Common use of Third Party Suit Clause in Contracts

Third Party Suit. If Biosource is sued for patent infringement of any Third Party patents and such infringement arises out of the development, manufacture, use, offer for sale, sale or importation of Biosource Products, where Biosource is paying royalties to TDCC for such Products under this Agreement and where such infringement arises solely and directly from the use of Production Technology Owned by DAS or Product Technology Owned by TDCC licensed to Biosource hereunder, the parties shall promptly meet to discuss the course of action to be taken to resolve or defend any such infringement litigation. In such event, Biosource shall determine the course of action with regard to such infringement litigation in its sole discretion, and TDCC and/or DAS, as appropriate, shall provide Biosource with such assistance as is reasonably necessary and shall cooperate in the defense of any such action. In the event that there is a settlement to the litigation or Biosource takes a license to the Third Party technology, TDCC and Biosource shall re-negotiate the royalty payments in Article 6 to in light of any additional royalties or costs that Biosource may have incurred in obtaining freedom to operate for the Production Technology Owned by DAS or Product Technology Owned by TDCC.