0001140361-19-007768 Sample Contracts

TRANSITION SERVICES AGREEMENT
Transition Services Agreement • April 29th, 2019 • Jacobs Engineering Group Inc /De/ • Heavy construction other than bldg const - contractors • Delaware

This TRANSITION SERVICES AGREEMENT (as amended, updated or modified from time to time, this “Agreement”), dated as of April 26, 2019 is entered into by and between Jacobs Engineering Group Inc., a Delaware corporation (“Seller”), and WorleyParsons Ltd. (ACN 096 0901458), a company incorporated in Australia (“Buyer” and together with Seller, the “Parties”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in that certain Stock and Asset Purchase Agreement (as amended, restated or modified from time to time, the “Transaction Agreement”), dated as of October 21, 2018, by and between Seller and Buyer.

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AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT
Stock and Asset Purchase Agreement • April 29th, 2019 • Jacobs Engineering Group Inc /De/ • Heavy construction other than bldg const - contractors • New South Wales

This AMENDED AND RESTATED STOCK AND ASSET PURCHASE AGREEMENT (as further amended, restated or modified from time to time, this “Agreement”), dated as of April 26, 2019, is made and entered into by and between Jacobs Engineering Group Inc., a Delaware corporation (“Seller”), and WorleyParsons Ltd. (ACN 096 0901458), a company incorporated in Australia (“Buyer” and together with Seller, the “Parties”) and amends and restates that certain Stock and Asset Purchase Agreement, dated as of October 21, 2018 (the “Original Date”) by and between Seller and Buyer (the “Original Agreement”). Capitalized terms used herein shall have the meaning set forth in ARTICLE I.

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