Common use of Course of Action Clause in Contracts

Course of Action. In the event that either Party becomes aware that Licensee’s, its Affiliates’ or its sublicensees’ Developing, Manufacturing or Commercializing Compound or Product in the Field in the Territory infringes, will infringe, or is alleged by a Third Party to infringe, a claim of a patent that specifically covers the Compound or Product, the Party becoming aware of same will promptly notify the other. The Parties will thereafter consult and cooperate to determine a course of action that may include (i) obtaining a license or assignment from said Third Party or (ii) taking action to invalidate said patent.