0001047469-16-015575 Sample Contracts

TAX MATTERS AGREEMENT DATED AS OF SEPTEMBER 8, 2016 BY AND BETWEEN JOHNSON CONTROLS INTERNATIONAL PLC AND ADIENT LIMITED
Tax Matters Agreement • September 20th, 2016 • Adient LTD • Motor vehicle parts & accessories • New York

This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of September 8, 2016, by and between Johnson Controls International plc, an Irish public limited company (“Johnson Controls”), and Adient Limited, a company organized under the laws of Ireland (“Adient”) (collectively, the “Companies” and each, a “Company”).

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TRANSITION SERVICES AGREEMENT BY AND BETWEEN JOHNSON CONTROLS INTERNATIONAL PLC AND ADIENT LIMITED DATED AS OF SEPTEMBER 8, 2016
Transition Services Agreement • September 20th, 2016 • Adient LTD • Motor vehicle parts & accessories • New York

This TRANSITION SERVICES AGREEMENT, dated as of September 8, 2016 (this “Agreement”), is by and between Johnson Controls International plc, a public limited company organized under the laws of Ireland (“Johnson Controls”), and Adient Limited, a private limited company organized under the laws of Ireland (“Adient”).

EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN JOHNSON CONTROLS INTERNATIONAL PLC AND ADIENT LIMITED DATED AS OF SEPTEMBER 8, 2016
Employee Matters Agreement • September 20th, 2016 • Adient LTD • Motor vehicle parts & accessories • New York

THIS EMPLOYEE MATTERS AGREEMENT, dated as of September 8, 2016 (this “Agreement”), is by and between Johnson Controls International plc, a public limited company organized under the laws of Ireland (“Johnson Controls”), and Adient Limited, a private limited company organized under the laws of Ireland (“Adient”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings set forth in Article I or ascribed to them in the Separation and Distribution Agreement.

SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN JOHNSON CONTROLS INTERNATIONAL PLC AND ADIENT LIMITED DATED AS OF SEPTEMBER 8, 2016
Separation and Distribution Agreement • September 20th, 2016 • Adient LTD • Motor vehicle parts & accessories • New York

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of September 8, 2016 (this “Agreement”), is by and between Johnson Controls International plc, a public limited company organized under the laws of Ireland (“Johnson Controls”), and Adient Limited, a private limited company organized under the laws of Ireland (“Adient”). Capitalized terms used herein and not otherwise defined shall have the respective meanings given to them in Article I.

TRANSITIONAL TRADEMARK LICENSE AGREEMENT BY AND BETWEEN JOHNSON CONTROLS INTERNATIONAL PLC AND ADIENT LIMITED DATED AS OF SEPTEMBER 8, 2016
Transitional Trademark License Agreement • September 20th, 2016 • Adient LTD • Motor vehicle parts & accessories

This TRANSITIONAL TRADEMARK LICENSE AGREEMENT (this “Agreement”), dated as of September 8, 2016, by and between JOHNSON CONTROLS INTERNATIONAL PLC, a public limited company organized under the laws of Ireland (“Johnson Controls”), and ADIENT LIMITED, a private limited company organized under the laws of Ireland (“Adient” and together with Johnson Controls, the “Parties”).

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