Third Party Claims for Infringement or Misappropriation. If the Exploitation of a Licensed Compound or Product in the Territory under this Agreement results in, or may result in, any claim, suit, or proceeding by a Third Party alleging patent infringement by Akebia (or its Affiliates or Sublicensees), then the Party with knowledge of such actual or potential claim shall ​ notify the other Party thereof in writing. ​ shall have the first right, but not the obligation, to defend and control the defense of any such claim, suit, or proceeding at its own expense, using counsel of its own choice. ​ may participate in any such claim, suit, or proceeding with counsel of its choice at its own expense. If ​ elects (in a written communication submitted to ​ within a reasonable amount of time after notice of the alleged patent infringement) not to defend or control the defense of, or otherwise fails to initiate and maintain the defense of, any such claim, suit, or proceeding, within such time periods so that ​ is not prejudiced by any delays, ​ may conduct and control the defense of any such claim, suit, or proceeding at its own expense. Each Party shall keep the other Party reasonably informed of all material developments in connection with any such claim, suit, or proceeding. Any recoveries by ​ of any sanctions awarded to ​ and against a party asserting a claim being defended under this [Section 9.5] shall be applied first to reimburse ​ and ​ for its reasonable out-of-pocket costs of defending such claim, suit, or proceedings. The balance of any such recoveries shall be retained by ​, provided, however, ​.

The Borrower misappropriates any Advance within the Loan Period and fails to remedy, including by using such misappropriated funds for a purpose set forth in the Finance Documents or repayment by Borrower of such misappropriated funds, within twenty (20) days upon occurrence of such misappropriation.

Each Party shall promptly provide written notice to the other Party during the Agreement Term of any # known infringement or suspected infringement by a Third Party of any Atea Patent Rights, Roche Patent Rights or Joint Patent Rights (an “Infringement”), or # known or suspected unauthorized use or misappropriation by a Third Party of any Atea Know-How, Roche Know-How or Joint Know-How (a “Misappropriation”), and shall provide the other Party with all evidence in its possession supporting such Infringement or Misappropriation.

Roche Know-How Misappropriation” or # an Infringement or Misappropriation in the Roche Territory, and # Atea in the case of an Infringement or Misappropriation of in the Atea Territory other than a US Roche Know-How Misappropriation.

Notice of Competitive Infringement. Each Party will provide to the other Party written notice within ​ after becoming aware of any infringement, unauthorized use, misappropriation or threatened infringement of the Product Patent Rights, by a Third Party that is actually or potentially exploiting a product that is or would be competitive with a Product (a “Competitive Infringement”).

Each Party shall provide prompt notice to the other Party of any apparent, threatened, or actual infringement by a Third Party of any Arrowhead Patent Rights, or misappropriation of any Arrowhead Know-How, of which the Party becomes aware. The notifying Party shall promptly furnish the other Party with all known details or evidence of such infringement or misappropriation.

No Notice of Infringement. The Seller has not received any written notice from, or given any written notice to, Janssen pursuant to [Section 8.3(a)] of the License Agreement or otherwise regarding any claim of infringement.

Notice of Competitive Infringement. Each Party will provide to the other Party written notice within ​ after becoming aware of any infringement, unauthorized use, misappropriation or threatened infringement of the Product Patent Rights or Joint Patent Rights, by a Third Party that is actually or potentially exploiting a product that is or would be competitive with a Licensed Product (a “Competitive Infringement”).

Notice. Each Party shall promptly notify the other Party in writing of any alleged or threatened (in writing) infringement, or misappropriation by a Third Party, of Combined Therapy Patent Rights, of which its in-house patent counsel becomes aware (such infringement, “Infringement,” and “Infringe” shall be interpreted accordingly).

Notice. Each Party shall promptly disclose to the other in writing within ​, any actual, alleged, or threatened Third Party infringement or misappropriation in the Territory of any Viela Patent or Development Patent, and any actual, alleged or threatened infringement or passing off of a Product Trademark (“Infringement”), of which such Party becomes aware.