Common use of Documents Relating to Other Transfers of Assets and Assumption of Liabilities Clause in Contracts

Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of Lucent Assets and the assumption of Lucent Liabilities set forth in Section 2.1(a) and (b), simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) each of AT&T and NCR shall execute and deliver, and each shall cause its respective Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assignments of contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of AT&T's, NCR's and their respective Subsidiaries' right, title and interest in and to the Lucent Assets to Lucent and (ii) Lucent shall execute and deliver, to AT&T, NCR and their respective Subsidiaries such bills of sale, stock powers, certificates of title, assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Lucent Liabilities by Lucent.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (At&t Corp), Separation and Distribution Agreement (Lucent Technologies Inc), Separation and Distribution Agreement (At&t Corp)

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Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of Lucent the CONVERGYS Assets and the assumption of Lucent CONVERGYS Liabilities set forth in Section 2.1(a) Sections 1.1 and (b)1.2, simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) each of AT&T CBI and NCR CONVERGYS shall execute and deliver, and each shall cause its respective Subsidiaries subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assignments of contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of AT&T's, NCRCBI's and their respective Subsidiariesits subsidiaries' right, title and interest in and to the Lucent Assets to Lucent CONVERGYS and (ii) Lucent CONVERGYS shall execute and deliver, to AT&T, NCR CBI and their respective Subsidiaries its subsidiaries such bills of sale, stock powers, certificates of title, assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Lucent CONVERGYS Liabilities by LucentCONVERGYS.

Appears in 3 contracts

Samples: Plan of Reorganization and Distribution Agreement (Cincinnati Bell Inc /Oh/), Plan of Reorganization and Distribution Agreement (Convergys Corp), Plan of Reorganization and Distribution Agreement (Convergys Corp)

Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of Lucent Agere Assets and the assumption of Lucent Agere Liabilities set forth in Section 2.1(a) and (b), ) simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) each of AT&T and NCR Lucent shall execute and deliver, and each shall cause its respective Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assignments of contracts Contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of AT&T's, NCRLucent's and their respective its Subsidiaries' right, title and interest in and to the Lucent Agere Assets to Lucent Agere, and (ii) Lucent Agere shall execute and deliver, to AT&T, NCR Lucent and their respective its Subsidiaries such bills of sale, stock powers, certificates of title, assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Lucent Agere Liabilities by LucentAgere.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Agere Systems Inc)

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Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of Lucent Technologies Assets and the assumption of Lucent Technologies Liabilities set forth in Section 2.1(a) and (b), simultaneously with on the execution and delivery hereof Effective Date or as promptly as practicable thereafter, (i) each of AT&T and NCR Collagen shall execute and deliver, and each shall cause its respective Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assignments of contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of AT&T's, NCRCollagen's and their respective its Subsidiaries' right, title and interest in and to the Lucent Technologies Assets to Lucent Technologies or the designated Technologies Subsidiary and (ii) Lucent Technologies shall execute and deliver, deliver to AT&T, NCR Collagen and their respective its Subsidiaries such bills of sale, stock powers, certificates of title, assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Lucent Technologies Liabilities by LucentTechnologies.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Collagen Corp /De)

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