Conduct of Prosecution Sample Clauses

Conduct of Prosecution. (a) All costs and expenses of Prosecution (including, for example, maintenance fees, attorney fees, filing fees and translations) under Section 8.3.1, Section 8.3.2 or Section 8.3.3 shall be paid by and are the sole responsibility of the Prosecution Party except as otherwise expressly set forth herein.
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Conduct of Prosecution. Licensor will execute and deliver to Licensee one or more memoranda in the form of the Memoranda of Exclusive License/Rights and will execute at least one such memorandum prior to the Closing. The conduct of the preparation, filing, prosecution, maintenance, and defense of the Patents will be under Licensee’s exclusive control and discretion. Licensee will consult with Licensor on such matters from time to time on Licensor’s reasonable request. At the reasonable request of Licensee, Licensor will execute and deliver to Licensee such other instruments, and do and perform such other acts and things, as may be reasonably necessary or desirable for confirming in Licensee exclusive right to prosecute, maintain, defend, file, obtain issuance, register, enforce, defend, or bring any proceeding relating to the Patents including, without limitation, execution, acknowledgment and recordation of such papers necessary to convey to Licensee any right or power of attorney in the USPTO or other governmental patent office, in respect to prosecution, maintenance, defense, filing, issuance, or registration of the Patents.
Sample 1
Conduct of Prosecution. Subject to any Prior Obligations of the Parties, the Prosecuting Party shall have the initial right, but not the obligation, to timely prepare, file, prosecute and maintain, in the relevant Territory, the Joint Collaboration Patent Rights or Collaboration Product-Specific Patent Rights as to which it has been designated pursuant to Section 8.2.3.a. (in its own name, in the name of the other Party or in the name of both Parties, as applicable). The Prosecuting Party shall have the full authority, subject to the conditions of Sections 8.2.3.c, 8.2.5, and 8.2.6, below, to make all decisions, and take all actions, that are necessary to obtain effective protection of said Patent Rights, including, but not limited to, the authority to draft and file appropriate responses, conduct interviews with examining authorities, and to represent either or both Parties in any appeal(s), relating to the prosecution of said Patent Rights. The Prosecuting Party shall require its patent counsel to (i) keep the other Party reasonably informed about prosecution status and strategy, and (ii) provide the other Party in a timely manner with copies of all official correspondence to and from the relevant patent office, with respect thereto. The Prosecuting Party shall consider in good faith all comments, suggestions, and proposals by the other Party for any response to communications from the relevant patent office, should they be provided to the Prosecuting Party in a timely fashion to permit their consideration and incorporation into any response thereto. The Prosecuting Party shall have the ultimate authority and discretion to take any action that is necessary to obtain effective protection of said Patent Rights.
Sample 1
Conduct of Prosecution. Subject to any Prior Obligations of the Parties, the Prosecuting Party shall have the initial right, but not the obligation, to timely prepare, file, prosecute and maintain, in the relevant Territory, the Glycoprotein Product-Related Patent Rights as to which it has been designated pursuant to Section 8.2.4.a. (in its own name, in the name of the other Party or in the name of both Parties, as applicable). The Prosecuting Party shall have the full authority, subject to the conditions of Sections 8.2.4.c, 8.2.5, and 8.2.6, below, to make all decisions, and take all actions, that are necessary to obtain effective protection of said Patent Rights, including, but not limited to, the authority to draft and file appropriate responses, conduct interviews with examining authorities, and to represent either or both Parties in any appeal(s), relating to the prosecution of said Patent Rights. The Prosecuting Party shall require its patent counsel to (a) keep the other Party reasonably informed about prosecution status and strategy, and (b) provide the other Party in a timely manner with copies of all official correspondence to and from the relevant patent office with respect thereto. The Prosecuting Party shall consider in good faith all comments, suggestions, and proposals by the other Party for any response to communications from the relevant patent office, should they be provided to the Prosecuting Party in a timely fashion to permit their consideration and incorporation into any response thereto, and the Prosecuting Party shall further require its patent counsel to timely provide to the other Party, to the extent possible and practicable, drafts of amendments or arguments to be made in any such response, prior to filing, and the Prosecuting shall consider in good faith the comments of the other Party thereon, if timely provided. The Prosecuting Party nonetheless shall have the ultimate authority and discretion to take any action that is necessary to obtain effective protection of said Patent Rights, without consultation with the other Party, if either the other Party has failed to provide its comments and counsel in a timely fashion, or if it is not possible and practicable to consult with the other Party before any such action must be taken.
Sample 1

Related to Conduct of Prosecution

  • Filing, Prosecution and Maintenance Each of Dyax and Genzyme shall be responsible for the filing, prosecution and maintenance of all patent applications and patents which make up its Patent Rights. The Steering Committee shall designate either Dyax or Genzyme as the Party responsible for the filing, prosecution and maintenance of all patent applications and patents which make up the Joint Patent Rights. For so long as any of the license grants set forth in Article 3 hereof remain in effect and upon request of the other Party, each of Dyax and Genzyme agrees to file and prosecute patent applications and maintain the patents covering the Patent Rights for which it is responsible in all countries in the Territory selected by the Steering Committee. Each of Dyax and Genzyme shall consult with and keep the other fully informed of important issues relating to the preparation and filing (if time permits), prosecution and maintenance of such patent applications and patents, and shall furnish to the other Party copies of documents relevant to such preparation, filing, prosecution or maintenance in sufficient time prior to filing such document or making any payment due thereunder to allow for review and comment by the other Party and, to the extent possible in the reasonable exercise of its discretion, the filing Party shall incorporate all such comments.

  • Litigation and Compliance with Laws (a) Except as disclosed in the Borrower’s Annual Report on Form 10-K for 2019 or any subsequent report filed by the Borrower on Form 10-Q or Form 8-K with the SEC since December 31, 2019, there are no actions, suits, proceedings or investigations pending or, to the knowledge of the Borrower or the Guarantors, threatened against the Borrower or the Guarantors or any of their respective properties (including any properties or assets that constitute Collateral under the terms of the Loan Documents), before any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, that (i) are likely to have a Material Adverse Effect or (ii) would reasonably be expected to affect the legality, validity, binding effect or enforceability of the Loan Documents or, in any material respect, the rights and remedies of the Administrative Agent or the Lenders thereunder or in connection with the Transactions.

  • Litigation and Compliance with Law Except as set forth in Schedule 5.17, there are no claims, actions, suits or proceedings, pending or, to the knowledge of the Companies and the Stockholders, threatened against or affecting any Company, at law or in equity, or before or by any Governmental Authority having jurisdiction over such Company. No written notice of any claim, action, suit or proceeding, whether pending or threatened, has been received by any Company and, to the Stockholders' and the Companies' knowledge, there is no basis therefor. Except to the extent set forth in Schedule 5.17, each Company has conducted and is conducting its business in compliance with all Laws applicable to such Company, its assets or the operation of its business.

  • Litigation and Investigations Promptly after (i) the occurrence thereof, notice of the institution of or any material adverse development in any material action, suit or proceeding or any governmental investigation or any arbitration, before any court or arbitrator or any governmental or administrative body, agency or official, against any Consolidated Company, or any material property of any thereof, or (ii) actual knowledge thereof, notice of the threat of any such action, suit, proceeding, investigation or arbitration;

  • Patent Filing Prosecution and Maintenance 7.1 Except as otherwise provided in this Article 7, Licensee agrees to take responsibility for, but to consult with, the PHS in the preparation, filing, prosecution, and maintenance of any and all patent applications or patents included in the Licensed Patent Rights and shall furnish copies of relevant patent-related documents to PHS.

  • Filing, Prosecution and Maintenance of Patents RENOVIS agrees to file, prosecute and maintain in the Territory, upon appropriate consultation with MERCK, the RENOVIS Patent Rights licensed to MERCK under this Agreement; provided, however, with respect to Joint Information and Inventions that are not Improvements to RENOVIS Patent Rights or RENOVIS Technology, MERCK shall have the first right to file patent applications for such Joint Information and Inventions. With respect to RENOVIS Information and Inventions, RENOVIS may elect not to file and if so MERCK shall have the right to file patent applications. In such event, RENOVIS shall execute such documents and perform such acts at RENOVIS’ expense as may be reasonably necessary to effect an assignment of such Patent Rights to MERCK in a timely manner to allow MERCK to continue such prosecution or maintenance. In each case, the filing Party shall give the non-filing Party an opportunity to review the text of the application before filing, shall consult with the non-filing Party with respect thereto, and shall supply the non-filing Party with a copy of the application as filed, together with notice of its filing date and serial number. RENOVIS shall keep MERCK advised of the status of the actual and prospective patent filings and upon the request of MERCK, provide advance copies of any papers related to the filing, prosecution and maintenance of such patent filings. RENOVIS shall promptly give notice to MERCK of the grant, lapse, revocation, surrender, invalidation or abandonment of any Patent Rights licensed to MERCK for which RENOVIS is responsible for the filing, prosecution and maintenance. With respect to all filings hereunder, the filing Party shall be responsible for payment of all costs and expenses related to such filings.

  • Filing Prosecution and Maintenance of Patent Rights 7.1 Patent Filing, Prosecution and Maintenance.

  • Litigation and Regulatory Cooperation During and after the Executive’s employment, the Executive shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired while the Executive was employed by the Company. The Executive’s full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of the Company at mutually convenient times. During and after the Executive’s employment, the Executive also shall cooperate fully with the Company in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while the Executive was employed by the Company. The Company shall reimburse the Executive for any reasonable out-of-pocket expenses incurred in connection with the Executive’s performance of obligations pursuant to this Section 7(f).

  • Prosecution and Maintenance Each party retains the sole right to protect at its sole discretion the Intellectual Property and Technology owned by such party, including, without limitation, deciding whether to file and prosecute applications to register patents, copyrights and mask work rights included in such Intellectual Property, whether to abandon prosecution of such applications, and whether to discontinue payment of any maintenance or renewal fees with respect to any patents included in such Intellectual Property.

  • Litigation and Compliance There is no action, suit, investigation, litigation or proceeding against such Legal Entity pending or threatened before any court, governmental agency or arbitrator that challenges, or would reasonably be expected to have a material adverse effect on, the legality, validity or enforceability of this Agreement.

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