Common use of Action by Licensor Clause in Contracts

Action by Licensor. When information comes to the attention of Licensor or Licensee to the effect that any of the Patent Rights have been or are threatened to be infringed by a third party, Licensor shall have the initial right, but not the obligation, at its expense, to take such action as Licensor may deem necessary to prosecute or prevent such Third Party Infringement, including the right to bring any suit, action or proceeding (or defend a declaratory judgement action) involving any such Third Party Infringement. Licensor shall notify Licensee promptly of the receipt of any such information and of the commencement of any such suit, action or proceeding. If Licensor determines that it is necessary or desirable for Licensee to join any such suit, action or proceeding, Licensee shall execute all documents and perform such other acts as may be reasonably required. In the event that Licensor brings a suit, any sums recovered in such suit or in settlement thereof shall be distributed as follows: (i) first to Licensor for reimbursement for all costs and expenses, including reasonable attorneys' fees, involved in such suit; (ii) second to Licensor for accrued and unpaid royalties, if any; and (iii) the balance, if any, *** percent (***%) to Licensee and *** percent (***%) to Licensor.