Common use of Interference, Opposition, Reexamination and Reissue Clause in Contracts

Interference, Opposition, Reexamination and Reissue. (a) A Licensor, within ten (10) days of learning of such an event, shall inform Merck of any request for, or filing or declaration of, any interference, opposition or reexamination relating to Patent Assets. Merck and such Licensor thereafter shall consult and cooperate fully to determine a course of action with respect to any such proceeding and shall agree upon the Parties' rights of review and approval of submissions relating to such proceeding based upon the Parties' relative interests in the relevant portion of Patent Assets. (b) A Licensor shall not institute any opposition, reexamination, or reissue proceeding relating to Patent Assets without the prior written consent of Merck, which consent shall not unreasonably be withheld or delayed. (c) In connection with any interference, opposition, reissue, or reexamination proceeding relating to Patent Assets, Merck and Licensors will cooperate fully and will provide each other with any information or assistance that either reasonably may request. Licensors shall keep Merck informed of developments in any such action or proceeding, including, to the extent permissible, the status of any settlement negotiations and the terms of any offer related thereto. (d) Licensors shall bear the expense of any interference, opposition, reexamination, or reissue proceeding relating to Patent Assets. The information below marked by * and [ ] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Commission. --------------------------------------------------------------------------------

Interference, Opposition, Reexamination and Reissue. (a) A Licensor, within ten (10) days of learning of such an event, shall inform Merck of any request for, or filing or declaration of, any interference, opposition or reexamination relating to Patent Assets. Merck and such Licensor thereafter shall consult and cooperate fully to determine a course of action with respect to any such proceeding and shall agree upon the Parties' rights of review and approval of submissions relating to such proceeding based upon the Parties' relative interests in the relevant portion of Patent Assets. (b) A Licensor shall not institute any opposition, reexamination, or reissue proceeding relating to Patent Assets without the prior written consent of Merck, which consent shall not unreasonably be withheld or delayed. (c) In connection with any interference, opposition, reissue, or reexamination proceeding relating to Patent Assets, Merck and Licensors will cooperate fully and will provide each other with any information or assistance that either reasonably may request. Licensors shall keep Merck informed of developments in any such action or proceeding, including, to the extent permissible, the status of any settlement negotiations and the terms of any offer related thereto. (d) Licensors shall bear the expense of any interference, opposition, reexamination, or reissue proceeding relating to Patent Assets. The information below marked by * and [ ] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Commission. --------------------------------------------------------------------------------.

Interference, Opposition, Reexamination and Reissue. (a) A LicensorCytRx shall, within ten (10) days of learning of such an event, shall inform Merck Vical of any request for, or filing or declaration of, of any interference, opposition opposition, or reexamination relating to Patent AssetsRights. Vical and CytRx and to the extent applicable Merck and such Licensor shall thereafter shall consult and cooperate fully to determine a course of action with respect to any such proceeding proceeding. To the extent applicable to the Field and the rights licensed hereunder, Vical shall agree upon have the Parties' rights of right to review and approval of submissions relating approve any submission to be made in connection with such proceeding based upon the Parties' relative interests in the relevant portion of Patent Assetsproceeding. (b) A Licensor CytRx shall not institute any opposition, reexamination, or reissue proceeding relating to Patent Assets Rights without the prior written consent of Merckto Vical, which consent shall not be unreasonably be withheld or delayedwithheld. (c) In connection with any interference, opposition, reissue, or reexamination proceeding relating to Patent AssetsRights, Merck Vical and Licensors CytRx will cooperate fully and will provide each other with any information or assistance that either may reasonably may request. Licensors CytRx shall keep Merck Vical informed of developments in any such action or proceeding, including, to the extent permissible, the status of any settlement negotiations and the terms of any offer related thereto. (d) Licensors So long as Vical continues to have an obligation to pay royalties under this Agreement, CytRx shall bear the expense of any interference, opposition, reexamination, or reissue proceeding relating to Patent AssetsRights. The information below marked Otherwise, such expenses shall be borne by * and [ ] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Commission. --------------------------------------------------------------------------------Vical.

Interference, Opposition, Reexamination and Reissue. For Funded Patent Rights, (a) A LicensorZNOMICS shall, within ten (10) days of learning of such an event, shall inform Merck MERCK of any request for, or filing or declaration of, any interference, opposition opposition, reissue or reexamination relating to Funded Patent AssetsRights. Merck MERCK and such Licensor ZNOMICS shall thereafter shall consult and cooperate fully to determine a course of action with respect to any such proceeding and proceeding. MERCK shall agree upon have the Parties' rights of right to review and approval of submissions relating approve any submission to be made in connection with such proceeding based upon the Parties' relative interests in the relevant portion of Patent Assetsproceeding. (b) A Licensor ZNOMICS shall not institute initiate any opposition, reexamination, interference or reissue proceeding relating to Funded Patent Assets Rights without the prior written consent of MerckMERCK, which consent shall not be unreasonably be withheld or delayedwithheld. (c) In connection with any interference, opposition, reissue, or reexamination proceeding relating to Funded Patent AssetsRights, Merck MERCK and Licensors ZNOMICS will cooperate fully and will provide each other with any information or assistance that either may reasonably may request. Licensors ZNOMICS shall keep Merck MERCK informed of developments in any such action or proceeding, including, to the extent permissiblepermissible by law, consultation on and approval of any settlement, the status of any settlement negotiations and the terms of any offer related thereto. (d) Licensors ZNOMICS shall bear the expense expense, if ZNOMICS elects to engage in such proceedings, of any interference, opposition, reexamination, or reissue proceeding relating to Funded Patent AssetsRights. The information below marked by * and [ ] has been omitted pursuant ZNOMICS shall inform MERCK of its decisions on such proceedings promptly after the decisions are made. MERCK may elect to a request for confidential treatment. The omitted portion has been separately filed with bear the Commission. --------------------------------------------------------------------------------expense of engaging in any interference, opposition, reexamination or reissue proceeding relating to Funded Patent Rights if ZNOMMICS elects not to engage in such proceedings.

Interference, Opposition, Reexamination and Reissue. (a) A LicensorCytRx shall, within ten (10) days of learning of such an event, shall inform Merck PDC of any request for, or filing or declaration of, of any interference, opposition opposition, or reexamination relating to Patent AssetsRights. PDC and CytRx and to the extent applicable Merck and such Licensor Vical shall thereafter shall consult and cooperate fully to determine a course of action with respect to any such proceeding proceeding. To the extent applicable to the Field and the rights licensed hereunder, PDC shall agree upon have the Parties' rights of right to review and approval of submissions relating approve any submission to be made in connection with such proceeding based upon the Parties' relative interests in the relevant portion of Patent Assetsproceeding. (b) A Licensor CytRx shall not institute any opposition, reexamination, or reissue proceeding relating to Patent Assets Rights without the prior written consent of MerckPDC, which consent shall not be unreasonably be withheld or delayedwithheld. (c) In connection with any interference, opposition, reissue, or reexamination proceeding relating to Patent AssetsRights, Merck PDC and Licensors CytRx will cooperate fully and will provide each other with any information or assistance that either may reasonably may request. Licensors CytRx shall keep Merck PDC informed of developments in any such action or proceeding, including, to the extent permissible, the status of any settlement negotiations and the terms of any offer related thereto. (d) Licensors So long as PDC continues to have an obligation to pay royalties under this Agreement, CytRx shall bear the expense of any interference, opposition, reexamination, or reissue proceeding relating to Patent AssetsRights. The information below marked Otherwise, such expenses shall be borne by * and [ ] has been omitted pursuant to a request for confidential treatment. The omitted portion has been separately filed with the Commission. --------------------------------------------------------------------------------PDC.