After Option Exercise. Following ▇▇▇▇▇▇▇’▇ exercise of an Option with respect to a Research Program pursuant to Section 3.2 (Option Exercise), ▇▇▇▇▇▇▇ will have (i) the sole right, but not the obligation, to bring and control any legal action to enforce any Assigned Product-Specific Patents and (ii) the first right, but not the obligation, to bring and control any legal action to enforce any Morphic Platform and Product Patents, Product-Specific Patents or Joint Patents, in each case ((i) and (ii)), that Cover any Licensed Compound or Product that is the subject of such Research Program against any Competitive Infringement in the Territory as it reasonably determines appropriate, and ▇▇▇▇▇▇▇ will consider in good faith the interests of Morphic in such enforcement of such Patents. If ▇▇▇▇▇▇▇ fails to commence enforcement of any Morphic Platform and Product Patents, Product-Specific Patents or Joint Patents, in each case, that are not Assigned Product-Specific Patents against a Competitive Infringement in the Territory within a period of [***] after a request from Morphic to do so, then Morphic may bring and control any legal action in the Territory to enforce any Morphic Platform and Product Patents, Product-Specific Patents or Joint Patents, in each case, that are not Assigned Product-Specific Patents and that Cover the applicable Product against such Competitive Infringement and ▇▇▇▇▇▇▇ will provide reasonable cooperation to Morphic in connection with such legal action in the Territory, including by promptly supplying or executing all papers and instruments, as may be necessary for the purposes of initiating and pursuing such legal action in the Territory.
Appears in 3 contracts
Sources: Research Collaboration and Option Agreement (Morphic Holding, Inc.), Research Collaboration and Option Agreement (Morphic Holding, Inc.), Research Collaboration and Option Agreement (Morphic Holding, Inc.)