Common use of FORM OF TRANSFER Clause in Contracts

FORM OF TRANSFER. (a) The transfer or assignment to Keysight of each relevant Owned Property and Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Agilent with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight contained in the relevant Lease Consent or any other document which Keysight is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight and any guarantor or surety of Keysight’s obligations of direct obligations to Agilent or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The subleases to be granted to Keysight with respect to the Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent for approval, which approval shall not be unreasonably withheld or delayed. (c) The leases and subleases to be granted by Keysight to Agilent with respect to the Leaseback Properties and Keysight Owned Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of Agilent, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld. (d) The leases to be granted to Keysight with respect to the New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed.

FORM OF TRANSFER. (a) The transfer or assignment to Keysight Enterprise of each relevant Owned Property and Leased Property or to HP of each relevant Enterprise Owned Property and Enterprise Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicableExhibit 1, with such amendments as are reasonably required by Agilent HP or Enterprise, respectively, with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight Enterprise or HP, respectively, contained in the relevant Lease Consent or any other document which Keysight Enterprise or HP, respectively, is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight Enterprise or HP, respectively, and any guarantor or surety of KeysightEnterprise’s or HP’s, respectively, obligations of direct obligations to Agilent HP or third parties where required under the terms of any of the Lease Consent or any covenantEnterprise, conditionrespectively, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The subleases to be granted to Keysight Enterprise or HP with respect to the relevant Sublease Properties or Enterprise Sublease Property shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent HP are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent Enterprise for approval, which approval shall not be unreasonably withheld or delayed. (c) The leases and subleases to be granted by Keysight Enterprise to Agilent HP with respect to the Leaseback Properties and Keysight Owned or by HP to Enterprise with respect to the Enterprise Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentHP, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Enterprise for approval, which approval shall not be unreasonably withheldwithheld or delayed. (d) The leases to be granted to Keysight Enterprise with respect to the New Lease Properties or to HP with respect to the Enterprise New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent HP are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Enterprise for approval, which approval shall not be unreasonably withheld or delayed. (e) HP and Enterprise agree that to the extent either party desires to pursue the separation of the master lease to a Sublease Property, Enterprise Sublease Property, Leaseback Property that is a Leased Property or Enterprise Leaseback Property Enterprise Leased Property instead of pursuing a sublease, the other party will cooperate in such separation of master lease; provided that all costs relating thereto will be the sole responsibility of the party requesting the separation of the master lease. To the extent that the parties pursue separation of a master lease rather than a sublease but such separation of master lease has not occurred by the Go Live Date, HP and Enterprise will equitably share the space and cost of the space, pursuant to the process described in Sections 2.10 and 2.11 for Sublease Properties and Enterprise Sublease Properties, respectively, that have not yet received Landlord consent.

FORM OF TRANSFER. (a) The transfer conveyance to Seattle or assignment to Keysight its Subsidiary of each relevant Houston Owned Property and Leased or to Houston or its Subsidiary of each relevant Seattle Owned Property shall be in substantially the form attached in Schedule 1 or 2, as applicableExhibit 1, with such amendments as are reasonably required by Agilent Houston or Seattle, respectively, with respect to a particular Property, including, without limitation, those required by any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The assignment to Seattle or its Subsidiary of each relevant Houston Leased Property or to Houston or its Subsidiary of each relevant Seattle Leased Property shall be in substantially the form of the Lease Assignment Form attached as Exhibit 2, with such amendments as are reasonably required by Houston or Seattle, respectively, with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight Seattle or Houston, respectively, contained in the relevant Lease Consent or any other document which Keysight Seattle or Houston, respectively, is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight Seattle or Houston, respectively, and any guarantor or surety of KeysightSeattle’s obligations or Houston’s, respectively, of direct obligations to Agilent Houston or third parties where required under the terms of any of the Lease Consent or any covenantSeattle, conditionrespectively, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (bc) The subleases to be granted to Keysight Seattle or its Subsidiary or Houston or its Subsidiary with respect to the relevant Houston Sublease Properties or Seattle Sublease Property shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent Houston are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent Seattle for approval, which approval shall not be unreasonably withheld or delayed. (cd) The leases and subleases to be granted by Keysight Seattle to Agilent Houston or its Subsidiary with respect to the Houston Leaseback Properties and Keysight Owned or by Houston to Seattle or its Subsidiary with respect to the Seattle Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentHouston, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Seattle for approval, which approval shall not be unreasonably withheldwithheld or delayed. (de) The leases to be granted to Keysight Seattle or its Subsidiary with respect to the Houston New Lease Properties or to Houston or its Subsidiary with respect to the Seattle New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent Houston are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Seattle for approval, which approval shall not be unreasonably withheld or delayed. (f) Houston and Seattle agree that to the extent either party desires to pursue the separation of the master lease to a Houston Sublease Property, Seattle Sublease Property, Houston Leaseback Property that is a Houston Leased Property or Seattle Leaseback Property that is a Seattle Leased Property instead of pursuing a sublease, the other party will cooperate in such separation of master lease; provided that all costs relating thereto will be the sole responsibility of the party requesting the separation of the master lease. To the extent that the parties pursue separation of a master lease rather than a sublease but such separation of master lease has not occurred by the Go Live Date, Houston and Seattle will equitably share the space and cost of the space, pursuant to the process described in Section 2.10 and Section 2.11 for Houston Sublease Properties and Seattle Sublease Properties, respectively, that have not yet received the necessary Lease Consent.

FORM OF TRANSFER. (a) The transfer or assignment conveyance to Keysight Xxxxxxx of each relevant Houston Owned Property and Leased or to Houston of each relevant Xxxxxxx Owned Property shall be in substantially the form attached in Schedule 1 or 2, as applicableExhibit 1, with such amendments as are reasonably required by Agilent Houston or Xxxxxxx, respectively, with respect to a particular Property, including, without limitation, those required by any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The assignment to Xxxxxxx of each relevant Houston Leased Property or to Houston of each relevant Xxxxxxx Leased Property shall be in substantially the form of the Lease Assignment Form attached as Exhibit 2, with such amendments as are reasonably required by Houston or Xxxxxxx, respectively, with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight Xxxxxxx or Houston, respectively, contained in the relevant Lease Consent or any other document which Keysight Xxxxxxx or Houston, respectively, is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight Xxxxxxx or Houston, respectively, and any guarantor or surety of Keysight’s Xxxxxxx’x or Houston’s, respectively, obligations of direct obligations to Agilent Houston or third parties where required under the terms of any of the Lease Consent or any covenantXxxxxxx, conditionrespectively, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (bc) The subleases to be granted to Keysight Xxxxxxx or Houston with respect to the relevant Houston Sublease Properties or Xxxxxxx Sublease Property shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent Houston are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent Xxxxxxx for approval, which approval shall not be unreasonably withheld or delayed. (cd) The leases and subleases to be granted by Keysight Xxxxxxx to Agilent Houston with respect to the Houston Leaseback Properties and Keysight Owned or by Houston to Xxxxxxx with respect to the Xxxxxxx Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentHouston, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Xxxxxxx for approval, which approval shall not be unreasonably withheldwithheld or delayed. (de) The leases to be granted to Keysight Xxxxxxx with respect to the Houston New Lease Properties or to Houston with respect to the Xxxxxxx New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent Houston are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Xxxxxxx for approval, which approval shall not be unreasonably withheld or delayed. (f) Houston and Xxxxxxx agree that to the extent either party desires to pursue the separation of the master lease to a Houston Sublease Property, Xxxxxxx Sublease Property, Houston Leaseback Property that is a Houston Leased Property or Xxxxxxx Leaseback Property that is an Xxxxxxx Leased Property instead of pursuing a sublease, the other party will cooperate in such separation of master lease; provided that all costs relating thereto will be the sole responsibility of the party requesting the separation of the master lease. To the extent that the parties pursue separation of a master lease rather than a sublease but such separation of master lease has not occurred by the Go Live Date, Houston and Xxxxxxx will equitably share the space and cost of the space, pursuant to the process described in Sections 2.10 and 2.11 for Houston Sublease Properties and Xxxxxxx Sublease Properties, respectively, that have not yet received Landlord consent.

FORM OF TRANSFER. (a) The transfer or assignment to Keysight Agilent of each relevant Owned Property and Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Agilent with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight contained in the relevant Lease Consent or any other document which Keysight is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight and any guarantor or surety of Keysight’s obligations of direct obligations to Agilent or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight HP with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s 's obligations of direct obligations to Keysight HP or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The subleases to be granted to Keysight Agilent with respect to the Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight HP are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent for approval, which approval shall not be unreasonably withheld or delayed. (c) The leases and subleases to be granted by Keysight Agilent to Agilent HP with respect to the Leaseback Properties and Keysight Owned Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentHP, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Agilent for approval, which approval shall not be unreasonably withheld. (d) The leases to be granted to Keysight Agilent with respect to the New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent HP are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Agilent for approval, which approval shall not be unreasonably withheld or delayed.

FORM OF TRANSFER. (a) The transfer or assignment to Keysight NPT or its applicable Subsidiary of each relevant Owned Property and Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as which in the reasonable opinion of Schlumberger are reasonably required by Agilent necessary with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight NPT or its applicable Subsidiary contained in the relevant Lease Consent or any other document which Keysight NPT or its applicable Subsidiary is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight NPT or its applicable Subsidiary and any guarantor or surety of Keysight’s NPT's or its applicable Subsidiary's obligations of direct obligations to Agilent Schlumberger or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The subleases to be granted to Keysight with respect to the Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent NPT for approval, which approval shall not be unreasonably withheld or delayed. (cb) The leases and subleases to be granted by Keysight NPT or its applicable Subsidiary to Agilent Schlumberger or its applicable Subsidiary, and Schlumberger or its applicable Subsidiary to NPT or its applicable Subsidiary, with respect to the Leaseback Shared Properties shall be at a rental rate set forth in Schedule 4 hereof and Keysight Owned Leaseback be for a term of 18 months from the Separation Date. Either party shall have the right to terminate the sublease as to any of the Properties upon 30 days' prior written notice. The sublease shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentSchlumberger, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight NPT for approval, which approval shall not be unreasonably withheld. (d) The leases to be granted to Keysight with respect to the New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed.

FORM OF TRANSFER. (a) The transfer or assignment to Keysight Agilent of each relevant Owned Property and Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Agilent with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight contained in the relevant Lease Consent or any other document which Keysight is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight and any guarantor or surety of Keysight’s obligations of direct obligations to Agilent or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight HP with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s 's obligations of direct obligations to Keysight HP or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. (b) The subleases to be granted to Keysight Agilent with respect to the Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight HP are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent for approval, which approval shall not be unreasonably withheld or delayed. (c) The leases and subleases to be granted by Keysight Agilent to Agilent HP with respect to the Leaseback Properties and Keysight Owned Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentHP, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Agilent for approval, which approval shall not be unreasonably withheld. (d) The leases to be granted to Keysight Agilent with respect to the New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent HP are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight Agilent for approval, which approval shall not be unreasonably withheld or delayed.

FORM OF TRANSFER. (a) The transfer conveyance to SpinCo or assignment to Keysight its Subsidiary of each relevant Moon Owned Property and shall be in the form of a special or limited warranty deed, or its equivalent, in statutory form. The conveyance to Moon or its Subsidiary of each relevant SpinCo Owned Property shall be in the form of a special or limited warranty deed, or its equivalent, in statutory form. (b) The assignment to SpinCo or its Subsidiary of each relevant Moon Leased Property or to Moon or its Subsidiary of each relevant SpinCo Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicableof the Lease Assignment Form, with such amendments as are reasonably required by Agilent Moon or SpinCo, respectively, with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight SpinCo or Moon, respectively, contained in the relevant Lease Consent or any other document which Keysight SpinCo or Moon, respectively, is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight SpinCo or Moon, respectively, and any guarantor or surety of KeysightSpinCo’s obligations or Moon’s, respectively, of direct obligations to Agilent Moon or SpinCo, respectively, or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject. The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subjectPermitted Lien. (bc) The subleases to be granted to Keysight SpinCo or its Subsidiary or Moon or its Subsidiary with respect to the relevant Moon Sublease Properties or SpinCo Sublease Property pursuant to and in accordance with this Agreement shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent Moon are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed. The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent SpinCo for approval, which approval shall not be unreasonably withheld or delayed. (cd) The leases and subleases to be granted by Keysight SpinCo or its Subsidiary to Agilent Moon or its Subsidiary with respect to the Moon Leaseback Properties and Keysight Owned or by Moon or its Subsidiary to SpinCo or its Subsidiary with respect to the SpinCo Leaseback Properties pursuant to and in accordance with this Agreement shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of AgilentMoon, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight SpinCo for approval, which approval shall not be unreasonably withheldwithheld or delayed. (de) The leases to be granted to Keysight SpinCo or its Subsidiary with respect to the Moon New Lease Properties or to Moon or its Subsidiary with respect to the SpinCo New Lease Properties pursuant to and in accordance with this agreement shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent Moon are necessary with respect to a particular Property. Such amendments amendments, if applicable, shall be submitted to Keysight SpinCo for approval, which approval shall not be unreasonably withheld or delayed. (f) If any Moon Sublease Property, SpinCo Sublease Property, Moon Leaseback Property that is a Moon Leased Property or SpinCo Leaseback Property that is a SpinCo Leased Property is subject to a master lease, the parties may, if mutually agreeable, endeavor to separate such master lease (with such documents as are reasonably acceptable to Moon and SpinCo) and each party will use commercially reasonable efforts to accomplish such separation; provided that all costs relating thereto will be the sole responsibility of Moon. To the extent that the parties pursue separation of a master lease rather than a sublease but such separation of master lease has not occurred by the Distribution Date, Moon and SpinCo will equitably share the space and cost of the space, pursuant to the process described in Section 2.10 and Section 2.11 for Moon Sublease Properties and SpinCo Sublease Properties, respectively, that have not yet received the necessary Lease Consent.