DELAYED COMPLETION. 11.1 The Parties acknowledge that not all of the Business Assets may be capable of being transferred to the JV Companies at Completion. 11.2 Provided the Conditions Precedent have been fulfilled and the Business Assets in the Significant Jurisdictions are capable of being transferred to the JV Companies then Completion may occur notwithstanding that the Business Assets in the remaining jurisdictions may not be transferred at Completion 11.3 The Parties shall use all reasonable endeavours to procure that any Business Assets not transferred at Completion are transferred to the relevant JV Company as soon as practicable following Completion and in any event prior to the NXP Longstop Date (“Delayed Completion”). 11.4 In respect of any Business Assets subject to Delayed Completion: (A) Clauses 10.2(A)(i) or 10.2(B)(i) shall not apply at Completion but shall apply at Delayed Completion; (B) Clause 6 shall continue to apply to the Business Assets pending Delayed Completion; and (C) so far as lawful, the Business Assets shall be held on trust for the relevant JV Company.
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DELAYED COMPLETION. 11.1 1.1 The Parties acknowledge that not all of the Business Assets may be capable of being transferred to the JV Companies at Completion.
11.2 1.2 Provided the Conditions Precedent have been fulfilled and the Business Assets in the Significant Jurisdictions are capable of being transferred to the JV Companies then Completion may occur notwithstanding that the Business Assets in the remaining jurisdictions may not be transferred at Completion
11.3 1.3 The Parties shall use all reasonable endeavours to procure that any Business Assets not transferred at Completion are transferred to the relevant JV Company as soon as practicable following Completion and in any event prior to the NXP Longstop Date (“Delayed Completion”).
11.4 1.4 In respect of any Business Assets subject to Delayed Completion:
(A) Clauses 10.2(A)(i10.1.2(A)(i) or 10.2(B)(i10.1.2(B)(i) shall not apply at Completion but shall apply at Delayed Completion;
(B) Clause 6 shall continue to apply to the Business Assets pending Delayed Completion; and
(C) so far as lawful, the Business Assets shall be held on trust for the relevant JV Company.
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