Common use of Contribution and Transfer Clause in Contracts

Contribution and Transfer. KNOW ALL MEN BY THESE PRESENTS: for good and valuable consideration, the receipt of which is hereby acknowledged, Seafield, subject to the terms hereof, has contributed, granted, conveyed, transferred, assigned, and set over, and does by these presents grant, convey, transfer, assign and set over to SLH all of its right, title and interest in those assets held by Seafield in the name of or for the exclusive benefit of the SLH Business (the "SLH Assets") other than the assets listed in Section 2.2 hereof (the "Retained Assets," with the SLH Assets other than the Retained Assets being hereinafter referred to as the "Transfer Assets"), TO HAVE AND TO HOLD the same unto SLH, its successors and assigns, forever. Without limiting the foregoing, the Transfer Assets expressly include all Transfer Assets reflected on Seafield's books and records as being allocated for the exclusive use or consumption by the SLH Business, including, without limitation, the Transfer Assets reflected on the September 30, 1996, unaudited Consolidated Balance Sheet attached to the SLH Form 10 under the Securities and Excahange Commission dated December 21, 1996 (the "Balance Sheet" and the "Form 10") as well as those acquired by the SLH Business since September 30, 1996, less those disposed of since September 30, 1996. Without limiting the foregoing, the Transfer Assets include the following:

Appears in 1 contract

Sources: Distribution Agreement (SLH Corp)

Contribution and Transfer. KNOW ALL MEN BY THESE PRESENTS: for good and valuable consideration, the receipt of which is hereby acknowledged, Seafield, subject to the terms hereof, has contributed, granted, conveyed, transferred, assigned, and set over, and does by these presents grant, convey, transfer, assign and set over to SLH all of its right, title and interest in those assets held by Seafield in the name of or for the exclusive benefit of the SLH Business (the "SLH Assets") other than the assets listed in Section 2.2 hereof (the "Retained Assets," with the SLH Assets other than the Retained Assets being hereinafter referred to as the "Transfer Assets"), TO HAVE AND TO HOLD the same unto SLH, its successors and assigns, forever. Without limiting the foregoing, the Transfer Assets expressly include all Transfer Assets reflected on Seafield's books and records as being allocated for the exclusive use or consumption by the SLH Business, including, without limitation, the Transfer Assets reflected on the September 30, 1996, unaudited Consolidated pro forma combined Balance Sheet attached to included in the SLH Form 10 under the Securities and Excahange Commission Act dated December 21, 1996 1996, as amended (the "Balance Sheet" and the "Form 10") as well as those acquired by the SLH Business since September 30, 1996, less those disposed of since September 30, 1996. Without limiting the foregoing, the Transfer Assets include the following:: 2.11

Appears in 1 contract

Sources: Distribution Agreement (SLH Corp)

Contribution and Transfer. KNOW ALL MEN BY THESE PRESENTS: for good and valuable consideration, the receipt of which is hereby acknowledged, Seafield, subject to the terms hereof, has contributed, granted, conveyed, transferred, assigned, and set over, and does by these presents grant, convey, transfer, assign and set over to SLH all of its right, title and interest in those assets held by Seafield in the name of or for the exclusive benefit of the SLH Business (the "SLH Assets") other than the assets listed in Section 2.2 hereof (the "Retained Assets," with the SLH Assets other than the Retained Assets being hereinafter referred to as the "Transfer Assets"), TO HAVE AND TO HOLD the same unto SLH, its successors and assigns, forever. Without limiting the foregoing, the Transfer Assets expressly include all Transfer Assets reflected on Seafield's books and records as being allocated for the exclusive use or consumption by the SLH Business, including, without limitation, the Transfer Assets reflected on the September 30, 1996, unaudited Consolidated Pro Forma Combined Balance Sheet attached to included in the SLH Form 10 under the Securities and Excahange Exchange Commission dated December 21, 1996 1996, as amended (the "Balance Sheet" and the "Form 10") as well as those acquired by the SLH Business since September 30, 1996, less those disposed of since September 30, 1996. Without limiting the foregoing, the Transfer Assets include the following:

Appears in 1 contract

Sources: Blanket Assignment, Bill of Sale, Deed and Assumption Agreement (SLH Corp)