Patent Defense Clause Samples

Patent Defense. Licensee shall pay for any and all costs incurred for patent maintenance, enforcement and defense of the Patent or the Patent Rights in the Territory.

Patent Defense. Subsidiary agrees that it shall notify Masimo of any claim by a third party that such third party believes any Masimo patents are invalid. Subsidiary agrees to promptly notify Masimo of any such claim whether or not such claim is asserted in court by such third party.

Patent Defense. ZOLL agrees that it shall notify MASIMO of any claim by a third party that such third party believes that MASIMO Patents or Patent Rights are invalid. ZOLL agrees to promptly notify MASIMO of any such claim whether or not such claim is asserted in court by such third party. 12.6.1 During and after the term of this Agreement, ZOLL agrees not to challenge the validity of any of the Patent Rights. During the term of this Agreement, ZOLL agrees to disclose to MASIMO any prior art or any other information that is material to the validity of any of the Patent Rights or to the patentability of any pending MASIMO patent application of which ZOLL is aware.

Patent Defense. If Mobileye or its Affiliate is sued by a practicing company for infringement of a LiDAR patent, Intel will assist Mobileye or its Affiliate in accordance with the terms and procedures in Schedule 8.

Patent Defense. If Mobileye or its Affiliate is sued by a practicing company for infringement of a radar patent, Intel will assist Mobileye or its Affiliate consistent with the terms and procedures in Exhibit F.

Patent Defense. If, as the result of an action brought by Baxter under Section 3.3, a Third Party raises a defense or otherwise alleges the invalidity or unenforceability of any of the Patent rights contained within the scope of the Kamada Licensed Patent Rights being asserted in such action, Baxter shall consult with Kamada regarding the defense of the invalidity claim and Baxter shall reasonably consider Kamada’s comments in defending such claim. Notwithstanding the foregoing, Baxter agrees that it shall not enter into any settlement, consent, order, consent judgment or other voluntary final disposition of any action referred to under this Section ‎3.4 without the prior written consent of Kamada (which consent shall not be unreasonably withheld, conditioned or delayed).

Patent Defense. If a claim, suit or proceeding (any for purposes of this Section 10.4, an "Action") is brought against TWAgbio or TWT (the "Subject Party") or its Affiliates or a third party acting under authority of such party alleging patent infringement and such Action is directed to the subject of a patent or patent application within the Patents of the other party (i.e., the TWAgbio Patents or TWT Patents, as applicable) the Subject Party shall promptly notify the other party. As between the parties to this Agreement, the Subject Party shall be entitled to control the defense in any such Action(s); provided that the other party shall have the right to participate in the defense or settlement thereof, at its own expense, with counsel of its own choosing. Except as agreed in writing by the other party, the Subject Party shall not enter into any settlement of an Action, if such settlement admits the unpatentability, invalidity or unenforceability of any Patent of the other party (i.e., the TWAgbio Patents or TWT Patents, as applicable). The Subject Party agrees to keep the other party hereto reasonably informed of all material developments in connection with any Action.

Patent Defense. Subsidiary agrees that it shall notify Masimo of any claim by a third party that such third party believes any Masimo patents are invalid. Subsidiary agrees to promptly notify Masimo of any such claim whether or not such claim is asserted in court by such third party. Subsidiary Net Sales: A Subsidiary Intercompany Cost of Goods Sold: B Subsidiary Operating Expenses (Budget): C (A-B-C)/A = X, Where X shall be a value within the arm’s length interquartile range of operating margins as determined annually in the transfer pricing study. The transfer price B is therefore equivalent to: B=A (1-X) -C

Patent Defense. During the term of this Agreement, CDI shall notify ▇▇▇▇▇ promptly in writing of any claim asserted against CDI by any third party alleging infringement of any patent owned by such third party in connection with CDI's manufacture, use or sale of Products. Notwithstanding anything herein to the contrary, if, during the term of this Agreement, the manufacture, use or sale of Products by CDI under any issued and valid patent within the Patent Rights would infringe any patent owned by a third party, CDI shall have the right to deduct from the royalties payable to ▇▇▇▇▇ under Section 4 an amount equal to the difference between the royalty due hereunder and the royalty payable by ▇▇▇▇▇ under the MPG License Agreement.