Common use of Intellectual Property Rights of Third Parties Clause in Contracts

Intellectual Property Rights of Third Parties. Without prejudice to Buyer’s right to terminate the Contract and right to damages, indemnity or any other remedy, should Buyer be required to cease the use of all or part of the Inventions and/or Products, or reasonably conclude that ceasing use is prudent to mitigate the risk infringing the rights of any third party, Seller undertakes to at its sole expense and at Buyer’s sole discretion, (i) obtain from the relevant third party a right of use for the Inventions and/or the Products for, Buyer and/or the Customer; or (ii) subject to Buyer’s written approval, not to be unreasonably withheld, replace or modify the Products within a reasonable time period only to the extent necessary to cease any infringement of the third party’s Intellectual Property Rights.