Ownership and Prosecution of Product Trademarks. [[Organization A:Organization]] shall own all right, title, and interest to the Product Trademarks in the Territory, and shall be responsible for the registration, prosecution, and maintenance thereof. All costs and expenses of registering, prosecuting, and maintaining the Product Trademarks shall be borne solely by [[Organization A:Organization]]. ​ shall provide all assistance and documents reasonably requested by [[Organization A:Organization]] in support of its prosecution, registration, and maintenance of the Product Trademarks. All use and goodwill in and to the Product Trademarks shall inure to the sole benefit of [[Organization A:Organization]].

Notice and Cooperation. Each Party shall provide to the other Party prompt written notice of any actual or threatened infringement of the Product Trademarks in the Territory and of any actual or threatened claim that the use of the Product Trademarks in the Territory violates the rights of any Third Party. Each Party agrees to cooperate fully with the other Party with respect to any enforcement action or defense commenced pursuant to this Section 7.7.

Notice and Cooperation. CytomX shall provide to Regeneron prompt written notice of any actual, potential, or threatened infringement of the Product Trademarks in the Territory and of any actual or threatened claim that the use of the Product Trademarks in the Territory violates the rights of any Third Party, promptly after becoming aware of the foregoing. CytomX agrees to cooperate fully with Regeneron, at Regeneron’s sole cost and expense, with respect to any enforcement action or defense commenced pursuant to this [Section 8.9].

Licensed Trademarks. If Licensee elects to use any Licensed Trademark in connection with any Licensed Product, Licensee shall so notify Axsome in writing and Axsome shall provide to Licensee any trademark usage guidelines that Axsome may reasonably specify with respect to such Licensed Trademark. Licensee shall comply with and shall cause its Affiliates and Sublicensees to comply with such trademark usage guidelines in respect of any use of such Licensed Trademark.

For the sake of clarity and with respect to this [Section 4.10(d), TRIS] is the licensor as it pertains to TRIS Marks (including, without limitation, the name “Tuzistra” and any Trademarks utilizing “Tuzistra”) and licensee as it pertains to the AYTU Non-Product Specific Trademarks during the Term of this Agreement, the AYTU Product Trademarks. AYTU is the licensee as it pertains to TRIS Marks (including, without limitation, the name “Tuzistra” and any Trademarks utilizing “Tuzistra”) and is the licensor as it pertains to the Non-Product Specific Trademarks during the Term of this Agreement, the AYTU Product Trademarks. Each of AYTU and TRIS are therefore “Licensor” and “Licensee,” as applicable. For the purposes of this Section 4.10(d), “Licensed Trademarks” shall mean the TRIS Marks (including, without limitation, the name “Tuzistra” and any Trademarks utilizing “Tuzistra”) and AYTU Marks, collectively.

Neither the Company, any Subsidiary, nor, to the Company’s knowledge, any of its or their licensees, partners, collaborators or joint venturers has developed, manufactured, commercialized, produced, formulated, propagated, modified, customized, processed, distributed or sold any Company Product that did not comply with any express or implied warranty regarding such Company Product or that contained any unintended Hazardous Substance or that was otherwise adulterated, contaminated, mislabeled, defective, off-specification or improperly packaged or transported.

omitted to perform any necessary act, the result of which would invalidate any of the Trademarks or Patents or hinder their enforcement, including, without limitation, misrepresenting the Trademarks or Patents to a standard-setting organization.

Enforcement. In addition to all other legal remedies available to the Buyer and the Seller for the enforcement of the covenants set forth in this [Section 7.6], the Buyer and the Sellers acknowledge and agree that the Buyer may seek temporary and permanent injunctive relief by any court of competent jurisdiction to prevent or restrain any breach or threatened breach hereof by the Sellers or any Affiliate thereof. The covenants contained in this [Section 7.6] and each provision hereof are severable and distinct covenants and provisions. The Sellers acknowledge that the restrictions contained in this [Section 7.6] are reasonable and necessary to protect the legitimate interests of the Buyer, the Target Companies and their respective Affiliates, and constitute a material inducement to the Buyer to enter into this Agreement and consummate the transaction contemplated hereby.

Enforcement. The arbitral award shall be final and binding on the Parties. Judgment on the award may be entered in any court of competent jurisdiction. The Parties agree that any award rendered pursuant to this Agreement shall be governed by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards.

Enforcement. BMS retains discretion regarding whether or not to enforce the terms of the covenants contained in this Section 3 and its decision not to do so in your instance or anyone’s case shall not be considered a waiver of BMS’s right to do so.