Common use of Assumption and Satisfaction of Liabilities Clause in Contracts

Assumption and Satisfaction of Liabilities. Except as otherwise specifically set forth in any Ancillary Agreement from and after the Effective Time, (a) Tyco shall, or shall cause a member of the Tyco Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill, in accordance with their respective terms (“Assume”), all of the Tyco Retained Liabilities, (b) Healthcare shall, or shall cause a member of the Healthcare Group to, Assume all the Healthcare Liabilities and (c) Electronics shall, or shall cause a member of the Electronics Group to, Assume all the Electronics Liabilities, in each case, regardless of (i) when or where such Liabilities arose or arise, (ii) whether the facts upon which they are based occurred prior to, on or subsequent to the Effective Time, (iii) where or against whom such Liabilities are asserted or determined or (iv) whether arising from or alleged to arise from negligence, recklessness, violation of Law, fraud or misrepresentation by any member of the Tyco Group, the Healthcare Group or the Electronics Group, as the case may be, or any of their past or present respective directors, officers, employees, agents, Subsidiaries or Affiliates.

Assumption and Satisfaction of Liabilities. Except as otherwise specifically set forth on Schedule 2.3 or in any Ancillary Agreement Agreement, from and after the Effective Relevant Time, (a) Tyco RRD shall, or shall cause a member of the Tyco RRD Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill, in accordance with their respective terms (“Assume”), all of the Tyco RRD Retained Liabilities, (b) Healthcare LSC shall, or shall cause a member of the Healthcare LSC Group to, Assume all the Healthcare LSC Liabilities and (c) Electronics Donnelley Financial shall, or shall cause a member of the Electronics Donnelley Financial Group to, Assume all the Electronics Donnelley Financial Liabilities, in each case, regardless of (i) when or where such Liabilities arose or arise, (ii) whether the facts upon which they are based occurred prior to, on or subsequent to the Effective applicable Relevant Time, (iii) where or against whom such Liabilities are asserted or determined determined, or (iv) whether arising from or alleged to arise from negligence, recklessness, violation of Law, fraud or misrepresentation by any member of the Tyco RRD Group, the Healthcare LSC Group or the Electronics Donnelley Financial Group, as the case may be, or any of their past or present respective directors, officers, employees, agents, Subsidiaries or Affiliates.

Assumption and Satisfaction of Liabilities. Except as otherwise specifically set forth in any Ancillary Agreement Agreement, from and after the Effective Time, (a) Tyco Parent shall, or shall cause a another member of the Tyco Parent Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill, in accordance with their respective terms (“Assume”), all of the Tyco Retained Liabilities, Business Liabilities and the Parent Percentage of any Unallocated Liability and (b) Healthcare Spinco shall, or shall cause a another member of the Healthcare Spinco Group reasonably acceptable to Parent to, Assume all the Healthcare LDC Liabilities and (c) Electronics shall, or shall cause a member the Spinco Percentage of the Electronics Group to, Assume all the Electronics Liabilities, any Unallocated Liability; in each case, regardless of (i) when or where such Liabilities arose or arise, (ii) whether the facts upon which they are based occurred prior to, on or subsequent to the Effective Time, (iii) where or against whom such Liabilities are asserted or determined or (iv) whether arising from or alleged to arise from negligence, gross negligence, recklessness, violation of Law, willful misconduct, bad faith, fraud or misrepresentation by any member of the Tyco Group, the Healthcare Parent Group or the Electronics Spinco Group, as the case may be, or any of their past or present respective directors, officers, employees, agents, Subsidiaries or Affiliates.

Assumption and Satisfaction of Liabilities. Except as otherwise specifically set forth in any Ancillary Agreement Agreement, from and after the Effective Relevant Time, (a) Tyco RRD shall, or shall cause a member of the Tyco RRD Group to, accept, assume (or, as applicable, retain) and perform, discharge and fulfill, in accordance with their respective terms (“Assume”), all of the Tyco RRD Retained Liabilities, (b) Healthcare LSC shall, or shall cause a member of the Healthcare LSC Group to, Assume all the Healthcare LSC Liabilities and (c) Electronics Donnelley Financial shall, or shall cause a member of the Electronics Donnelley Financial Group to, Assume all the Electronics Donnelley Financial Liabilities, in each case, regardless of (i) when or where such Liabilities arose or arise, (ii) whether the facts upon which they are based occurred prior to, on or subsequent to the Effective applicable Relevant Time, (iii) where or against whom such Liabilities are asserted or determined determined, or (iv) whether arising from or alleged to arise from negligence, recklessness, violation of Law, fraud or misrepresentation by any member of the Tyco RRD Group, the Healthcare LSC Group or the Electronics Donnelley Financial Group, as the case may be, or any of their past or present respective directors, officers, employees, agents, Subsidiaries or Affiliates.