Provision Language
9. Intellectual Property
[…]
9.2 Prosecution and Maintenance. As between the Parties, [***] would be responsible for the filing, prosecution and maintenance of any and all Intellectual Property Rights in relation to [***] and, during the Term, would take into account any [***] comments and suggestions of [***] in relation to the filing, prosecution and maintenance of such patents.
9.3 Notification of Infringement. Either Party shall [***] notify the other Party with such details as it has in its possession of any infringement any of any Intellectual Property Rights licensed under this Agreement (an “Infringement”) as and when it becomes aware of such Infringement.
9.4 Enforcement. As between the Parties, [***] shall have the sole right, but not the obligation, to bring at [***] own expense, an infringement action against any Person (an “Infringer”) infringing its Intellectual Property Rights in relation to the [***]. [***] shall be entitled to name [***] as a party to any such infringement action in the [***] if required to do so by Applicable Law or with [***] consent.
9.5 Back–Up Enforcement Rights. If for any reason [***] fails to (1) initiate proceedings against any Infringer in the SIIPL Territory within [***] of receipt of the notice of Infringement from [***] or [***] of otherwise becoming aware of the Infringement or (2) continue to prosecute such proceedings thereafter then [***] shall, at [***] cost and expense, have the right, but not the obligation, to bring proceedings (or continue any existing proceedings commenced by [***]) against such Infringer and [***] shall [***] cooperate in any such proceedings as requested.
9.6 Infringement Actions. The Party exercising any enforcement rights under Section 9.4 or Section 9.5:
a. shall have full control over the conduct of the action;
b. shall keep the other Party [***] informed of the progress of and developments in any proceedings against Infringers; and
c. may negotiate settlements with Infringers; provided any such settlement negotiated under Section 9.5 shall be subject to [***], which decision to grant or deny shall be communicated to [***] in writing within a period of [***] from [***] receipt the applicable written request by [***].