Common use of Enforcement of Patent Rights Clause in Contracts

Enforcement of Patent Rights. Licensor shall have the sole right, at its sole discretion, to bring any legal action for infringement of the Matritech Patent Rights and/or the Matritech Trademark Rights or to defend any counterclaim of invalidity or action of a third party for declaratory judgment of non-infringement or interference (“Enforcement Actions”), and Licensor may bring or defend and may settle any such Enforcement Actions solely at its own expense and through its counsel. Any recovery or proceeds of settlement or judgment in any Enforcement Actions brought or defended by Licensor under this Section 7(d) shall be shared in order, as follows: (A) Licensor shall recoup all of its reasonable out-of-pocket costs and expenses incurred in connection with such Enforcement Action; (B) any balance shall be applied toward the unpaid balance of all principal, premium, if any, interest on the Notes, and any other amounts payable pursuant to the terms of the Notes; and (C) any and all remaining balance shall be received by Licensor. If Licensor reasonably requests, Licensee agrees to become a party to and to participate in any such Enforcement Actions, and, without limiting the generality of the foregoing, Licensor may implead Licensee as a necessary party to any such legal action and Licensee agrees to consent to such joinder; provided, however that Licensee’s participation shall be at Licensor’s expense.

Enforcement of Patent Rights. Licensor shall have the sole right, right at its sole discretion, expense and in its sole discretion to bring any legal action for infringement control the enforcement of the Matritech Patent Rights and/or against infringers. If, within [***] months of receipt of written notice from Company that a Third Party is marketing in the Matritech Trademark Rights or Field in the Territory a product that infringes the Patent Rights, Licensor fails to defend any counterclaim of invalidity or action of a third party for declaratory judgment of non-xxxxx the infringement or interference (“Enforcement Actions”)file suit to enforce such Patent Rights against the infringing party, then the Company shall have the right to take whatever action it deems appropriate in its own name and, if required by law, in the name of Licensor to enforce such Patent Rights in the Field and Territory, and Licensor may bring or defend shall reasonably cooperate with Company in the planning and may settle execution of any such Enforcement Actions solely at its own expense and through its counselaction to enforce the Patent Rights in the Field in the Territory. Any recovery The party controlling any such enforcement action may not settle, or proceeds otherwise consent to an adverse judgment in, such action that diminishes the rights or interests of the non-controlling party without the prior express written consent of the non-controlling party. All monies recovered upon the final judgment or settlement or judgment in any Enforcement Actions brought or defended by Licensor under this Section 7(d) of such action shall be shared shared, after reimbursement of expenses, in orderrelation to the damages suffered by each party. If the Company does not receive sufficient monies from a final judgment or settlement to cover its expenses for such suit, as follows: the Company shall have the right to credit up to [***] percent (A[***]%) Licensor shall recoup all of its reasonable out-of-pocket costs and such expenses incurred in connection with such Enforcement Action; (B) against any balance shall be applied toward royalties or other fees owing by the unpaid balance of all principal, premium, if any, interest on the Notes, and any other amounts payable Company pursuant to the terms of the Notes; and (C) any and all remaining balance shall be received by Licensor. If Licensor reasonably requests, Licensee agrees to become a party to and to participate in any such Enforcement Actions, and, without limiting the generality of the foregoing, Licensor may implead Licensee as a necessary party to any such legal action and Licensee agrees to consent to such joinder; provided, however that Licensee’s participation shall be at Licensor’s expenseArticle 2 above.

Enforcement of Patent Rights. Licensor shall have the sole right, at its sole discretion, to bring any legal action for infringement of the Matritech Patent Rights and/or the Matritech Trademark Rights or to defend any counterclaim of invalidity or action of a third party for declaratory judgment of non-infringement or interference (“Enforcement Actions”), and Licensor may bring or defend and may settle any such Enforcement Actions solely at its own expense and through its counsel. Any recovery or proceeds of settlement or judgment in any Enforcement Actions brought or defended by Licensor under this Section 7(d) shall be shared in order, as follows: (A) Licensor shall recoup all of its reasonable out-of-pocket costs and expenses incurred in connection with such Enforcement Action; (B) any balance shall be applied toward the unpaid balance of all principal, premium, if any, interest on the Notes, and any other amounts payable pursuant to the terms of the Notes; and (C) any and all remaining balance shall be received by Licensor. .. If Licensor reasonably requests, Licensee agrees to become a party to and to participate in any such Enforcement Actions, and, without limiting the generality of the foregoing, Licensor may implead Licensee as a necessary party to any such legal action and Licensee agrees to consent to such joinder; provided, however that Licensee’s participation shall be at Licensor’s expense.