SPA Provisions Clause Samples

SPA Provisions. 4.1 Clauses 3.1, 3.2, 4.9, 4.14, 10, 14.1(c) and 14.3(c) of the SPA shall apply mutatis mutandis between the Sellers and the Purchaser in relation to the Proposed Transaction as if they were in force during the Put Option Period (and any reference to the date of the SPA therein shall be deemed to be a reference to the date of this Deed). 4.2 The following provisions of the SPA shall apply as if they were in force with effect from the date of this Deed mutatis mutandis between the Sellers and the Purchaser as if set out herein: (a) clause 27 (Announcements); (b) clause 28 (Confidentiality); (c) clause 29 (Assignment); (d) clause 31 (Notices); (e) clause 34 (Waivers, Rights and Remedies); (f) clause 35 (Counterparts); (g) clause 36 (Variations); and (h) clause 37 (Invalidity).

SPA Provisions. The provisions of Article IX (Termination) and Article XI (Miscellaneous) of the SPA (as amended by this Deed) shall be deemed incorporated in this Deed as if set out in full herein.

SPA Provisions. The following provisions of the SPA will immediately apply between the Sellers, on the one hand, and the Purchaser and Parent, on the other hand, as if set in full out herein (except that references therein to the SPA will be to this Exclusivity Agreement): (a) Article 4 (Antitrust Filings and Foreign Investment Control In Sensitive Sectors) (and any reference to the date of the SPA therein will be deemed to be a reference to the date of this Exclusivity Agreement); and

SPA Provisions. The following provisions of the SPA will immediately apply between the Sellers, on the one hand, and the Purchaser, on the other hand, as if set in full out herein (except that references therein to the SPA will be to this Exclusivity Agreement): (a) Article 1.2 (Interpretation); Article 5.1 (Undertakings relating to the Antitrust Clearance) (and any reference to the date of the SPA therein will be deemed to be a reference to the date of this Exclusivity Agreement); (c) Article 5.2 (Foreign Investment Control) (and any reference to the date of the SPA therein will be deemed to be a reference to the date of this Exclusivity Agreement); (d) Article 3.2.2 regarding the Purchaser’s obligation to pay the Sellers a termination fee in the event the antitrust and foreign investment clearances cannot be obtained; (e) Articles 5.3, 5.4, 5.7, 5.8, 5.9, 5.10.1 (subject to applicable laws), 5.11, and 5.12 (and any reference to the date of the SPA therein will be deemed to be a reference to the date of this Exclusivity Agreement); and (f) Article 12 (Miscellaneous).