Third Party Infringement of Patent Rights Sample Clauses

Third Party Infringement of Patent Rights. Each Party agrees to bring to the attention of the other Party any Third Party product it discovers or has discovered which relates to any of the Patent Rights, and to cooperate with each other so that each Party can determine whether a Third Party product may infringe a Valid Claim of a Patent Right. To the extent a Party believes a Third Party may infringe the Patent Rights, the Parties shall reasonably cooperate to address such concerns. Notwithstanding such cooperation, in the event of alleged Third Party infringement, Proprius, at its sole discretion, may pursue enforcement within [***] days of obtaining knowledge of *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. such alleged infringement. Prior to taking any formal action to enforce the Patent Rights or prior to communicating to the alleged infringing Third Party regarding such alleged infringement, Proprius shall notify Prometheus in writing of Proprius’ intentions to so act. [***] In the event Proprius does not pursue enforcement within the [***] day period, Prometheus, at Prometheus’ sole cost, upon prior written notice to Proprius, may (but shall be under no obligation to act) pursue such enforcement action, and if Prometheus obtains any awards or settlement, then Prometheus shall retain exclusively all settlements or awards.
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Third Party Infringement of Patent Rights. TEXXON and TWIFORD shall promptly provide written notice to the other party of any alleged infringement by a third party of the intellectual property rights relating to the Invention and provide the other party with any available evidence of such infringement. In the event there is good reason to believe infringement of any of those rights is occurring, the parties will jointly take prompt action to abate or settle such infringement. Xxther party shall have the right to institute an action in its own name in so far as permitted by law to abate the infringement and may xxxx the other as a party plaintiff.
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Third Party Infringement of Patent Rights. In the event that Healthdyne believes a third party to be infringing one or more of the Patent Rights or Healthdyne's exclusive license granted hereunder ("License Rights"), Healthdyne shall bring such infringement to the attention of SpectRx. If SpectRx does not institute infringement proceedings against such third party within ninety (90) days after written notice from Healthdyne that such third party appears to be [*] Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. infringing one or more of the Patent Rights or License Rights, Healthdyne shall have the right to take whatever steps in its own and sole discretion it shall deem advisable, including but not limited to, settlement or the filing of suit for damages, or to enjoin such sales or offers for sale by such third party. In the event that Healthdyne exercises its discretion to bring an infringement action, SpectRx shall perform all acts which may become necessary or desirable to vest in Healthdyne the right to institute any such suit and shall, upon reasonable notice, cooperate and, to the extent deemed necessary or desirable by Healthdyne and at Healthdyne's expense, participate in any suit to enjoin such infringement and to collect, for the benefit of Healthdyne, damages, profits and awards of any nature recoverable for such infringement. In the event the third party infringer is a licensee of SpectRx, SpectRx agrees to take all actions reasonably requested by Healthdyne to require such licensee to cease such infringement and recoup damages, profits and awards of any nature recoverable for such infringement; such action by SpectRx may include, but is not limited to, termination of the license of the infringing licensee. The costs and expenses of such suit or settlement shall be borne by the party hereto bringing the suit. Recovery of damages in any such suit or settlement any third party shall first be applied to reimburse the party brining the suit for its reasonable attorneys' fees, costs plus other out-of-pocket costs or expenses incurred in connection with such suit or settlement. Any excess recovered damages shall be applied one-half to SpectRx and one-half to Healthdyne.
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Third Party Infringement of Patent Rights. In the event that a Party has reason to believe that a Third Party may be infringing any of the patents included in Patent Rights by the Third Party's manufacture, use, sale or importation of an infringing product in the Territory, such Party shall promptly notify the other Party. BioCurex may, in its sole discretion, elect to enforce the Patent Rights, through legal action or other wise. Abbott, at BioCurex's request and xx XxxCurex's expense, shall reasonably cooperate with BioCurex in such enforcement. In the event that BioCurex requests the assistance of Abbott and Abbott requixxx xxe assistance ox xxxxide counsel, Abbott shall so advise BxxXxxxx promptly and, after BioCurex's approval, Abbott shall have the rixxx xx retain outside patent counsel of its choice at BioCurex's expense; provided, however, that BioCurex shall have the right to review all invoices associated therewith, and discontinue such outside patent counsel assistance immediately upon notice to Abbott hereunder. BioCurex shaxx xx responsible for any costs associated with such suit and/or settlement, and shall be entitled to retain any and all recovery which may be obtained in any suit brought by BioCurex. If such settlement involves any material admission(s) by BioCurex relating to such suit, BioCurex shall use its reasonable best efforts to ensure that confidential treatment of all its material admissions. BioCurex hereby agrees that it shall not make any material admission relating to Patent Rights without the prior written consent of Abbott, which consent shall not be xxxxxeld unreasonably.
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Third Party Infringement of Patent Rights. KBS and WHITE shall promptly provide written notice to the other party of any alleged infringement by a third party of the intellectual property rights relating to the Invention and provide the other party with any available evidence of such infringement. In the event there is good reason to believe infringement of any of those rights is occurring, the parties will jointly take prompt action to xxxxx or settle such infringement. Either party shall have the right to institute an action in its own name in so far as permitted by law to xxxxx the infringement and may join the other as a party plaintiff.
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Third Party Infringement of Patent Rights. MAXXON and LICENSORS shall promptly provide written notice to the other party of any alleged infringement by a third party of the Patent Rights and provide such other party with any available evidence of such infringement. In the event there is good reason to believe infringement of any of the Patent Rights is occurring, the parties will jointly take prompt action to xxxxx or settle such infringement. Either party shall have the right to institute an action in its own name in so far as permitted by law to xxxxx the infringement and may join the other as a party plaintiff.
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Third Party Infringement of Patent Rights. ALLIED and HERI shall promptly provide written notice to the other party of any alleged infringement by a third party of the intellectual property rights relating to the Invention and provide the other party with any available evidence of such infringement. In the event there is good reason to believe infringement of any of those rights is occurring, the parties will jointly take prompt action to xxxxx or settle such infringement. Either party shall have the right to institute an action in its own name in so far as permitted by law to xxxxx the infringement and may join the other as a party plaintiff.
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Related to Third Party Infringement of Patent Rights

  • Third Party Infringement If any patent in the MEGABIOS ------------- ------------------------- Patent Rights in the Field is infringed by a third party, the party to this Agreement first having knowledge of such infringement shall promptly notify the other in writing. The notice shall set forth the facts of that infringement in reasonable detail. MEGABIOS shall have the primary right, but not the obligation, to institute, prosecute, and control any action or proceeding with respect to such infringement of the MEGABIOS Patent Rights, by counsel of its own choice, and LILLY shall have the right, at its own expense, to be represented in that action by counsel of its own choice. IF MEGABIOS fails to bring an action or proceeding within a period of one hundred twenty (120) days after receiving written notice from LILLY or otherwise having knowledge of that infringement, LILLY shall have the right to bring and control any such action by counsel of its own choice, and MEGABIOS shall have the right to be represented in any such action by counsel of its own choice at its own expense. [ * ] Certain information on this page has been omitted and filed separately with the Commission. Confidential Treatment has been requested with respect to the omitted portions. If one party brings any such action or proceeding, the second party agrees to be joined as a party plaintiff and to give the first party reasonable assistance and authority to file and prosecute the suit. The costs and expenses (including reasonable attorney's fees) of all suits brought by MEGABIOS or LILLY under this Section shall be reimbursed on a pro-rata basis to both parties out of any damages or other monetary awards recovered therein in favor of MEGABIOS and/or LILLY. Any remaining damages shall split [ * ] to the party initiating and prosecuting the action to completion and [ * ] to the other party. No settlement or consent judgment or other voluntary final disposition of a suit under this Section may be entered into without the joint consent of MEGABIOS and LILLY (which consent shall not be withheld unreasonably). Notwithstanding anything to the contrary herein, this Section 11.4 shall not apply to the extent it is inconsistent with the License Agreement dated May 9, 1996 between MEGABIOS and UC.

  • Third Party Infringement Claims If the production, sale or use of the any Licensed Product in or outside the Territory results in a claim, suit or proceeding alleging patent infringement against Licensee or Licensor (or their respective Affiliates, licensees or Sublicensees) (collectively, “Infringement Actions”), such Party shall promptly notify the other Party hereto in writing. The Party subject to such Infringement Action shall have the right to direct and control the defense thereof, at its own expense with counsel of its choice; provided, however, that (i) if such Infringement Action involves the Territory, Licensee shall have the right to assume the defense thereof in the Territory and to direct and control the defense thereof, at its own expense with counsel of its choice, (ii) if such Infringement Action involves Japan, Licensor shall have the right to assume the defense thereof within Japan and to direct and control the defense thereof, at its own expense with counsel of its choice, (iii) if such Infringement Action involves both the Territory and Japan, the Parties shall cooperate in good faith with respect to their respective defenses of such Infringement Actions, and (iv) in all cases the other Party may participate in the defense and/or settlement thereof, at its own expense with counsel of its choice. In any event, the Party that is defending the Infringement Action (the “Defending Party”) agrees to keep the other Party hereto reasonably informed of all material developments in connection with any such Infringement Action and the Parties shall reasonably cooperate in the defense of any such suit or Infringement Action. If Licensee is the Defending Party, Licensee agrees not to settle such Infringement Action, or make any admissions or assert any position in such Infringement Action, in a manner that would adversely affect the Licensed Product or the manufacture, use or sale of the Licensed Product within or outside the Territory, without the prior written consent of Licensor, which shall not be unreasonably withheld or delayed; and similarly if Licensor is the Defending Party, Licensor agrees not to settle such Infringement Action, or make any admissions or assert any position in such Infringement Action, in a manner that would adversely affect the Licensed Product, or the manufacturing, use or sale of the Licensed Product, in the Territory, without the prior written consent of Licensee, which shall not be unreasonably withheld or delayed.

  • Third Party Patent Rights If either Party desires to bring an opposition, action for declaratory judgment, nullity action, interference, declaration for non-infringement, reexamination or other attack upon the validity, title or enforceability of a Patent Right owned or controlled by a Third Party and having one or more claims that Cover the Compound or Product, or the use, sale, offer for sale or importation of the Compound or Product (except insofar as such action is a counterclaim to or defense of, or accompanies a defense of, a Third Party’s claim or assertion of infringement under Section 7.6, in which case the provisions of Section 7.6 shall govern), such Party shall so notify the other Party and the Parties shall promptly confer to determine whether to bring such action or the manner in which to settle such action. Provention shall have the exclusive right, but not the obligation, to bring, at its own expense and in its sole control, such action in the Territory. If Provention does not bring such an action in the Territory, within ninety (90) days of notification thereof pursuant to this Section 7.7(a) (or earlier, if required by the nature of the proceeding), MacroGenics shall have the right, but not the obligation, to bring, at MacroGenics’ own expense, such action. The Party not bringing an action under this Section 7.7(a) shall be entitled to separate representation in such proceeding by counsel of its own choice and at its own expense, and shall cooperate fully with the Party bringing such action. Any awards or amounts received in bringing any such action shall be first allocated to reimburse the initiating Party’s expenses in such action, and any remaining amounts shall be allocated between the Parties as provided in Section 7.5(e).

  • Joint Patent Rights If not already established under the Research Collaboration Agreement, prior to either Party filing any Patent Right disclosing Joint Program Technology or Joint TAP Platform Improvements, the Parties shall establish a patent committee (the “Patent Committee”) comprised of at least one (1) representative of each Party for the purpose of facilitating the preparation, filing, prosecution, maintenance and defense of Joint Patent Rights. As agreed upon by the Parties, meetings of the Patent Committee may be face-to-face or may be conducted by teleconferences or videoconferences, from time to time as needed. The Patent Committee will be the forum through which the Parties coordinate their respective obligations to each other described in Sections 5.2.2 and 5.2.3 hereof and in this Section. In the event the Parties conceive or generate any Joint Program [***] Certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Confidential Treatment Requested by CytomX Therapeutics, Inc. Technology or Joint TAP Platform Improvements, the Parties shall promptly meet to discuss and determine, based on mutual consent, whether to seek patent protection thereon, which Party will control filing, prosecution and maintenance of such patents and how to pay for the filing, prosecution and maintenance of such patents. It is presumed that CytomX will control filing, prosecution and maintenance of Joint Patent Rights claiming Joint Program Technology or Joint Unconjugated Probody Platform Improvements, and that ImmunoGen will control filing, prosecution and maintenance of Joint Patent Rights claiming Joint TAP Platform Improvements or Joint Conjugation Probody Platform Improvements. Neither Party will file any Joint Patent Right without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed. The Party controlling filing and prosecution of any such Joint Patent Right (a) shall keep the other Party informed regarding each Patent Right, (b) shall consider in good faith any recommendations made by the other Party in regard to the filing, prosecution or maintenance of any such Patent Right and (c) shall not unreasonably refuse to incorporate any recommendations made by the other Party in regard to such filing, prosecution or maintenance.

  • Patent Rights The term “

  • Licensed Patent Rights The term “Licensed Patent Rights” shall mean rights arising out of or resulting from:

  • Intellectual Property Infringement To the knowledge of the Company and the Operating Partnership and except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, neither the Company nor any of its Subsidiaries has infringed or is infringing the intellectual property of a third party, and neither the Company nor any of its Subsidiaries has received notice of a claim by a third party to the contrary, except for any such notice that would not reasonably be expected to have a Material Adverse Effect.

  • Infringement of Third Party Patents (a) If a third party asserts that a patent or other proprietary right owned by it is infringed by the manufacture, use, importation, offer for sale or sale of a Licensed Product in the Field and in the Territory and such alleged infringement arises in whole or in part from Alcon's use of the Pharmacyclics Technology (a "Claim"), the Party against whom such a Claim was asserted shall immediately provide the other Party notice of such Claim and the related facts in reasonable detail. Unless it is mutually agreed that the Parties should proceed jointly in defending such an action, the Party sued shall defend such action. The other Party shall cooperate in connection therewith and shall have the right to be represented separately by counsel of its own choice, at its own expense. The entity (whether Pharmacyclics or Alcon) that controls the defense of such a Claim with respect to the Licensed Product in the Field and in the Territory shall also have the right to control settlement of such Claim; provided, however, that no settlement shall be entered into without the consent of the other Party. To the extent that any of the costs set forth in clauses (i), (ii) or (iii) of this sentence are attributable to infringement arising from Alcon's use of the Pharmacyclics Technology, Alcon shall have the right to deduct from and offset against royalties otherwise payable to Pharmacyclics under Section 4.4(a), the following: (i) all litigation costs related to such Claim; (ii) any money damages paid by Alcon or its Affiliates pursuant to any judgment or settlement resulting from such Claim; and (iii) any royalty that Alcon and/or its Affiliates and sublicensees are required to pay to a third party in settlement of such Claim in order to continue to exercise Alcon's license rights as set forth in this Agreement. Notwithstanding the foregoing, in no event shall royalties owed Pharmacyclics under Section 4.4(a) be reduced by more than (*) in any given royalty period.

  • No Third Party Infringement To the Knowledge of the Company, no person has or is infringing or misappropriating any material Company Owned Intellectual Property.

  • Third Party Patents If any Third Party claims that a patent it owns or controls claims any aspect of a Licensed Product or its manufacture, use or sale, the Party with notice of such claim shall notify the other Party promptly, and the Parties shall as soon as practicable thereafter discuss in good faith regarding the best response.

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