Patent Enforcement of Platform Patents. With respect to an Infringing Product, if either # a claim of a Licensed Patent not listed in the Orange Book or # a claim of a Licensed Patent listed in the Orange Book after the Effective Date that is not a Product-Specific Licensed Patent Claim is infringed (as determined by either Party in good faith) by such Infringing Product or is subject to a declaratory judgment action arising from such Infringing Products (each, a “Platform Enforcement Action” and together with an Orange Book Enforcement Action, an “Enforcement Action”) in the Field in the Licensed Territory, the Parties shall discuss and determine in good faith, if applicable, whether (in the case of an infringement action) to bring such Platform Enforcement Action and, if applicable, which Party or if both Parties will have the right to bring such Platform Enforcement Action with respect to such Infringing Products and which Party or Parties will bear the cost of such action. For clarity, in the event that the Parties are unable to agree on any Platform Enforcement Action, in the case of an infringement action, then neither Party shall bring such action, and, in the case of a declaratory judgment action, then ​ shall have the right to defend such action at its expense. The Enforcing Party or Parties agree not to settle any Platform Enforcement Action or make any admissions or assert any position in such Platform Enforcement Action, in a manner that would materially adversely affect the validity, enforceability or scope of any Licensed Patent, ​, without the prior written consent of the other Party, which shall not be unreasonably withheld, conditioned or delayed.

Patent Enforcement of Orange Book Listed Patents. As between the Parties, ​ shall have the sole right (but not the obligation), at its expense, to control the enforcement (including settlement) of or to defend any declaratory judgment action arising from any Infringing Products infringing # the Licensed Patents listed in the Orange Book as of the Effective Date and # any Product-Specific Licensed Patent Claims of any Licensed Patent listed in the Orange Book after the Effective Date with respect to Infringing Products (each, an “Orange Book Enforcement Action”) in the Field in the Licensed Territory.