Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of MJN Assets and the assumption of MJN Liabilities set forth in Section 2.01(a) and (b) simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) BMS shall execute and deliver, and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, deeds, assignments of contracts, assignment of trademarks, assignment of domain names, assignment of patents, and other instruments of transfer, conveyance and assignment (collectively, the “BMS Transfer Documents”) as and to the extent necessary to evidence the transfer, conveyance and assignment of all of BMS’s and its Subsidiaries’ right, title and interest in and to the MJN Assets to MJN, and (ii) MJN shall execute and deliver, to BMS and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assumptions of contracts and other instruments of assumption (collectively, the “MJN Transfer Documents”, and together with the BMS Transfer Documents, the “Transfer Documents”) as and to the extent necessary to evidence the valid and effective assumption of the MJN Liabilities by MJN.
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Samples: Separation Agreement, Separation Agreement (Mead Johnson Nutrition Co), Separation Agreement (Mead Johnson Nutrition Co)
Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of MJN HDD Assets and the assumption of MJN HDD Liabilities set forth in Section 2.01(a) this Agreement and (b) certain Ancillary Agreements, simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) BMS Company shall execute and deliver, and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, deeds, assignments of contracts, assignment of trademarks, assignment of domain names, assignment of patents, supplemental trust indentures and other instruments of transfer, conveyance and assignment (collectively, the “BMS Transfer Documents”) as and to the extent necessary to evidence the transfer, conveyance and assignment of all of BMS’s Company's and its Subsidiaries’ ' right, title and interest in and to the MJN HDD Assets and Delayed Transfer Assets to MJN, Spinco and its Subsidiaries and (ii) MJN Spinco and its Subsidiaries shall execute and deliver, to BMS Company and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assumptions of contracts contracts, supplemental trust indentures and other instruments of assumption (collectively, the “MJN Transfer Documents”, and together with the BMS Transfer Documents, the “Transfer Documents”) as and to the extent necessary to evidence the valid and effective assumption of the MJN HDD Liabilities and Delayed Transfer Liabilities by MJNSpinco and its Subsidiaries.
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Samples: General Assignment and Assumption Agreement (Maxtor Corp), General Assignment and Assumption Agreement (Maxtor Corp)
Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of MJN TWIC Broadband Assets and TWE Partnership Interests and the assumption of MJN TWIC Broadband Liabilities set forth in Section 2.01(aand Holdco's TWE Broadband Partnership Liabilities pursuant to Sections 2.1(a), (b), (f) and (b) g), simultaneously with the execution and delivery hereof or Closing or, to the extent not capable of being delivered at such time, as promptly as practicable thereafter, (ia) BMS Holdco shall execute and deliver, and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, deeds, assignments and assumptions of contracts, assignment of trademarks, assignment of domain names, assignment of patents, contracts and other instruments of transfer, conveyance conveyance, assignment and assignment (collectively, the “BMS Transfer Documents”) assumption as and to the extent necessary to evidence the contribution, transfer, conveyance and assignment of all of BMS’s Holdco's and its Subsidiaries’ ' right, title and interest in and to the MJN TWIC Broadband Assets and TWE Partnership Interests to MJN, the Company and (iib) MJN the Company shall execute and deliver, to BMS and shall cause its Subsidiaries to execute and deliver, such bills of sale, stock powers, certificates of title, assignments and assumptions of contracts and other instruments of transfer, conveyance, assignment and assumption (collectively, the “MJN Transfer Documents”, and together with the BMS Transfer Documents, the “Transfer Documents”) as and to the extent necessary to evidence the valid and effective assumption of the MJN TWIC Broadband Liabilities and Holdco's TWE Broadband Partnership Liabilities by MJNthe Company, to the extent required by Section 2.1(b) or (g).
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