Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 8 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Phoenix Technologies LTD), Asset Purchase Agreement (Smith Micro Software Inc)
Excluded Assets. Notwithstanding Section 1.12.3, the Acquired Assets shall not include, and Buyer is not acquiring and will not acquire any interest in or purchase, any of the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 7 contracts
Samples: Contribution and Sale Agreement (NGL Energy Partners LP), Contribution and Sale Agreement (NGL Energy Partners LP), Contribution and Sale Agreement (NGL Energy Partners LP)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the following assets of Assets shall not include the following, which shall be retained by Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 6 contracts
Samples: Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Acx Technologies Inc)
Excluded Assets. Notwithstanding Anything to the contrary in Section 1.11.1 notwithstanding, the Purchased Assets shall exclude the following assets of the Seller (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 5 contracts
Samples: Asset Purchase Agreement (Santi Group Inc /Ga), Asset Purchase Agreement (Santi Group Inc /Ga), Asset Purchase Agreement (American Disposal Services Inc)
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.12.1, the following assets of and rights are not Purchased Assets and will be retained by Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 5 contracts
Samples: Asset Purchase Agreement (Sysorex Global Holdings Corp.), Asset Purchase Agreement (Streamline Health Solutions Inc.), Asset Purchase Agreement (Streamline Health Solutions Inc.)
Excluded Assets. Notwithstanding Section 1.12.1(a) above, the following assets of Seller are expressly excluded from the purchase and sale contemplated hereby and, as such, are not Acquired Assets (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 4 contracts
Samples: Asset Purchase Agreement (First Acceptance Corp /De/), Asset Purchase Agreement (Albany Ladder Co Inc), Asset Purchase Agreement (M & M Properties Inc)
Excluded Assets. Notwithstanding Section 1.1, the Purchased Assets do not include the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 4 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Maxwell Resources, Inc.), Asset Purchase Agreement (Maxwell Resources, Inc.)
Excluded Assets. Notwithstanding the generality of Section 1.12.1, the following assets of Seller (the “Excluded Assets”) shall are not be included in a part of the Purchased sale and purchase contemplated by this Agreement and are excluded from the Assets:
Appears in 4 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Vanguard Health Systems Inc), Asset Purchase Agreement (Fuller H B Co)
Excluded Assets. Notwithstanding Section 1.1Sections 1.1 and 1.2, the Purchased Assets shall not include the following assets of Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 4 contracts
Samples: Asset Purchase Agreement (Players International Inc /Nv/), Asset Purchase Agreement (Rosecap Inc/Ny), Asset Purchase Agreement (Rosecap Inc/Ny)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the Purchased Assets shall not include any of the following property and assets of the Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 4 contracts
Samples: Asset Purchase Agreement (AL International, Inc.), Asset Purchase Agreement (AL International, Inc.), Asset Purchase Agreement (St. Bernard Software, Inc.)
Excluded Assets. Notwithstanding Section 1.1The Purchased Assets shall not include, and the Seller shall retain, the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 4 contracts
Samples: Asset Purchase Agreement (American Leisure Holdings, Inc.), Asset Purchase Agreement (Journal Communications Inc), Asset Purchase Agreement (Multi Color Corp)
Excluded Assets. Notwithstanding anything to the contrary in Section 1.11.01, the following assets of Seller are excluded from the Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 4 contracts
Samples: Asset Purchase Agreement (Eclips Media Technologies, Inc.), Asset Purchase Agreement (Argo Digital Solutions Inc), Asset Purchase Agreement (rVue Holdings, Inc.)
Excluded Assets. Notwithstanding the generality of Section 1.12.01, the following assets are not a part of Seller the sale and purchase contemplated by this Agreement and are excluded from the Assets (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 4 contracts
Samples: Asset Purchase Agreement (Shaw Group Inc), Asset Purchase Agreement (Stone & Webster Inc), Asset Purchase Agreement (Shaw Group Inc)
Excluded Assets. Notwithstanding Other than as provided in Section 1.1, the following all other assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets. The Excluded Assets shall include:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Odimo INC), Asset Purchase Agreement (Odimo INC), Asset Purchase Agreement (Odimo INC)
Excluded Assets. Notwithstanding anything to the contrary herein and except as expressly set forth in Section 1.12.1 above, the following Assets do not include, Seller is not selling and Buyer is not purchasing, any other assets of Seller Seller, and all such other assets and properties shall be excluded from the Assets (the “Excluded Assets”) shall not be included in ). Without limiting the Purchased Assetsforegoing, Excluded Assets include the following assets and properties of the Seller:
Appears in 3 contracts
Samples: Escrow Agreement, Asset Purchase Agreement (Cafepress Inc.), Asset Purchase Agreement (Cafepress Inc.)
Excluded Assets. Notwithstanding Section 1.1The Assets shall not include, and Seller shall not sell to Buyer, any of the following items (collectively, the following assets of Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 3 contracts
Samples: Asset Purchase Agreement (Packaged Ice Inc), Asset Purchase Agreement (3si Holdings Inc), Asset Purchase Agreement (Packaged Ice Inc)
Excluded Assets. Notwithstanding anything contained in Section 1.12.2 to --------------- the contrary, the Acquired Assets shall not include any of the following assets of Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 3 contracts
Samples: Asset Purchase Agreement (Cellstar Corp), Asset Purchase Agreement (Cellstar Corp), Asset Purchase Agreement (Cellstar Corp)
Excluded Assets. Notwithstanding anything to the contrary in Section 1.11.2, the following assets of Seller (collectively, the “Excluded Assets”) are not part of the sale and purchase contemplated hereunder, are excluded from the Assets and shall not be included in remain the Purchased Assetsproperty of Sellers after the Closing:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Horizon Health Corp /De/), Asset Purchase Agreement (Horizon Health Corp /De/), Asset Purchase Agreement (Horizon Health Corp /De/)
Excluded Assets. Notwithstanding Section 1.1, The Sale Assets shall not include the following assets of Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 3 contracts
Samples: Escrow Agreement (Casino Resource Corp), Escrow Agreement (Casino Resource Corp), Escrow Agreement (Casino Resource Corp)
Excluded Assets. Notwithstanding the foregoing provisions of this Section 1.11, the following assets of Seller shall not constitute Properties and shall not be sold, assigned or conveyed to Buyer pursuant to Section 1 (such assets as described herein below, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 3 contracts
Samples: Agreement for Purchase and Sale, Agreement for Purchase and Sale (Constellation Energy Partners LLC), Lease Recording (Quest Energy Partners, L.P.)
Excluded Assets. Notwithstanding Section 1.11.1.1, the following assets assets, properties, rights and interests of the Seller (collectively, the “Excluded Assets”) shall are expressly excluded from the purchase and sale contemplated hereby and as such are not be included in the Purchased Assets:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.)
Excluded Assets. Notwithstanding any provision of Section 1.12.1 above, the following assets of the Seller shall be excluded from the Acquired Assets, and all rights in, such assets shall remain exclusively with the Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (On Track Innovations LTD), Asset Purchase Agreement (SuperCom LTD)
Excluded Assets. Notwithstanding The provisions of Section 1.12.1 notwithstanding, it is expressly understood and agreed that the Purchased Assets shall not include the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (FreightCar America, Inc.), Asset Purchase Agreement (FreightCar America, Inc.)
Excluded Assets. Notwithstanding anything in Section 1.11.1 to the contrary, the Purchased Assets shall not include any of the following assets of the Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Omnicell Com /Ca/), Asset Purchase Agreement (Omnicell Inc /Ca/)
Excluded Assets. Notwithstanding The Purchased Assets shall not include the assets described in this Section 1.1, the following assets of Seller 2.03 (the “Excluded Assets”) ). The Excluded Assets shall not be included in the Purchased Assetsinclude:
Appears in 2 contracts
Samples: Asset Purchase and Contribution Agreement (Landmark Apartment Trust of America, Inc.), Asset Purchase Agreement (Grubb & Ellis Apartment REIT, Inc.)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1(a), the following Purchased Assets shall not include any other assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets), including:
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Freds Inc)
Excluded Assets. Notwithstanding Section 1.12.1, the Purchased Assets shall not include any of the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Portfolio Recovery Associates Inc), Asset Purchase Agreement (Portfolio Recovery Associates Inc)
Excluded Assets. Notwithstanding the generality of Section 1.1, 2.1 the following assets are not a part of Seller the sale and purchase contemplated by this Agreement, and are excluded from the Assets (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Excluded Assets. Notwithstanding anything contained in Section 1.1, the Purchased Assets shall not include the following assets and rights of Seller the Sellers (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Red Robin Gourmet Burgers Inc), Asset Purchase Agreement (Red Robin Gourmet Burgers Inc)
Excluded Assets. Notwithstanding the provisions of Section 1.1, it is hereby agreed that the Purchased Assets shall not include, and the Seller is not selling to the Buyer, and the Buyer is not purchasing or acquiring from the Seller, the following assets of Seller to the extent they exist on the Closing Date (the assets expressly excluded by this Section 1.2, collectively the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Purchase and Sale, Agreement for the Purchase and Sale of Assets (Certified Diabetic Services Inc)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the Acquired Assets shall not include any of the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Excluded Assets. Notwithstanding Section 1.1the terms of Sections 3.1 and 3.2 or anything else contained herein or otherwise to the contrary, the following assets of Seller the Asset Sellers shall be retained by the Asset Sellers, are not being sold or assigned to Purchaser hereunder and do not constitute Assets, Assumed Contracts or Assumed Licenses (all of the following are referred to herein collectively as the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Refco Group Ltd., LLC), Purchase and Sale Agreement (Refco Inc.)
Excluded Assets. Notwithstanding Section 1.1, the Purchased Assets shall not include, and Buyer shall not acquire or purchase, any of the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Teppco Partners Lp), Asset Purchase Agreement (Teppco Partners Lp)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the Purchased Assets do not include any of Seller’s right, title and interest in and to the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Advanced BioEnergy, LLC), Asset Purchase Agreement
Excluded Assets. Notwithstanding anything in Section 1.11.1 to the contrary, the following assets of Seller shall not be Purchased Assets and shall be excluded from the assets delivered by Seller to Buyer at the Closing (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Icad Inc), Asset Purchase Agreement (Icad Inc)
Excluded Assets. Notwithstanding All of Seller’s assets, other than those assets expressly enumerated in the foregoing paragraph as Purchased Assets, are excluded from the purchase and sale provided for in Section 1.1, the following assets of Seller (and are referred to herein as the “Excluded Assets”) shall not be included in the Purchased Assets.” The Excluded Assets include, without limitation:
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Medical Systems Holdings Inc), Asset Purchase Agreement (Iridex Corp)
Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller (the “"Excluded Assets”") shall not be included in the Purchased Assets:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Smith Micro Software Inc), Asset Purchase Agreement (Mti Technology Corp)
Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller or any Seller Affiliate (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (McGrath Rentcorp)
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the following assets of Seller Assets shall not include the following, which shall be retained by Sellers (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Centennial Communications Corp /De), Asset Purchase Agreement (Pegasus Communications Corp)
Excluded Assets. Notwithstanding anything to the contrary --------------- contained in Section 1.11.1 above, the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased AssetsAssets and shall not be sold by Seller to Purchaser:
Appears in 1 contract
Samples: Asset Purchase Agreement (Cambridge Industries Inc /De)
Excluded Assets. Notwithstanding the provisions of Section 1.1, the Purchased Assets shall not include the following assets of Seller (herein referred to as the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the Purchased Assets shall not include any of the following property and assets of the Seller (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the (a) The following assets of the Seller are not included in the Acquired Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary in Section 1.11.1 hereof, the Assets will not include any of the following assets of Seller the Sellers (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Mattress Firm Holding Corp.)
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.11.1 or elsewhere in this Agreement, the following assets of Seller the Sellers (collectively, the “Excluded Assets”) shall are not be included in the Purchased Assets:part of
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.12.1 hereof, the following assets of Seller (the “Excluded Assets”) shall be retained by Sellers and shall not be included in the Purchased Assetsconveyed to Buyer:
Appears in 1 contract
Excluded Assets. Notwithstanding the foregoing, the Purchased Assets shall not include any assets of Seller not listed in Section 1.12.01, including but not limited to the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Smith Micro Software, Inc)
Excluded Assets. Notwithstanding anything in Section 1.11 to the contrary, the following assets of Seller (the “Excluded Assets”) Purchased Assets shall not be included in include, and Seller shall retain, the Purchased Assetsfollowing:
Appears in 1 contract
Samples: Asset Purchase Agreement
Excluded Assets. Notwithstanding Section 1.12.2, Section 2.3 or Section 2.4, the Acquired Assets shall not include, and there is excepted, reserved, and excluded from the Contemplated Transactions, the following assets Assets and Properties of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Anything contained in Section 1.11.1 or elsewhere herein to the contrary notwithstanding, the Acquired Assets shall not include the following assets and rights of the Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, it is expressly agreed that the following rights, properties and assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding the generality of Section 1.12.1, the following assets assets, rights and properties are not part of the Assets or otherwise part of any purchase and sale contemplated by this Agreement and shall be retained by the Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:).
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary in Section 1.11.1 or elsewhere in this Agreement, the following assets of Seller (but, for the avoidance of doubt, not of the Seller Subsidiaries) (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.11.1 above, the following assets of Seller (collectively, the “"Excluded Assets”") are not being sold by Seller to Purchaser and shall not be included in as part of the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.12.1, the following assets of shall be retained by Seller (the “Excluded Assets”) and shall not be included in the Purchased Assets (the "Excluded Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding the foregoing Section 1.12.1(a), the following properties, assets of Seller and rights (the “"Excluded Assets”") shall are expressly excluded from the purchases and sales contemplated hereby and, as such, are not be included in the Purchased Assets:
Appears in 1 contract
Samples: Asset Purchase Agreement (Otis Spunkmeyer Holdings Inc)
Excluded Assets. Notwithstanding Section 1.1anything to the contrary contained in the preceding sections of this Article 1, there shall be excluded from the Assets and retained by Seller the following assets of Seller (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1Sections 1.1 and 1.2, the Purchased Assets shall not include the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.1, the following assets assets, properties, rights and interests of Seller (the “Excluded Assets”) shall are not be included in the Purchased Assets and will be retained by Seller (the "Excluded Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.12.1, the Acquired Assets shall not include the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.12.1 or elsewhere in this Agreement, the following assets of Seller items (collectively, the “"Excluded Assets”") are not part of the sale and purchase contemplated hereunder, are excluded from the Assets being conveyed hereunder, and shall not be included in remain the Purchased Assetsproperty of Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Rush Enterprises Inc \Tx\)
Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller Sellers (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.11 above, the following assets of Seller shall be specifically excluded from the sale and shall not be Purchased Assets (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary in Section 1.12.1, the Purchased Assets shall not include any of the following assets of Seller as the same exist on the Closing Date (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Samples: Asset Acquisition Agreement (Orbital Sciences Corp /De/)
Excluded Assets. Notwithstanding anything contained in Section 1.12.1 to the contrary, the Purchased Assets shall not include any of the following properties, contracts, rights and other assets of Seller the Sellers (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding Anything contained in Section 1.11.1 or elsewhere herein to the contrary notwithstanding, the Acquired Assets shall not include the following assets and rights of the Seller (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.12.1 to the contrary, the following properties, assets and rights of any Seller described below are expressly excluded from the transactions contemplated by this Agreement and are not included in the Purchased Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Purchase and Sale Agreement (Sterlite Industries (India) LTD)
Excluded Assets. Notwithstanding All other assets of Seller not expressly included in the provisions of Section 1.11.1(a) hereof are expressly excluded from the Purchased Assets, including the following assets (all of Seller (the “assets so excluded from the Purchased Assets are collectively referred to as the "Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Samples: Asset Purchase Agreement (Carrington Laboratories Inc /Tx/)
Excluded Assets. Notwithstanding the generality of Section 1.12.1, the following assets of Seller (the “"Excluded Assets”") shall are not be included in a part of the Purchased sale and purchase contemplated by this Agreement and are excluded from the Assets:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Vanguard Health Systems Inc)
Excluded Assets. Notwithstanding the generality of Section 1.12.1(a), the following assets are not a part of Seller the sale and purchase contemplated by this Agreement and are excluded from the Purchased Assets (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary in Section 1.12.1, the Assets shall not include the following assets assets, properties and rights of Seller the Sellers or any of their Affiliates (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.11.1 above, the following assets of Seller (the “Excluded Assets”) shall are expressly excluded from the purchase and sale contemplated hereby, and as such, are not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.11.1(a), the following assets of Seller are expressly excluded from the purchase and sale contemplated hereby (the “"Excluded Assets”") shall and, as such, are not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding the provisions of Section 1.1, the Purchased Assets shall not include the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the The following assets of Seller (the “"Excluded Assets”") shall not be included in the definition of "Purchased Assets" (hereinafter defined) and shall not be included in the sale:
Appears in 1 contract
Samples: Asset Purchase Agreement (CRC Evans International Inc)
Excluded Assets. Notwithstanding Section 1.1anything herein to the contrary, the following assets 2.2 of Seller Sellers are not intended by the Parties to be a part of the Contemplated Transactions and are excluded from the Purchased Assets (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement
Excluded Assets. Notwithstanding the provisions of Section 1.11.1(a), the Assets shall not include the following assets items of the Seller which are not to be acquired by the Purchaser hereunder (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Vuance)
Excluded Assets. Notwithstanding Section 1.1the foregoing, the Purchased Assets shall not include, and Buyer will not purchase, the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Maxum Petroleum Holdings, Inc.)
Excluded Assets. Notwithstanding Section 1.1, The Purchased Assets shall not include the following assets items of Seller the Sellers (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.12.1, the Assets shall not include any of the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets), all right, title and interest in, to or under which are retained by Seller:
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller Sellers (the “Excluded Assets”) shall will be retained by Sellers and will not be included in the Purchased Transferred Assets:
Appears in 1 contract
Samples: Asset Purchase Agreement (Applied Industrial Technologies Inc)
Excluded Assets. Notwithstanding anything to the contrary contained in Section 1.12.1(a), the following assets of Seller shall not be included among the Purchased Assets and are excluded from the sale, assignment, transfer and delivery provided in Section 2.1 (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the (a) The following assets of Seller the Sellers are not included in the Acquired Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1anything contained in this Agreement to the contrary, the following assets of the Seller Group (the “Excluded Assets”) shall are not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding Subject to Section 1.12.01, Purchaser and Seller --------------- expressly understand and agree that the following assets and properties of Seller (the “"Excluded Assets”") shall not be included in excluded from the Purchased Assets:
Appears in 1 contract
Samples: Asset Purchase Agreement (Stanford Telecommunications Inc)
Excluded Assets. Notwithstanding Section 1.1, the following assets of Seller are not included among the Purchased Assets and are excluded from the sale, assignment, transfer and delivery provided in Section 1.1 (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (DealerTrack Holdings, Inc.)
Excluded Assets. Notwithstanding The Purchased Assets to be sold and purchased under Section 1.1, 1.1 shall not include the following assets of Seller (the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding All other assets of Seller, whether or not related to the Business, not specifically included in the Assets set forth in Section 1.12.1 (collectively, the following assets of Seller (the “"Excluded Assets”") shall will not be included in the Purchased Assets:.
Appears in 1 contract
Samples: Asset Purchase Agreement (American Italian Pasta Co)
Excluded Assets. Notwithstanding Section 1.12.1 and Section 2.2, the Purchased Assets do not include the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the The following assets of Seller the Sellers (the “"Excluded Assets”") shall are not be included in the Purchased Assets:
Appears in 1 contract
Samples: Agreement of Sale (Heilig Meyers Co)
Excluded Assets. Notwithstanding Section 1.1, the Purchased Assets will not include, and Sellers shall retain and are not transferring to Buyer, the following assets of Seller (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Banyan Rail Services Inc.)
Excluded Assets. Notwithstanding the provisions of Section 1.13.1 to the contrary, the following properties, assets and rights of any Seller described below are expressly excluded from the transactions contemplated by this Agreement and are not included in the Purchased Assets (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.12.1(a), the following assets of Seller Sellers (the “Excluded Assets”) shall not be included in the Purchased Assets:
Appears in 1 contract
Excluded Assets. Notwithstanding anything contained in Section 1.12.1 to the contrary, the following assets of Seller (the “Excluded Assets”) shall not be included in the Purchased Acquired Assets:
Appears in 1 contract
Samples: Asset Purchase Agreement (Mdu Communications International Inc)
Excluded Assets. Notwithstanding Section 1.12.2, the Acquired Assets shall not include, and there is excepted, reserved, and excluded from the Contemplated Transactions, the following assets Assets and Properties of Seller (the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Purchase and Sale Agreement (Harvest Natural Resources, Inc.)
Excluded Assets. Notwithstanding the generality of Section 1.12.01, the following specifically listed assets are not a part of Seller the sale and purchase contemplated by this Agreement and are excluded from the Assets (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Samples: Asset Purchase Agreement (Worthington Industries Inc)
Excluded Assets. Notwithstanding Section 1.1, Seller’s right, title and interest in and to the following assets of Seller are specifically excluded from the Purchased Assets (collectively, the “Excluded Assets”) shall not be included in the Purchased Assets:):
Appears in 1 contract
Excluded Assets. Notwithstanding the generality of Section 1.12.01, the following assets are not a part of Seller the sale and purchase contemplated by this Agreement and are excluded from the Assets (collectively, the “"Excluded Assets”) shall not be included in the Purchased Assets:"):
Appears in 1 contract
Excluded Assets. Notwithstanding Section 1.1, the The following assets of Seller Assets (the “"Excluded Assets”") shall are not be included in the Purchased AssetsAcquired Assets and Seller shall not sell to Buyer and Buyer shall not purchase from Seller the following:
Appears in 1 contract
Excluded Assets. Notwithstanding the generality of Section 1.12.01, the following assets of Seller (the “Excluded Assets”) shall are not be included in a part of the Purchased sale and purchase contemplated by this Agreement and are excluded from the Assets:
Appears in 1 contract
