Without prejudice to Jaguar Sample Clauses

Without prejudice to Jaguar. Cars Limited’s and Land Rover UK’s rights and remedies under the Information Technology Agreement, if, between the date of this Sale and Purchase Agreement and Completion, the Seller proposes to implement an alternative means of continuing the provision of the Ford Transition Services because a third party has refused to provide consent under any relevant Seller IT Contract or JLR IT Contract prior to Completion, the Seller shall provide JLR and the Buyer with reasonable details of the proposed alternative solution. 5.10.1 The Seller undertakes to provide at Completion updated versions of the Documented Plans (as such term is defined in the Intellectual Property Common Terms Agreement) existing on or immediately prior to Completion as a schedule to the Intellectual Property Common Terms Agreement. 5.10.2 The Seller shall, subject to the applicable terms of the Intellectual Property Agreements, provide to JLR immediately after Completion ownership rights or a right of use to all Intellectual Property Rights (other than Trade Marks as defined in Clause 5.10.3) owned by any member of the Seller Group that at Completion are used or planned for use pursuant to Documented Plans (as such term is defined in the Intellectual Property Common Terms Agreement) by JLR. 5.10.3 The Seller shall, subject to the applicable terms of the Intellectual Property Agreements, provide to JLR immediately after Completion ownership rights or a right of use to all trade marks, service marks, trade, business and domain names, logos, trade dress or get-up (collectively, Trade Marks) owned by any member of the Seller Group that at the date of this Sale and Purchase Agreement are used by JLR. 5.10.4 The Seller shall procure from each Identified Third Party “A” Licensor by Completion a written agreement to grant a licence in the respective Identified Third Party “A” IP, to those Target Companies licensed pursuant to the respective Seller Third Party “A” Licence, on terms (including royalties, any use restrictions and any other key commercial terms) and duration (a) reasonably comparable to those set forth in the respective Seller Third Party “A” Licence, or (b) as otherwise requested by an Identified Third Party “A” Licensor and approved by the Buyer (such approval not to be unreasonably withheld or delayed); provided that: (i) the Buyer shall not obstruct, interfere with or otherwise frustrate the Seller in obtaining such agreements; (ii) the Buyer shall use reasonable endeavours, as rea...
Without prejudice to Jaguar. Cars Limited’s and Land Rover UK’s rights and remedies under the Information Technology Agreement, if, between the date of this Sale and Purchase Agreement and Completion, the Seller proposes to implement an alternative means of continuing the provision of the Ford Transition Services because a third party has refused to provide consent under any relevant Seller IT Contract or JLR IT Contract prior to Completion, the Seller shall provide JLR and the Buyer with reasonable details of the proposed alternative solution.