Common use of India Purchase Agreement Clause in Contracts

India Purchase Agreement. As soon as reasonably practicable following the Agreement Date, Buyer shall form a Subsidiary organized under the laws of India (the “Buyer Indian Subsidiary” and, together with the Parent Indian Subsidiary, each an “Indian Subsidiary”). As soon as reasonably practicable following the Closing and prior to July 1, 2018, (a) Buyer shall cause the Buyer Indian Subsidiary to execute and deliver to the Parent Indian Subsidiary a counterpart to the India Purchase Agreement, and (b) Parent shall cause the Parent Indian Subsidiary to execute and deliver to the Buyer Indian Subsidiary a counterpart to the India Purchase Agreement. Buyer and Parent shall take such actions as necessary to cause the consummation of the transactions contemplated by the India Purchase Agreement to not occur prior to the Closing, and to cause the termination of the India Purchase Agreement immediately following any termination hereof. Buyer and Parent agree to cause the Buyer Indian Subsidiary and the Parent Indian Subsidiary, respectively, to comply with the terms of the India Purchase Agreement following its execution and delivery. Each of Buyer and Parent shall cause its respective Indian Subsidiary to enter into a “Transition Services Agreement” (as defined in the Indian Purchase Agreement) that is substantially the same as the Transition Services Agreement (Non-IT) executed at the Closing hereunder, subject to any modifications required by applicable Law or the operations of the Business in India. Further, each of Buyer and Parent shall cause the applicable “Later Closing” (as defined in the India Purchase Agreement) with respect to (i) the Contracts used or held for use in the Parent Indian Subsidiary’s fulfillment of customer orders pursuant to a Distribution Agreement to occur upon the termination of such Distribution Agreement and (ii) the “IT Contracts” (as defined in the India Purchase Agreement) to occur on the date agreed by the Joint IT Steering Committee, as defined in, and pursuant to, the Transition Services Agreement (IT Services), but in no event later than the IT Separation Date (as defined in the Transition Services (IT Services)).

India Purchase Agreement. As soon as reasonably practicable following the Agreement Date, Buyer shall form a Subsidiary organized under the laws of India (the “Buyer Indian Subsidiary” and, together with the Parent Indian Subsidiary, each an “Indian Subsidiary”). As soon as reasonably practicable following the Closing and prior to July 1, 2018Agreement Date, (a) Buyer shall cause the Buyer Indian Subsidiary to execute and deliver to the Parent Indian Subsidiary a counterpart to the India Purchase Agreement, and (b) Parent shall cause the Parent Indian Subsidiary to execute and deliver to the Buyer Indian Subsidiary a counterpart to the India Purchase Agreement. Buyer and Parent shall take such actions as necessary to cause the consummation of the transactions contemplated by the India Purchase Agreement to not occur prior to the Closing, and to cause the termination of the India Purchase Agreement immediately following any termination hereofof this Agreement. Buyer and Parent agree to cause the Buyer Indian Subsidiary and the Parent Indian Subsidiary, respectively, to comply with the terms of the India Purchase Agreement following its execution and delivery. Each of Buyer and Parent shall cause its respective Indian Subsidiary to enter into a “Transition Services Agreement” (as defined in the Indian India Purchase Agreement) that is substantially the same as the Transition Services Agreement (Non-IT) executed at the Closing hereunder, subject to any modifications required by applicable Law or the operations of the Business in India. Further, each of Buyer and Parent shall cause the applicable “Later Closing” (as defined in the India Purchase Agreement) with respect to (i) the transfer and assignment of Contracts used or held for use in the Parent Indian Subsidiary’s fulfillment of customer orders pursuant to a Distribution Agreement to occur upon the termination of such Distribution Agreement and (ii) the “IT Contracts” (as defined in the India Purchase Agreement) to occur on the date agreed by the Joint IT Steering Committee, as defined in, and pursuant to, the Transition Services Agreement (IT Services), but in no event later than the IT Separation Date (as defined in the Transition Services (IT Services)).

India Purchase Agreement. As soon as reasonably practicable following the Agreement Date, Buyer shall form a Subsidiary organized under the laws of India (the “Buyer Indian Subsidiary” and, together with the Parent Indian Subsidiary, each an “Indian Subsidiary”). As soon as reasonably practicable following the Closing and prior to July 1, 2018Date, (a) Buyer shall cause the Buyer Indian Subsidiary to execute and deliver to the Parent Indian Subsidiary a counterpart to the India Purchase Agreement, and (b) Parent shall cause the Parent Indian Subsidiary to execute and deliver to the Buyer Indian Subsidiary a counterpart to the India Purchase Agreement. Buyer and Parent shall take such actions as necessary to cause the consummation of the transactions contemplated by the India Purchase Agreement to not occur prior to the Closing, and to cause the termination of the India Purchase Agreement immediately following any termination hereofof this Agreement. Buyer and Parent agree to cause the Buyer Indian Subsidiary and the Parent Indian Subsidiary, respectively, to comply with the terms of the India Purchase Agreement following its execution and delivery. Each of Buyer and Parent shall cause its respective Indian Subsidiary to enter into a “Transition Services Agreement” (as defined in the Indian Purchase Agreement) that is substantially the same as the Transition Services Agreement (Non-IT) executed at the Closing hereunder, subject to any modifications required by applicable Law or the operations of the Business in India. Further, each of Buyer and Parent shall cause the applicable “Later Closing” (as defined in the India Purchase Agreement) with respect to (i) the transfer and assignment of Contracts used or held for use in the Parent Indian Subsidiary’s fulfillment of customer orders pursuant to a Distribution Agreement to occur upon the termination of such Distribution Agreement and (ii) the “IT Contracts” (as defined in the India Purchase Agreement) to occur on the date agreed by the Joint IT Steering Committee, as defined in, and pursuant to, the Transition Services Agreement (IT Services), but in no event later than the IT Separation Date (as defined in the Transition Services (IT Services)).