Common use of Right to Bring an Action Clause in Contracts

Right to Bring an Action. Transferee shall have the first right to attempt to ▇▇▇▇▇ Infringing Activities within the Territory, including by taking and controlling an Enforcement Action with respect to the Assigned IP and Joint Patents. If Transferee does not intend to prosecute or defend an Enforcement Action, Transferee shall promptly inform Company. If Transferee does not take an Enforcement Action with respect to such an infringement or claim within ninety (90) days following notice thereof or a request by Company to do so, Company shall have the right to take and control an Enforcement Action in the name of either or both Parties after notifying Transferee of the same. The Party taking such Enforcement Action shall have the sole and exclusive right to select counsel for any suit it initiates pursuant to this Section 7.2. Notwithstanding the foregoing, in the event that Transferee has tried to prosecute or defend an Enforcement Action in the Territory, and the competent court has denied Transferee standing to prosecute or defend, then Company shall, upon Transferee’s request, prosecute, or defend such Enforcement Action, at Transferee’s expense. For clarity, Transferee will have no right to enforce a Patent Right solely Controlled by Company outside of the Territory even in the event Company opts not do so.