Document 7OyGxyBb2oLD7N2mE6bVO4KaV
GENERAL CONVEYANCE AND
ASSUMPTION OF LIABILITIES
KNOW ALL MEN BY THESE PRESENTS:
That SOUTHERN ASBESTOS COMPANY, a Delaware corporation
(hereinafter called "Transferor"), in accordance with Plan of
Liquidation of said corporation and in complete cancellation of
its capital stock, owned by H. K. PORTER COMPANY, INC., a Dela
ware corporation (hereinafter called "Transferee"), and for the
assumption by Transferee of all debts, liabilities and obligations
of the Transferor as herelnbclow provided, has assigned, trans
ferred, and set over and does hereby assign, transfer, and set
over unto the Transferee, its successors and assigns, FOREVER:
All of the Transferor's business, property and assets of
every kind and nature and wheresoever situated, whether tangible
or intangible, and all right, title and interest of the Transferor
therein and thereto, including, without limiting the generality of
the foregoing,all land, buildings, machlnex'y and equipment, draw
ings, parts and appliances; all furniture and fixtures and all
vehicles. Including automobiles and trucks; all inventory, finished
goods-, raw materials, work in process, merchandise, products,
supplies and stores; all United States and foreign trade-marks,
trade-rights and trade-names of every sort and kind, belonging to
the Transferor and its business, and the good will thereof, and the
right to continue said business and to use said good will and the
corporate title, SOUTHERN ASBESTOS COMPANY, or any similar title,
and the exclusive right to use all of said titles, trade-marks,
trade-rights and trade-names In carry Ini'; on the said or any other
business: ail rights to the corporate title, SOUTHERN ASBESTOS
COMPANY, or any similar title; ali United States and foreign copy
rights, applications for copyrights, patents, applications for
patents, patent right.::, patent I 1 censes anil (-.-.us
i - t >> >..........
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This -instrument is delivered pursuant to Plan of
Liquldatiotf of the Transferor duly approved and adopted by the
Transferor and by the Transferee.
>
IN WITNESS WHEREOF, the Transferor has caused these
presents to be duly executed by its duly authorized officers this
1st day of December, 1959.
ATTEST:
& :k M
Secretary
SOUTHERN ASBESTOS COMPANY
By President
STATE OF PENNSYLVANIA COUNTY OF ALLEGHENY
) ) SS: )
Before me, a Notary Public J.n and for said County and"
State, personally appeared the above named SOUTHERN ASBESTOS COMPANY,
by C. L. HOLDER'.!', its President, and E. R. MORAN, its Secretary,
who acknowledged that they did sign the foregoing instrument and
that the same is tHe free act and deed of said corporation and the
free act and deed of each of them personally as such officers. .
IN TESTIMONY WHEREOF, I have hereunto set my hand and
official seal at Pittsburgh, Pennsylvania, tills 1st day of December,
1959.
n;.\rr.i Aa.. IP'.Rin.OnRa.H,, n'-oota^ryy Public
, /!.it c.HcnY CviimfY
My CoifniirMi n
''GJ
>/ C-
"Notary Public
The foi'egoing is hereby accepted and agreed to this 1st day of December, 1959-
-o 1 : H. K. PORTER COMPANY, INC.
Sec re tary
' By "
..... Pres l dent
ui. patent n^nts or1 patent licenses, pruceases, ' inventions,
improvements, rights under and interests in and claims to patents',
patent licenses and other patent rights, processes, inventio'ns, and
improvements, and all rights, claims and causes of action to recovel
for past infringernent thereof; all leases and contracts and contrac
rights of any and every sort, nature or description, and all other
rights, privileges and franchises used or of use in, or in con
nection with or acquired for, said business; all cash, shares of
stock and other securities, notes, bills receivable, accounts
receivable-, notes receivable, payments made or to be made, claims,
claims for tax refunds, tax refunds, rights and causes of action;
all bank accounts, advances, prepaid Insurance, prepaid taxes, and
other prepaid items; ail vouchers, books of accounts, records,
correspondence, papers, documents. Instruments of/ any and every
sort and nature; and any and all rights, claims, judgments and"
causes of action, including those represented or evidenced by or
flowing or growing from or arising or existing under any of the
foregoing.
.
.
Transferor covenants and agrees that it will execute and
deliver such further instruments, powers of- attorney, papers and
documents as the Transferee, its successors or assigns, may from
time to time hereafter reasonably request further to evidence and/o
establish ^the assignment, transfer and setting over by the Transfer
to the Transferee of the aforesaid business, property and assets,
and the right, title and Interest of the Transferee therein and
thereto, or to enable or assist the Transferee, its successors or
assigns, to use, enjoy, collect, receive or reduce to its possessio
any of the same, or to enable the Transferor to collect, receive or
reduce to possession any of the same for delivery to the Transferer^
In consideration of such .assignment, transfer and setting
over, the Transferee hereby assumes and agrees to pay, carry out
and perform a]J debts, .liabilities and obligations of the Transfero
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