Common use of Transfer and Assignment of Varex Assets Clause in Contracts

Transfer and Assignment of Varex Assets. Parent shall, and shall cause the applicable members of its Group to, contribute, assign, transfer, convey and deliver to Varex, or the applicable Varex Designees, and Varex or such Varex Designees shall accept from Parent and the applicable members of the Parent Group, all of Parent’s and such Parent Group member’s respective direct or indirect right, title and interest in and to all of the Varex Assets (it being understood that if any Varex Asset shall be held by a Transferred Entity or a wholly owned Subsidiary of a Transferred Entity, such Varex Asset may be assigned, transferred, conveyed and delivered to Varex as a result of the transfer of all of the equity interests in such Transferred Entity from Parent or the applicable members of the Parent Group to Varex or the applicable Varex Designee);