Common use of Separation of United Online Software Development (India) Pvt Ltd Clause in Contracts

Separation of United Online Software Development (India) Pvt Ltd. (a) On or before Xxxxxxxx 0, 0000, XXX Xxxxx will (and UOL will cause UOL India to) transfer, free from all Encumbrances, all of UOL India’s right, title and interest in all computer servers and other hardware and other immaterial assets dedicated primarily to servicing the FTD Business in India, as set forth in Schedule 2.4(a) (as may be amended from time to time upon mutual agreement of the Parties) (the “FTD India Assets”), to FTD India in exchange for a cash payment to UOL India in an amount equal to the fair market value of the FTD India Assets at the time of such transfer. On or before such transfer date (the “India Separation Date”), FTD India will (and FTD will cause FTD India to) purchase, acquire and assume all of UOL India’s right, title and interest in the FTD India Assets, free from all Encumbrances, in exchange for such cash payment. United Online and FTD agree that the current estimated aggregate fair market value of all the FTD India Assets is less than $750,000. The Parties shall use their respective commercially reasonable efforts to cause the India Separation Date to occur as soon as reasonably practicable following the date of this Agreement.

Separation of United Online Software Development (India) Pvt Ltd. (a) On or before Xxxxxxxx 0September 30, 00002014 (the "India Separation Date"), XXX Xxxxx UOL India will (and UOL will United Online shall cause UOL India to) transfer, free from all Encumbrances, all of UOL India’s 's right, title and interest in all computer servers and other hardware and other immaterial assets and liabilities (if any) dedicated primarily to servicing the FTD Business in IndiaBusiness, as set forth in Schedule 2.4(a) (as may be amended from time to time upon mutual agreement of the Parties) (the “"FTD India Assets”"), to FTD India in exchange for a cash payment to UOL India in an amount equal to the fair market value of the FTD India Assets at the time of such transfer. On or before such transfer date (the “India Separation Date”), FTD India will shall (and FTD will shall cause FTD India to) purchase, acquire and assume all of UOL India’s 's right, title and interest in the FTD India Assets, free from all Encumbrances, in exchange for such cash payment. United Online and FTD agree that the current estimated aggregate fair market value of all the FTD India Assets is less than $750,000. The Parties shall use their respective commercially reasonable efforts to cause the India Separation Date to occur as soon as reasonably practicable following the date of this Agreement.

Separation of United Online Software Development (India) Pvt Ltd. (a) On or before Xxxxxxxx Xxxxxxx 0, 0000, XXX Xxxxx will (and UOL will United Online shall cause UOL India to) transfer, free from all Encumbrances, all of UOL India’s 's right, title and interest in all computer servers and other hardware and other immaterial assets and liabilities (if any) dedicated primarily to servicing the FTD Business in IndiaBusiness, as set forth in Schedule 2.4(a) (as may be amended from time to time upon mutual agreement of the Parties) (the “"FTD India Assets”"), to FTD India in exchange for a cash payment to UOL India in an amount equal to the fair market value of the FTD India Assets at the time of such transfer. On or before such transfer date (the “"India Separation Date”"), FTD India will shall (and FTD will shall cause FTD India to) purchase, acquire and assume all of UOL India’s 's right, title and interest in the FTD India Assets, free from all Encumbrances, in exchange for such cash payment. United Online and FTD agree that the current estimated aggregate fair market value of all the FTD India Assets is less than $750,000. The Parties shall use their respective commercially reasonable efforts to cause the India Separation Date to occur as soon as reasonably practicable following the date of this Agreement.

Separation of United Online Software Development (India) Pvt Ltd. (a) On or before Xxxxxxxx Noxxxxxx 0, 0000, XXX Xxxxx will xill (and UOL will cause UOL India to) transfer, free from all Encumbrances, all of UOL India’s 's right, title and interest in all computer servers and other hardware and other immaterial assets dedicated primarily to servicing the FTD Business in India, as set forth in Schedule 2.4(a) (as may be amended from time to time upon mutual agreement of the Parties) (the “"FTD India Assets”"), to FTD India in exchange for a cash payment to UOL India in an amount equal to the fair market value of the FTD India Assets at the time of such transfer. On or before such transfer date (the “"India Separation Date”"), FTD India will (and FTD will cause FTD India to) purchase, acquire and assume all of UOL India’s 's right, title and interest in the FTD India Assets, free from all Encumbrances, in exchange for such cash payment. United Online and FTD agree that the current estimated aggregate fair market value of all the FTD India Assets is less than $750,000. The Parties shall use their respective commercially reasonable efforts to cause the India Separation Date to occur as soon as reasonably practicable following the date of this Agreement.