Agreement, Licensee shall share with and pay to Teikoku [ * ] of all Sublicensing Income received by Licensee in consideration for such sublicense; provided, however, that such percentage shall be reduced by [ * ] for any period during which the manufacture, sale or importation of a Licensed Product in the Territory is not covered by any Valid Claim within the Teikoku Patent Rights.
If Teikoku or Licensee becomes aware of infringement of any patent included in the Teikoku Patent Rights by a Third Party in the Territory, such Party shall promptly notify the other Party in writing to that effect and provide a summary of the relevant facts and circumstances known to such Party relating to such infringement ("Infringement Notice").