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 the CONVERGYS Assets and the assumption of CONVERGYS Liabilities set forth in Sections 1.1 and 1.2, simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) each of CBI and CONVERGYS 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 CBI's and its subsidiaries' right, title and interest in and to the Assets to CONVERGYS and (ii) CONVERGYS shall execute and deliver, to CBI and 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 CONVERGYS Liabilities by CONVERGYS.

Appears in 3 contracts

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

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Documents Relating to Other Transfers of Assets and Assumption of Liabilities. In furtherance of the assignment, transfer and conveyance of the CONVERGYS Agere Assets and the assumption of CONVERGYS Agere Liabilities set forth in Sections 1.1 Section 2.1(a) and 1.2, (b) simultaneously with the execution and delivery hereof or as promptly as practicable thereafter, (i) each of CBI and CONVERGYS Lucent 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 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 CBILucent's and its subsidiariesSubsidiaries' right, title and interest in and to the Agere Assets to CONVERGYS Agere, and (ii) CONVERGYS Agere shall execute and deliver, to CBI Lucent and its subsidiaries 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 CONVERGYS Agere Liabilities by CONVERGYSAgere.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Agere Systems Inc)

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