Common use of Transfer Documentation Clause in Contracts

Transfer Documentation. The transfers of Transferred Assets and Excluded Assets, and the assumption of Assumed Liabilities and Excluded Liabilities, shall be effected pursuant to the Transfer Documents substantially in the form attached as Annex 2.5 to this Agreement; provided, however, that the transfer to Seller and its Affiliates of the Intellectual Property owned by the Transferred Companies prior to the Closing, and the license to the Transferred Companies from Seller and its Affiliates of certain Intellectual Property that is an Excluded Asset, shall be effected pursuant to the Intellectual Property Agreement substantially in the form attached as Exhibit C to this Agreement. Any substantive amendments, supplements or deviations from such forms shall require the prior written consent of Buyer.