Provision Language
6. Inventions and Patents
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6.3 Patent Prosecution and Maintenance; Abandonment.
(a) Bayer Patents.
(i) Bayer shall retain control over, and shall bear all expenses related to, the filing, prosecution, and maintenance of all Bayer Patents.
(ii) If Bayer elects to cease prosecution of or not maintain any Bayer Patent that claims a Collaboration Compound or the manufacture or use thereof, Bayer shall notify SentiSearch in writing not less than two (2) months before any relevant deadline. SentiSearch shall have the right to assume control over the prosecution or maintenance of such Bayer Patent at its own expense. Such Patent must not be asserted against Bayer, Bayer Affiliates and its customers after takeover by SentiSearch.
(b) SentiSearch Patents. SentiSearch shall retain control over, shall maintain and shall bear all expenses related to the filing, prosecution and maintenance of all SentiSearch Patents.
8. Enforcement of Patent Rights
8.1 Bayer Patents. Bayer shall have the sole right, but not the obligation, to enforce the Bayer Patents against any infringer. Any amounts recovered by Bayer from an infringer of such Patents shall be retained by Bayer.
8.2 SentiSearch Patents. SentiSearch shall have the sole right, but not the obligation, to enforce the SentiSearch Patents being licensed pursuant to Section 7 of this Agreement against any infringer. Any amounts recovered by SentiSearch from an infringer of such Patents shall be retained by SentiSearch. If SentiSearch decides not to enforce the SentiSearch Patents against an infringer, Bayer shall have the right and will be solely responsible for taking any action or suit for patent infringement of the SentiSearch Patents against such acts and to conduct such action or suit in accordance with its best judgment and at its own cost and any amounts recovered by Bayer from an infringer of such SentiSearch Patents shall be retained by Bayer. Such right shall include the right to enter into settlements involving the SentiSearch Patents but only in so far (a) as the terms and conditions of such settlement have effect solely inside the Field of Use and (b) SentiSearch has granted its prior written consent which shall not unreasonably be withheld and granted in a timely manner within the timelines applicable for the respective infringement proceedings on the merits or interim proceedings, as the case may be. Upon Bayer’s request, SentiSearch shall provide reasonable assistance to Bayer in connection with such action or suit, including if necessary joining any such action or suit if it appears that SentiSearch is an indispensable party to such action or suit, and SentiSearch shall sign such documents as may be required by applicable law in order to allow Bayer to exercise its right to bring and/or conduct an action or suit pursuant to this Section 8.2. Bayer will reimburse SentiSearch for any reasonable out of pocket expenses, which are documented in writing, incurred by SentiSearch for rendering such assistance. Bayer will keep SentiSearch continuously informed of any actions or suits pursuant to this Section 8.2.