Common use of SLM BankCo Transfer Documents Clause in Contracts

SLM BankCo Transfer Documents. In furtherance of the contribution, assignment, transfer, conveyance and delivery of Navient Assets and the assignment and assumption of Navient Liabilities in accordance with Section 2.1, on or before the date that such Navient Assets are contributed, assigned, transferred, conveyed or delivered or such Navient Liabilities are assigned and assumed: (i) SLM BankCo shall execute and deliver, and shall cause its Subsidiaries to execute and deliver, such assignments, bills of sale, contribution agreements, distribution agreements, quitclaim deeds, 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 contribution, assignment, transfer, conveyance and delivery of all of SLM BankCo’s and its Subsidiaries’ right, title and interest in and to the Navient Assets to Navient and its Subsidiaries, and (ii) Navient shall execute and deliver, and shall cause its applicable Subsidiaries to execute and deliver, such assignments and assumptions of contracts and other instruments of assignment and assumption as and to the extent necessary to evidence the valid and effective assignment to and assumption by Navient and its Subsidiaries of the Navient Liabilities. All of the foregoing documents contemplated by this Section 2.4(a) shall be referred to collectively herein as the “SLM BankCo Transfer Documents.”

Appears in 3 contracts

Samples: Separation and Distribution Agreement (SLM Corp), Separation and Distribution Agreement (Navient Corp), Separation and Distribution Agreement (Navient Corp)

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SLM BankCo Transfer Documents. In furtherance of the contribution, assignment, transfer, conveyance and delivery of Navient NewCo Assets and the assignment and assumption of Navient NewCo Liabilities in accordance with Section 2.1, on or before the date that such Navient NewCo Assets are contributed, assigned, transferred, conveyed or delivered or such Navient NewCo Liabilities are assigned and assumed: (i) SLM BankCo shall execute and deliver, and shall cause its Subsidiaries to execute and deliver, such assignments, bills of sale, contribution agreements, distribution agreements, quitclaim deeds, 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 contribution, assignment, transfer, conveyance and delivery of all of SLM BankCo’s and its Subsidiaries’ right, title and interest in and to the Navient NewCo Assets to Navient NewCo and its Subsidiaries, and (ii) Navient NewCo shall execute and deliver, and shall cause its applicable Subsidiaries to execute and deliver, such assignments and assumptions of contracts and other instruments of assignment and assumption as and to the extent necessary to evidence the valid and effective assignment to and assumption by Navient NewCo and its Subsidiaries of the Navient NewCo Liabilities. All of the foregoing documents contemplated by this Section 2.4(a) shall be referred to collectively herein as the “SLM BankCo Transfer Documents.”

Appears in 1 contract

Samples: Separation and Distribution Agreement (New Corp)

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