Common use of LONGSTOP DATE Clause in Contracts

LONGSTOP DATE. If the Brazil Closing Conditions have not been satisfied, or waived in accordance with paragraph 1.5 (Waiver and Fulfilment of Brazil Closing Conditions), by 31 December 2022 (the Brazil Longstop Date), then (a) to the maximum extent permitted under Applicable Law, Novartis (or the relevant member of the Novartis Group, including Novartis Brazil), shall be permitted (and Alcon hereby authorises each of them) to take such steps as Novartis, acting reasonably, considers necessary or desirable to procure the satisfaction of the then outstanding Brazil Closing Conditions, including instructing the Brazilian Alcon Employees to take such steps as Novartis, acting reasonably, considers necessary or desirable to procure the satisfaction of the then outstanding Brazil Closing Conditions; and (b) Alcon shall provide such assistance and shall provide such services as Novartis may reasonably request in connection any steps taken pursuant to paragraph (a) above or otherwise in connection with the satisfaction of the Brazil Closing Conditions. If the Brazil Conditions have not been satisfied or waived in accordance with paragraph 1.5 (Waiver and Fulfilment of Brazil Closing Conditions) within six months of the Brazil Longstop Date, the Parties shall refer the issue to the Separation Committee, which shall determine in good faith, given the facts and circumstances known at the time, the best way to proceed such that the Brazilian Alcon Transferring Assets (or as many of them as possible) can be transferred to Alcon Brazil or such member of the Alcon Group as may be nominated by Alcon as soon as reasonably practicable.