SHALL EITHER BE IN THE NAME OF CENTOCOR OR IN THE NAME OF IMMUNOGEN,
OR JOINTLY IN THE NAME OF CENTOCOR AND IMMUNOGEN, AS MAY BE REQUIRED BY LAW.
(C)
FOR PURPOSES OF THIS SECTION 7.7, THE PARTY
NOT BRINGING SUIT SHALL EXECUTE SUCH LEGAL PAPERS REASONABLY NECESSARY FOR THE
PROSECUTION OF SUCH SUIT AS MAY BE REASONABLY REQUESTED BY THE PARTY BRINGING
SUIT.
7.8
PATENT TERM EXTENSIONS.
IN CONNECTION WITH
THE DEVELOPMENT AND COMMERCIALIZATION OF ANY LICENSED PRODUCT, IMMUNOGEN HEREBY
AUTHORIZES CENTOCOR (A) TO PROVIDE IN ANY NDA FILED WITH RESPECT TO ANY SUCH
LICENSED PRODUCT A LIST OF PATENTS WHICH INCLUDES THE LICENSED PATENT RIGHTS
THAT RELATE TO SUCH LICENSED PRODUCT; (B) SUBJECT TO SECTION 7.4 OF THIS
AGREEMENT, TO COMMENCE SUIT FOR INFRINGEMENT OF THE LICENSED PATENT RIGHTS THAT
RELATE TO SUCH LICENSED PRODUCT UNDER §271(E) (2) OF TITLE 35 OF THE UNITED
STATES CODE; AND (C) SUBJECT TO SECTION 7.4 OF THIS AGREEMENT, TO APPLY FOR AN
EXTENSION OF THE TERM OF ANY PATENT INCLUDED IN THE LICENSED PATENT RIGHTS THAT
RELATE TO SUCH LICENSED PRODUCT.
IN THE EVENT THAT
Portions of this Exhibit were omitted and have been filed separately with the
Secretary of the Commission Pursuant to the Company's application requesting
confidential investment under Rule 24b-2 under the Securities Exchange Ace of
1934.
45
APPLICABLE LAW IN ANY COUNTRY PROVIDES FOR THE EXTENSION OF THE TERM OF ANY
PATENT INCLUDED IN THE LICENSED PATENT RIGHTS THAT RELATE TO SUCH LICENSED
PRODUCT, SUCH AS UNDER THE ACT, THE SUPPLEMENTARY CERTIFICATE OF PROTECTION OF
THE MEMBER STATES OF THE EUROPEAN UNION AND OTHER SIMILAR MEASURES IN ANY OTHER
COUNTRY, IMMUNOGEN SHALL APPLY FOR AND USE COMMERCIALLY REASONABLE EFFORTS TO
OBTAIN SUCH AN EXTENSION OR, SHOULD THE LAW REQUIRE CENTOCOR TO SO APPLY,
IMMUNOGEN SHALL GRANT PERMISSION TO CENTOCOR TO DO SO.
CENTOCOR AND IMMUNOGEN
AGREE TO COOPERATE WITH ONE ANOTHER IN OBTAINING SUCH EXTENSION.
IMMUNOGEN
AGREES TO COOPERATE WITH CENTOCOR OR ITS SUBLICENSEE, AS APPLICABLE, IN THE
EXERCISE OF THE AUTHORIZATION GRANTED HEREIN AND SHALL EXECUTE SUCH DOCUMENTS
AND TAKE SUCH ADDITIONAL ACTION AS CENTOCOR MAY REASONABLY REQUEST IN CONNECTION
THEREWITH, INCLUDING, IF NECESSARY, PERMITTING ITSELF TO BE JOINED AS A PARTY IN
ANY SUIT FOR INFRINGEMENT BROUGHT BY CENTOCOR HEREUNDER.
7.9
TRADEMARKS.
ALL LICENSED PRODUCTS SHALL BE
SOLD UNDER ONE OR MORE TRADEMARKS AND TRADE NAMES SELECTED AND OWNED BY CENTOCOR
IN THE TERRITORY.
CENTOCOR SHALL CONTROL THE PREPARATION, PROSECUTION AND
MAINTENANCE OF APPLICATIONS RELATED TO ALL SUCH TRADEMARKS AND TRADE NAMES IN
THE TERRITORY, AT ITS SOLE COST AND EXPENSE AND AT ITS SOLE DISCRETION.
IMMUNOGEN SHALL NOTIFY CENTOCOR PROMPTLY UPON LEARNING OF ANY ACTUAL, ALLEGED OR
THREATENED INFRINGEMENT OF A TRADEMARK OR TRADE NAME APPLICABLE TO A LICENSED
PRODUCT IN THE TERRITORY, OR OF ANY UNFAIR TRADE PRACTICES, TRADE DRESS
IMITATION, PASSING OFF OF COUNTERFEIT GOODS, OR LIKE OFFENSES IN THE TERRITORY.
ALL OF THE COSTS, EXPENSES AND LEGAL FEES IN BRINGING, MAINTAINING AND
PROSECUTING ANY ACTION TO MAINTAIN, PROTECT OR DEFEND