Common use of Mahindra JV Replacement Parts Clause in Contracts

Mahindra JV Replacement Parts. Navistar shall use its commercially reasonable efforts to (i) limit the Mahindra JV’s sales of replacement parts for Medium Duty Trucks and Heavy Duty Trucks in the ROW to those that are reasonable in relation to the volume of Medium Duty Trucks and Heavy Duty Trucks sold by the Mahindra JV prior to such replacement parts sales, and (ii) cause the Mahindra JV to adopt and implement policies, processes and systems to (x) monitor, to the extent practicable, the end-user customers to which such replacement parts are sold, and (y) discourage the Mahindra JV’s dealers from selling such replacement parts to end-user customers for use in trucks other than Medium Duty Trucks and Heavy Duty Trucks sold by the Mahindra JV in the ROW. If, at any time during the term of this Agreement, Caterpillar reasonably believes in good faith that the Mahindra JV’s dealers have, in fact, sold such replacement parts to end-user customers for use in trucks other than as permitted above, (A) the Members shall cooperate with each other, and Navistar shall use its commercially reasonable efforts to cause the Mahindra JV to cooperate with the Members, in furtherance of investigating such matter and, subject to applicable law, taking corrective actions to discourage such sales from occurring, and (B) in the event that a material amount of such sales did, in fact, occur, bring such matter to the Board to determine any appropriate remediation action it deems necessary.

Mahindra JV Replacement Parts. Navistar shall use its commercially reasonable efforts to (i) limit the Mahindra JV’s sales of replacement parts for Medium Duty Trucks and Heavy Duty Trucks in the ROW to those that are reasonable in relation to the volume of Medium Duty Trucks and Heavy Duty Trucks sold by the Mahindra JV prior to such replacement parts sales, and (ii) cause the Mahindra JV to adopt and implement policies, processes and systems to (x) monitor, to the extent practicable, the end-user customers to which such replacement parts are sold, and (y) discourage encourage the Mahindra JV’s dealers from selling to sell such replacement parts to end-user customers for use only in trucks other than Medium Duty Trucks and Heavy Duty Trucks sold by the Mahindra JV in the ROW. If, at any time during the term of this Agreement, Caterpillar reasonably believes in good faith that the Mahindra JV’s dealers have, in fact, sold such replacement parts to end-user customers for use in trucks other than as permitted above, (A) the Members shall cooperate with each other, and Navistar shall use its commercially reasonable efforts to cause the Mahindra JV to cooperate with the Members, in furtherance of investigating such matter and, subject to applicable law, taking appropriate corrective actions to discourage such sales from occurringactions, and (B) in the event that a material amount of such sales did, in fact, occur, bring such matter to the Board to determine any appropriate remediation action it deems necessary.