Maintenance and Prosecution of Patents Sample Clauses

Maintenance and Prosecution of Patents. 10.2.1. Patent Prosecution and Maintenance of AstraZeneca Patents and [***] Patents. Subject to Section 10.2.2, AstraZeneca, through patent attorneys or agents of its choice and at its sole cost and expense, shall have the first right, but not the obligation, to maintain in the Territory the AstraZeneca Patents. AstraZeneca shall not abandon any application for any AstraZeneca U.S. Patents or permit any Patent issuing therefrom to lapse without first notifying Impax and permitting Impax to continue the prosecution of such applications or pay any required fees in the name of AstraZeneca, at Impax’ sole cost and expense and through patent attorneys or agents reasonably acceptable to AstraZeneca. Impax shall not become an assignee of any application for any AstraZeneca U.S. Patents as a result of its continuing the prosecution of an application for such Patent or paying any fees according to this Section 10.2.1. If AstraZeneca receives notice [***], and AstraZeneca has the right to [***] and AstraZeneca [***], then AstraZeneca will so notify Impax and, upon Impax’ request and at Impax’ expense, AstraZeneca will [***] in a manner consistent with, and subject to, the terms and conditions of, the [***].

Maintenance and Prosecution of Patents. As between the Parties, with respect to Denali Patents, Takeda Patents, ATV Platform Patents, Product Patents and Joint Program Patents:

Maintenance and Prosecution of Patents. (a) BII shall be responsible for the prosecution, maintenance, renewal, extension and defense of all BII Patent Rights. BII shall bear all costs and expenses related to such BII Patent Rights. If BII intends to abandon any BII Patent Right that is listed on Annex 2, BII shall inform Inspire in writing and Inspire shall have the right to take over such BII Patent Right at its own name and cost. In the event that such a BII Patent Right is rejected by a Patent Office, BII will timely inform Inspire of such rejection and further steps to be taken by BII. (b) Inspire shall be responsible for the prosecution, maintenance, renewal, extension and defense of all Inspire Patent Rights. Inspire shall bear all costs and expenses related to such Inspire Patent Rights. If Inspire intends to abandon any Inspire Patent Rights, Inspire shall inform BII in writing and BII shall have the right to take over such Inspire Patent Right at its own name and cost. In case an Inspire Patent Right is rejected by a Patent Office, Inspire will timely inform BII of such rejection and further steps to be taken by Inspire.

Maintenance and Prosecution of Patents. 8.2.1 F-star Patent Prosecution and Maintenance. F-star shall have the right, but not the obligation, to prepare, file, prosecute, and maintain the F-star Patents and Platform Patents worldwide, at F-star’s sole cost and expense.

Maintenance and Prosecution of Patents a. Seller may elect not to prosecute or maintain a patent within the Category II Assets if it reasonably concludes that such patent has no significant value to Seller within the field of CEDUI. In that event, it will so notify Purchaser. Purchaser will, within ninety (90) days of receipt of such notice, notify Seller whether it wishes to acquire the patent from Seller. During this ninety (90) day period, Seller will take any action necessary to continue to prosecute or maintain the patent. Purchaser will reimburse Seller for its out-of-pocket costs incurred in such actions. Upon notice by Purchaser that it wishes to acquire the patent from Seller, Seller will assign the patent to Purchaser, transfer any files or other documents relating to the patent to Purchaser, and Purchaser will thereafter be solely responsible for prosecution or maintenance of the Patent, including all costs associated therewith. Seller agrees to execute any additional documents necessary to perfect Purchaser's rights to the patent. Purchaser agrees that, upon transfer of the patent to Purchaser, it will not assert any claim related to such paten against Seller. If no notice is received by Seller within the ninety (90) period, Seller will abandon the patent. b. Purchaser may elect not to prosecute or maintain a patent within the Category III Assets if it reasonably concludes that such patent has no significant value to Purchaser outside the field of CEDUI. In that event, it will so notify Seller. Seller will, within ninety (90) days of receipt of such notice, notify Purchaser whether wishes to acquire the patent from Purchaser. During this ninety (90) day period, Purchaser will take any action necessary to continue to prosecute or maintain the patent. Seller will reimburse Purchaser for its out-of-pocket costs incurred in such actions. Upon notice by Seller that it wishes to acquire the patent from Purchaser, Purchaser will assign the patent to Seller, transfer any files or other documents relating to the patent to Seller, and Seller will thereafter be solely responsible for prosecution or maintenance of the Patent, including all costs associate therewith. Purchaser agrees to execute any additional documents necessary to perfect Seller's rights to the patent. Seller agrees that, upon transfer of the patent to Seller, it will not assert any claim related to such patent against Purchaser. If no notice is received by Purchaser within the ninety (90) period, Purchaser will abandon the pat...

Maintenance and Prosecution of Patents. (a) Disc shall, through counsel of its choice and at its own cost and expense, and subject to this Section 7.2, Prosecute: (i) the Licensed Patents listed on Schedule 7.2(a) and any Patents within the Licensed Patents having common priority with any such Licensed Patent, other than divisional patent applications and any issued patents therefrom with claims that are not directed to the Licensed Antibody or Licensed Product; (ii) any Licensed Patents not listed on Schedule 7.2(a) that specifically Cover the Licensed Antibody or Licensed Product (for clarity, not including any Licensed Patents that are applicable to products other than Licensed Antibody or Licensed Product, such as formulation or manufacture patents, but in any event, including those Patents that claim the composition of matter, methods of use or methods of administration with respect to a Licensed Antibody or Licensed Product) (clauses (i) and (ii) collectively, the “Core Licensed Patents”); and (iii) Arising Patents, including in each case ((i), (ii), or (iii)) any related interference, re-issuance, re-examination, and opposition proceedings with respect thereto, in the Licensed Territory with respect to such Core Licensed Patents and worldwide with respect to the Arising Patents. For clarity, Mabwell shall have the sole right and discretion to Prosecute the Licensed Patents in the Mabwell Territory at its own cost and expense. For purposes of this Section 7.2, all references to Licensed Patents shall include Joint Improvement Patents. (b) If Disc decides not to Prosecute any Core Licensed Patent in one or more countries in the Licensed Territory pursuant to Section 7.2(a), Disc shall provide reasonable prior written notice to Mabwell of such intention, and Mabwell may, but is not obligated to, assume the control and direction of the Prosecution of such Patent in such country(ies) at its sole cost and expense. If Disc decides not to Prosecute an Arising Patent in one or more countries in the Mabwell Territory pursuant to Section 7.2(a), Disc shall provide reasonable prior written notice to Mabwell of such intention, and, solely to the extent that such Arising Patent is necessary for Mabwell to Exploit a Licensed Antibody or Licensed Product in such country(ies), Mabwell may, but is not obligated to, assume the control and direction of the Prosecution of such Patent in such country(ies) at its sole cost and expense. (c) Mabwell shall, through counsel of its choice and at its own cost and exp...

Maintenance and Prosecution of Patents. Scheduled Patents and Licensed Patents that are not Scheduled Patents. Subject to Section 5.2.4, as between the Parties (and their respective Affiliates), the Party designated as the “Party with Primary Prosecution Rights” on Schedule 1.108 for each of the Scheduled Patents (the “Designated Party”) shall have the first right, but not the obligation, in all countries in the world, to prepare, file, prosecute and maintain the designated Scheduled Patents and shall be responsible for related interference, re-issuance, re-examination and opposition proceedings. Subject to Section 5.2.4, as between the Parties (and their respective Affiliates), Medtronic shall have the first right, but not the obligation, in all countries in the world, to prepare, file, prosecute and maintain the Licensed Patents that are not Scheduled Patents and shall be responsible for related interference, re-issuance, re-examination and opposition proceedings. Without limiting the rights of [***] under this Section 5.2, the preparation, filing, prosecution and maintenance (collectively, together with any related interference, re-issuance, re-examination and opposition proceedings, “Patent Prosecution”) of Scheduled Patents and other Licensed Patents shall be undertaken through outside patent counsel (the “Designated Counsel”) [***]. The Designated Counsel shall be retained by both Parties and the control and cost of the Patent Prosecution shall be allocated as provided in this Section 5.2. The Prosecuting Party (as defined in Section 5.2.3) shall, and shall cause the Designated Counsel to (a) consult regularly with the other Party on the actions and decisions being considered in connection with the Patent Prosecution, (b) provide the other Party prior to submission to the applicable patent office with copies of all proposed patent applications and other material submissions and correspondence in sufficient time to allow for review and comment by the other Party, and (c) consider in good faith and reasonably incorporate the other’s comments in such patent applications and other material submissions and correspondence; provided that if [***]. If the Prosecuting Party plans to abandon any Licensed Patent or Scheduled Patent, the Prosecuting Party shall notify the other in writing at least [***] in advance of the due date of any payment or other action that is required to prepare, file, prosecute or maintain such Patent, and the other Party may elect, upon written notice to the Prosecuting Par...

Maintenance and Prosecution of Patents. 9.3.1. Prior to the Continuation Date. As between the Parties, prior to the Continuation Date, (a) Xilio shall have the first right, but not the obligation, using counsel of its own choice, to prepare, file, prosecute and maintain, and to control any opposition, re-issuance, post-grant review, inter-partes review, reexamination request, nullity action, interference or other similar post-grant proceedings and any appeals therefrom (each, a “Defense Proceeding”) with respect to, the [**]) in the Territory, at its sole cost and expense and (b) Gilead shall have the first right, but not the obligation, using counsel of its own choice, to prepare, file, prosecute and maintain, and to control any Defense Proceeding with respect to, the [**] in the Territory, at its sole cost and expense. Xilio will prepare and file Patents in a manner that will generate [**] and [**], including through filing continuations or divisionals with respect to the Licensed Patents and any other reasonable action as may be available under Applicable Law, with the objective of maximizing patent protection with respect to the IL-12 Molecules and IL-12 Products in the Field in the Territory by filing Patents that claim and Cover IL-12 Molecules and IL-12 Products only, including as Gilead may reasonably request.

Maintenance and Prosecution of Patents. 8.2.1. In General. (i) As between the Parties: 1. Insmed shall through counsel mutually acceptable to each Party, have the right, but not the obligation, to prepare, file, prosecute and maintain AstraZeneca Patents and Joint Patents that are necessary for the Exploitation of the of Licensed Compounds or Licensed Products, including any related interference, re-issuance and re-examination proceedings with respect thereto, in the Territory, in each case, the cost and expense of which shall be borne by Insmed. If Insmed identifies patentable inventions necessary for the Exploitation of the Licensed Compounds or Licensed Products within the AstraZeneca Know-How in the course of reviewing the AstraZeneca Know-How, the rights under this Section 8.2.1 include the right for Insmed to file, prosecute and maintain new patent applications in the name of AstraZeneca claiming or covering such patentable inventions at Insmed’s cost and expense; 2. AstraZeneca shall, through counsel mutually acceptable to each Party, have the right, but not the obligation, to prepare, file, prosecute and maintain AstraZeneca Patents and Joint Patents that are reasonably useful (but not necessary) for the Exploitation of Licensed Compounds or Licensed Products, including any related interference, re-issuance and re-examination proceedings with respect thereto, in the Territory, in each case, the cost and expense of which shall be borne by AstraZeneca. If Insmed identifies patentable inventions reasonably useful (but not necessary) for the Exploitation of the of Licensed Compounds or Licensed Products within the AstraZeneca Know-How in the course of reviewing the AstraZeneca Know-How, the rights under this Section 8.2.1 include the right of AstraZeneca to file, prosecute and maintain new patent applications in the name of AstraZeneca claiming or covering such patentable inventions at AstraZeneca’s cost and expense; and 3. Insmed shall have the right, but not the obligation, to prepare, file, prosecute and maintain the Insmed Patents, including any related interference, re-issuance, re-examination and opposition proceedings with respect thereto, worldwide, in each case, at its sole cost and expense and through counsel of its choice. (ii) For purposes of this Section 8.2, the Party prosecuting, maintaining or undertaking other related activities pursuant to this Agreement with respect to a Patent shall be the “Prosecuting Party.” The Prosecuting Party shall periodically inform the other Part...