Print Page  Close Window

SEC Filings

OREXIGEN THERAPEUTICS, INC. filed this Form S-1/A on 04/09/2007
Entire Document

      PATENT APPLICATION and patent(s) arising from such PATENT APPLICATION. Accordingly, DANTE shall be free, at his sole discretion to license said patent(s) and patent application(s) to any THIRD PARTY or otherwise dispose of such patent(s) and patent applications(s) as it deems appropriate.
  6.03   OREXIGEN agrees to mark the LICENSED PRODUCTS (as the case may be), and/or their containers, labels, and/or other packaging, in such a manner as to conform to the patent laws and practices of the country of manufacture or sale, as appropriate.
  7.01   In the event that DANTE or OREXIGEN is charged with infringement of a patent by a THIRD PARTY or is made a party in a civil action as a result of the activity of OREXIGEN and/or a SUBLICENSEE (and not from the activity of DANTE or his AFFILIATES other than the granting of this license to OREXIGEN) as a result (directly or indirectly) of the licenses granted hereunder to OREXIGEN, OREXIGEN:
  (a)   must defend and/or settle any such claim of infringement or civil action;
  (b)   must assume all costs, expenses, damages, and other obligations, for payments incurred as a consequence of such charges of infringement and/or civil action;
  (c)   must indemnify and hold DANTE harmless from any and all damages, losses, liability, and costs resulting from a charge of infringement or civil action which shall be brought against DANTE and attributable to technology added to, incorporated into or sold with a LICENSED PRODUCT by OREXIGEN, and/or SUBLICENSEE (as the case may be) or to manufacturing processes utilized by OREXIGEN or SUBLICENSEE (as the case may be); and
  (d)   may, if such claim of infringement or civil action shall be based on patent claims contained in any pending or issued patent included in the PATENT RIGHTS, terminate this AGREEMENT effective immediately upon DANTE’s receipt of written notice of termination.
  7.02   DANTE will give OREXIGEN reasonable assistance, at OREXIGEN’s expense, in the defense of any such infringement charge or lawsuit, as may be reasonably required. OREXIGEN shall reimburse DANTE for such expenses within [***] ([***]) days of receiving an invoice for the same.
  8.01   Each party to this AGREEMENT is obligated to inform the other promptly in writing of any alleged infringement of which it becomes aware and of any
***   Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

- 11 -