Notice. Each Party will notify the other Party in writing of any actual or suspected Competitive Infringement of any Product Claims by a Third Party, or of any claim of invalidity, unpatentability, unenforceability, or non-infringement of any Unum Background Patent, SGI Background Patent or Patent within the Program IP, and will, along with such notice, supply the other Party with any evidence in its Control pertaining thereto. For purposes of this Agreement, “Competitive Infringement” means, on a Product-by-Product basis, any allegedly infringing activity under any Unum Background Patent, SGI Background Patent or Patent within the Program IP with respect to the manufacture, use, sale, offer for sale or import of # such Product (or any Research Candidate or Development Candidate therefor), or # an Alternative Product that has for [clause (a)] of the “Alternative Product” definition the same Collaboration Antigen as such Product and has for [clause (b)] of such definition (at least) an ACTR.

As between the other Party in writing ofParties, SGI has the first right, but not the obligation, to seek to abate any actual or suspected Competitive Infringement of any Product Claims by a Third Party, or of any claim of invalidity, unpatentability, unenforceability, or non-infringement of any Unum Background Patent, SGI Background Patent or Patent within the SGI Program IP, and will, along withIP by a Third Party, or to file suit against any such notice, supply the otherThird Party with any evidence in its Control pertaining thereto. For purposes of this Agreement, “Competitive Infringement” means, on a Product-by-Product basis, any allegedly infringing activity under any Unum Background Patent, SGI Background Patent or Patent within the SGI Program IP for such Competitive Infringement. If SGI does not take steps to abate the any such Competitive Infringement, or file suit to enforce the SGI Background Patent or Patent within the SGI Program IP against such Third Party with respect to such Competitive Infringement, within a commercially reasonable time, Unum has the manufacture, use, sale, offerright (but not the obligation) to take action as follows: first, to enforce Patent within the SGI Program IP against such Third Party for sale or import of # such Product (orCompetitive Infringement, and second, if there are no such Patents within the SGI Program IP the Competitive Infringement is continuing, then to enforce any Research Candidate or Development Candidate therefor), or # an Alternative Product that hasSGI Background Patent against such Third Party for [clause (a)] of the “Alternative Product” definition the same Collaboration Antigen as such Product and hasCompetitive Infringement. The controlling Party will pay all its Patent Costs incurred for [clause (b)] of such definition (at least) an ACTR.enforcement.

As between the other Party in writing ofParties, Unum has the first right, but not the obligation, to seek to abate any actual or suspected Competitive Infringement of any Product Claims by a Third Party, or of any claim of invalidity, unpatentability, unenforceability, or non-infringement of any Unum Background Patent, SGI Background Patent or Patent within the Unum Program IP, and will, along withIP by a Third Party, or to file suit against any such notice, supply the otherThird Party with any evidence in its Control pertaining thereto. For purposes of this Agreement, “Competitive Infringement” means, on a Product-by-Product basis, any allegedly infringing activity under any Unum Background Patent, SGI Background Patent or Patent within the Unum Program IP for such Competitive Infringement. If Unum does not take steps to abate the any such Competitive Infringement, or file suit to enforce the Unum Background Patent or Patent within the Unum Program IP against such Third Party with respect to such Competitive Infringement, within a commercially reasonable time, SGI has the manufacture, use, sale, offerright (but not the obligation) to take action as follows: first, to enforce Patent within the Unum Program IP against such Third Party for salesuch Competitive Infringement, and second, if there are no such Patents within the Unum Program IP that reasonably allegedly are infringed by such Competitive Infringement, or importafter any failed enforcement of #any such Product (orPatents within the Unum Program IP the Competitive Infringement is continuing, then to enforce any Research Candidate or Development Candidate therefor), or # an Alternative Product that hasUnum Background Patent against such Third Party for [clause (a)] of the “Alternative Product” definition the same Collaboration Antigen as such Product and hasCompetitive Infringement. The controlling Party will pay all its Patent Costs incurred for [clause (b)] of such definition (at least) an ACTR.enforcement.