Transfer of Assets and Assumption of Liabilities. (a) In accordance with the Separation Step Plan and to the extent not effected prior to the date of this Agreement, subject to Section 2.01(d), prior to the Distribution, the Parties shall, and shall cause their respective Group members to, execute such instruments of assignment or transfer and take such other corporate actions as are necessary to:
Appears in 6 contracts
Samples: Separation and Distribution Agreement (Nuance Communications, Inc.), Separation and Distribution Agreement (Cerence Inc.), Separation and Distribution Agreement (Cerence Inc.)
Transfer of Assets and Assumption of Liabilities. (a) In accordance with with, and in the manner contemplated by, the Separation Step Plan and to the extent not effected prior to the date of this Agreement, subject to Section 2.01(d), prior to the Distribution, the Parties shall, and shall cause their respective Group members to, execute such instruments of assignment or transfer and take such other corporate actions as are necessary to:
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Kyndryl Holdings, Inc.), Separation and Distribution Agreement (Kyndryl Holdings, Inc.), Separation and Distribution Agreement (Kyndryl Holdings, LLC)